小天鹅Ｂ：报告（英文版）

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1、2012 Annual Report of Wuxi Little Swan Company LimitedWuxi Little Swan Company Limited2012 Annual ReportMarch 201312012 Annual Report of Wuxi Little Swan Company LimitedI. Important Notes, Contents & ExplanationThe Board of Directors, the Board of Supervisors as well as all directors, supervisors an

2、d seniormanagement staff of Wuxi Little Swan Company Limited (hereinafter referred to as “the Company”)warrant that this report does not contain any false or misleading statements or omit any materialfacts and hereby accept, individually and collectively, responsibility for the factuality, accuracy

3、andcompleteness of the contents carried in this report.Mr. Fang Hongbo, company principal, Mr. Chai Xinjian, general manager, Mr. Zhang Zhaofeng,chief of the accounting work, and Mr. Zhong Fangliu, chief of the accounting organ (chief ofaccounting), hereby confirm that the Financial Report enclosed

4、in this report is factual, accurate andcomplete.Except the following directors, all other directors attended in person the board session for reviewingthis report.NameYe YongfuPositionIndependent directorReason for not attending theboard session in personOverseasName of proxyYu LihuiThe Companys prof

5、it distribution preplan upon review and approval of this board session: Basedon the total shares of the Company as at 31 Dec. 2012, a cash dividend of RMB 3.00 (tax included)will be distributed for every 10 shares held by shareholders. No bonus shares will be granted and nocapital reserve will be tu

6、rned into share capital.GD Midea Holding Co., Ltd., the controlling shareholder of the Company, had planned to increase,within 12 months since 15 Dec. 2011, its holding of the Companys A-shares via the trading systemof Shenzhen Stock Exchange by a ratio not exceeding 2% of the Companys total shares.

7、 14 Dec.2012 marked the end of this shareholding increase plan. In the said period, the Companys A-sharesheld by GD Midea Holding increased by 6,319,556 shares, accounting for 1% of the Companystotal shares. After this shareholding increase, GD Midea Holding and TITONI hold 253,513,285shares of the

8、Company in total, accounting for 40.08% of the Companys total shares.This report involves futures plans and some other forward-looking statements, which shall not beconsidered as virtual promises to investors. Investors are kindly reminded to pay attention topossible risks.This report is prepared in

9、 both Chinese and English. Should there be any understanding discrepancybetween the two versions, the Chinese version shall prevail.22012 Annual Report of Wuxi Little Swan Company LimitedContentsI. Important Notes, Contents & Explanation . 2II. Company Profile . 6III. Accouonting & Business Highligh

10、ts . 9IV. Report of the Board of Directors . 11V. Significant Events . 29VI. Change in Shares & Shareholders . 38VII. Directors, Supervisors, Senior Management Staff & Employees . 46VIII. Corporate Governance. 53IX. Internal Control . 57X. Financial Report . 58XI. Documents Available for Reference .

11、 1553Refers to2012 Annual Report of Wuxi Little Swan Company LimitedExplanationTermCompany, the Company or Little SwanMidea GroupMidea HoldingReporting periodRefers toRefers toRefers toRefers toContentsWuxi Little Swan Company LimitedMidea Group Co., Ltd.GD Midea Holding Co., Ltd.1 Jan. 2012-31 Dec.

12、 201242012 Annual Report of Wuxi Little Swan Company LimitedWarning of Significant Risks1. Market risk. In China, the adjustment and control policy for real estate lead to inadequate newdemand in cities. Meanwhile, due to the policy of “electrical appliances brought to countryside” inthe previous ye

13、ars, the occupation rate in countryside has been largely raised, causing slowerdemand in the rural area. In overseas market, economy recovery is slow, Europe debt crisis hasnever ceased, and regional political and economic crisis exists here and there, making the marketdemand hard to get insured.2.

14、Price risk of raw materials. In 2012, the prices of bulk raw materials remained relatively low. Ifthey go to a much higher level, the Companys profitability will be directly affected.3. Product development risk. The Company promotes plenty of new products according to marketdemand every year. If pro

15、ducts are not recognized by the market, the development cost of productsin early stage would become sunk cost affecting company profit.4. Exchange rate risk. The fluctuation in exchange rate is very much uncertain. Though theCompany has adopted certain counter measures against exchange rate fluctuat

16、ion, the Companywould still be largely affected in profitability of overseas sales by fluctuated exchange rate.5. Policy risk. In overseas market, the promotion of non-tariff trade barriers and possibleanti-dumping policy would affect the scale and profitability of the Companys overseas business.5Te

17、l.Fax2012 Annual Report of Wuxi Little Swan Company LimitedII. Company ProfileI. Basic information of the CompanyStock abbreviationXTEA, XTEBStock code000418, 200418Stock exchange listed withChinese name of the CompanyAbbr. of the Chinese name of the CompanyEnglish name of the Company (if any)Legal

18、representative of the CompanyRegistered addressPostal code for the registered addressOffice addressPostal code for the office addressInternet website of the CompanyEmail addressII. For ContactShenzhen Stock Exchange无锡小天鹅股份有限公司小天鹅Wuxi Little Swan Company LimitedMr. Fang HongboNo. 18, Changjiang Road

19、S., National Hi-tech Development Zone, Wuxi214028No. 18, Changjiang Road S., National Hi-tech Development Zone, Wuxi214028http:/IR_Company SecretarySecurities Affairs RepresentativeNameContact addressE-mailMs. Zhou SixiuNo. 18, Changjiang Road S., NationalHi-tech Development Zone, Wuxi0510-810823200

20、510-83720879IR_Ms. Tian LinNo. 18, Changjiang Road S., NationalHi-tech Development Zone, Wuxi0510-810823770510-III. About information disclosure and where this report is placedNewspapers designated by the Company for information disclosureInternet website designated by CSRC for disclosing this repor

21、tWhere this report is placedIV. Change of the registered informationSecurities Times, Ta Kung Pao (HK)http:/Securities Department of the CompanyRegistration dateRegistration placeBusiness license No. Registration code of Organizational code6Name2012 Annual Report of Wuxi Little Swan Company Limitedt

22、axationIndustrial andCommercialInitial registration29 November 1993Administration13590586-X-132020070404676070404676-0Bureau of Wuxi,JiangsuIndustrial andAt the end of thereporting period25 March 2011CommercialAdministrationBureau of Wuxi,32020000001472332020070404676070404676-0JiangsuChanges of the

23、 controlling shareholder (ifany)UnchangedV. Other informationThe CPAs firm hired by the Company:Jiangsu GongZheng TianYe Certified Public Accountants Co., Ltd.Office addressSigning accountantsNo. 28, Liangxi Road, WuxiDai Weizhong, Yu ZhiqiangSponsor engaged by the Company to conduct consistent supe

24、rvision during the reporting period Applicable InapplicableNameOffice addressSponsor representativeConsistent supervision periodFrom 4 Aug. 2006 to the date when allHuatai United Securities Co.,Ltd.25/F, CTS Tower, No. 4011Shennan Road, Shenzhen,GuangdongBian Jianguangnon-tradable share holders pay

25、off theconsiderations that have been paid inadvance for them and the non-tradable sharesare unlockedFinancial consultant engaged by the Company to conduct consistent supervision during the reporting period Applicable Inapplicable72012 Annual Report of Wuxi Little Swan Company LimitedIII. Accounting

26、& Business HighlightsI. Major accounting data and financial indicatorsDoes the Company adjust retrospectively or restate accounting data of previous years due to change of the accounting policy orcorrection of any accounting error? Yes NoIncrease or decrease of20122011this year over last year2010(%)

27、Operating revenue (RMB Yuan)6,899,863,926.8110,975,621,704.52-37.13% 11,202,366,806.14Net profit attributable to shareholders ofthe Company (RMB Yuan)338,387,680.99453,327,963.81-25.35%506,917,078.13Net profit attributable to shareholdersof the Company after extraordinary341,978,755.36364,358,220.01

28、-6.14%370,959,019.17gains and losses (RMB Yuan)Net cash flows from operating activities(RMB Yuan)Basic EPS (RMB Yuan/share)Diluted EPS (RMB Yuan/share)ROE (%)344,757,698.150.540.549.59%242,531,309.070.720.7213.99%42.15%-25%-25%-4.4%724,134,271.230.800.8018.09%Increase or decrease ofAs at 31 Dec. 201

29、2 As at 31 Dec. 2011this year-end than lastyear-end (%)As at 31 Dec. 2010Total assets (RMB Yuan)8,403,705,443.299,145,185,476.94-8.11%8,001,576,321.32Net assets/owners equity attributable toshareholders of the Company (RMB3,686,210,495.873,441,144,937.457.12%3,056,480,975.76Yuan)II. Items and amount

30、s of extraordinary gains and lossesUnit: RMB YuanItems201220112010NotesGains/losses on the disposal of non-current assets(including the offset part of the asset impairment5,388,076.4153,601,089.332,313,638.24provisions)Government grants recognized in the current year,except for those acquired in the

31、 ordinary course of23,335,697.6061,717,786.3422,178,681.06business or granted at certain quotas or amounts8-2012 Annual Report of Wuxi Little Swan Company Limitedaccording to the countrys unified standardsGain/loss on debt restructuringExpenses for business reorganization, such asexpenses for staffi

32、ng, reorganization etc.Current gains and losses of subsidies acquired frombusiness combination under the same control asfrom period-begin to combination date9,007,539.1110,188,474.8410,480.00198,136,177.36Other non-operation income and expenses otherthan the aboveOther non-recurring gains/lossesProj

33、ected liabilitiesDismissal expenses7,166,257.62-33,250,000.00-4,606,067.304,214,334.910.00-1,199,402.08-7,452,612.883,518,089.86-3,242,739.32Minus:Income tax effects6,042,660.1718,070,842.8833,333,639.00TotalMinority interests effects (after tax)4,589,917.64-3,591,074.3714,029,083.7888,969,743.8053,

34、622,629.24135,958,058.96Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in the ExplanatoryAnnouncement No. 1 on Information Disclosure for Companies Offering Their Securities to the PublicExtraordinary Gains andLosses, or classifies any

35、 extraordinary gain/loss item mentioned in the said explanatory announcement as a recurrent gain/loss item Applicable Inapplicable92012 Annual Report of Wuxi Little Swan Company LimitedIV. Report of the Board of DirectorsI. Overview（I）Sum-upIn 2012, the washing machine industry met a great challenge

36、 in terms of the operating environment. At home, thereal estate macro-control continued and the policy of “bringing household appliances to the countryside” fadedout while overseas, the European debt crisis kept mounting and geographical, political and economic crisesseemed never-ending. As a result

37、, growth of the industry slowed down as a whole. According to ChinaIOL data,for the whole year of 2012, the total output of household washing machines in China was 55.8096 million units,up 0.41% over last year; the total sales volume was 55.6731 million units, representing a slight year-on-year drop

38、of 0.13%, of which 34.8129 million units were sold domestically, decreasing 4.25% on a year-on-year basis, and20.8601 million units were sold overseas, increasing 7.59% over last year.Some operating risks of the Company were gathering after years of rapid development. Considering changes ofthe opera

39、ting environment, the management of the Company adjusted the operating strategy in time, adopted“leading products, efficiency-driven and global operation” as the strategy axis, worked out new strategies fordevelopment, discontinued expansion of the production capacity, minimized risks concerning cha

40、nnels andinventories and improved the operating efficiency. Through adjustment of the year, though the sales of theCompany were affected in the short run, the adjustment achieved initial success, which laid a sound foundation forsteady development in the future to come.(II) Review of work focus1. Ef

41、ficiency improvement of organization and managementIn the reporting period, the Company downsized functional departments, flattened organization and structure,constructed organizations with agility; cancelled product company, carried out base-operation, set Wuxi Base andHefei Base (including Jinzhou

42、 Base); integrated related functional departments of the original product company,cut off staffs; strengthened functional departments power of management, control and coordination, reducedcommunication cost for connection among links; transformed sales pattern, cleared up connection processbetween f

43、ront end and back end, and made quick response to the market.In Oct 2012, the Company established lean manufacturing department, which was founded on all sides of theCompanys manufacturing system, explores the origin of product R&D and planning, systematically improvescapacity assessment and the bal

44、ance of production places, improves production efficiency of manufacturing links,shortens the period of production and manufacturing, and achieves core competitiveness in the industry withstable quality, best cost, and shortest lead time by driving coordinative operation of links in research, produc

45、tion,and sales.2. Accomplishment of transformation of sales patternIn the reporting period, based on channel integration, as well as optimized and deepened customer structure andchannel structure in past several years, the Company transformed domestic marketing and sales pattern, set 35product manag

46、ement center in China, and transferred the sales pattern from agency pattern of the original salescompany to “direct sales agency” pattern of product management center in most regions.With the transformation of marketing and sales pattern, the organization structure was further flattened, channellev

47、els were reduced and expenses were cut down. At the same time, liability subject got clear, matching liability,102012 Annual Report of Wuxi Little Swan Company Limitedauthority, and right, as well as connecting front end and back end in a more smooth way. The Company returnedback to professional ope

48、ration, adapted to sales features of products of washing machines, and transferred salesfrom storage sales to order sales. Main work included integrating channels, optimizing agent layout, fully playingthe role of agent platform, re-clearing up current channels and sales points, which raised the cov

49、erage rate andefficiency of sales points, activating channel energy; improving the transformation of standardization of terminalimages to ensure positive chain-operation and improvement of market share; quickly developing e-commercesales to ensure fast scale growth; clearing inventory, decreasing op

50、eration risks, and enhancing inventory turnoverefficiency.For overseas sales, the Company kept optimizing customer structure, deepened cooperation with internal bigclients, adjusted product sales structure, and improved product competitiveness, getting profitability improved.The Company positively d

51、eveloped new clients in Asia, Africa, and Latin Americas to sustain stable integratedsales scale while sales in Europe and Americas fell.3. Consolidation on management of quality rigidityIn the reporting period, the Company paid much effort on quality management, re-established quality standardsfrom

52、 the aspects of “design quality and supplier quality”, the two origins, and “quality of manufacturing process”to consolidate quality control. The Company checked and improved design quality and accomplished over 300improvement projects, covering 10 series and 50 main models; carried out supplier ins

53、pection and annualassessment, developed activities about component quality; accomplished special improvement projects ofcomputer board, before-sales machine, noise vibration, and strong current safety improvement; and accomplishedthe clear-up of coherence of picture and words, improvement of coheren

54、ce of copied molds, as well asimprovement of the coherence of processing equipment, so as to improve process quality.In the reporting period, the Company planned management scheme of ISO9001/ISO14001/OHSAS18001 system,maintained and carried the scheme, got passed in the review of external quality en

55、vironment profession healthsafety management system and RoHS system; got passed in the extension application for free export testing byGeneral Administration of Quality Supervision and obtained the extension application; got passed in productidentification and factory inspection, including 3C identi

56、fication of washing machines, identification of energysaving and water saving, CQC identification of dryer machines, as well as review on quality and socialresponsibility by GE and other overseas clients; got passed in Australian standard comparison testing and TUVidentification of EMC labs, so as t

57、o continuously improve overseas inspection and testing level of labs.4. Improvement of R&D managementIn the reporting period, the Company attached importance to construction of R&D innovation capability, furtheroptimized organization structure, implemented management patterns of technology professio

58、nalism, productdelayering, and design modeling, tried the operation of product manager mechanism; and transferred productR&D from focusing on R&D quality and design cost-down to focusing design quality and giving consideration tocost and lead time. The Company strengthened on product competitiveness

59、, accomplished the development ofover 300 new models of drum washing machines, automatic washing machines, twin-tub washing machines andclothes dryers, made products cover all levels of high, middle, and low end. Among them, Midea 8 seriesautomatic washing machines and Vandelo drum washing machines

60、obtained “2012 China Design Red StarAward”; Little Swan Beverly drum washing machines obtained “2012 China Design Red Star Golden Award”.The technology of automatic throwing obtained 2012 Best Independent Innovation Award promulgated by StateIntellectual Property Office and Technology Innovation Awa

61、rd promulgated by China Household ElectricAppliance Research Institute. Heat pump clothes dryer passed the new product technology identification by China112012 Annual Report of Wuxi Little Swan Company LimitedNational Light Industry Council. Project development and management capability of the Compa

62、ny wasthoroughly improved, and PLC process management has been overall implemented, raising product developmentefficiency, effectively cutting down cost of whole machines, improving design quality, and ensuring that thequality risk of products in design link was minimized. The Company kept promoting

63、 standardization, modeling,reduced product models, and dropped down material cost. Meanwhile, the Company perfected patent systemstructure. In 2012, the Company applied over 200 patents, including 2 overseas invention patents, which broke thezero record in overseas invention patent field.5. Promotio

64、n of efficiency improvementIn the reporting period, the Company focused on taking usage of current assets, strictly controlled new input;launched EAM equipment asset management system, established EAM asset management mechanism and system,strengthened equipment asset management; constantly pushed th

65、e application and improvement of MES system,intensified production process control, established effective process control management mechanism,implemented real-time monitoring, analysis, and control over abnormality in production process, establishedproperly reformed management rules with transparen

66、t abnormal information and clear problem liability; carriedout improvement work of “one flow” for efficiency improvement, improved efficiency in five aspects of taskmanagement, equipment light asset, plan rigidity, in-time delivered supply chain, as well as quality guarantee,developed bench marking

67、projects, concentrated resources to improve, and pulled efficiency improvement of theCompany by drawing upon the experience gained on key points.6. Reinforcement on risk management and controlIn the reporting period, the Company, on the basis of trial points in last year, included all subsidiaries i

68、nto therange of internal control, and set professional internal control staffs to thoroughly develop standard internalcontrol work, which were to rectify and reform on aspects such as process optimization, rule perfection, staffadjustment, and method improvement, enhancing the management requirement

69、s for key business items andhigh-risk areas of the Company and providing more effective internal control support for healthy and sustainabledevelopment of the Company. Meanwhile, the Company reinforced financial analysis, forecast, and warning,established normal operation warning mechanism, so as to

70、 thoroughly and dynamically monitor risks in inventory,accounts receivable and treasury.II. Main business analysis1. OverviewThe Company is mainly engaged in washing machines. And this remained the same during the reporting period.Movements of revenue, cost, expense, etc. are as follows:ItemsOperati

71、ng revenue (RMBYuan)Operating cost (RMB Yuan)Period expense (RMB Yuan)Operating profit (RMB Yuan)Net profit (RMB Yuan)20126,899,863,926.815,339,914,557.981,168,894,980.25404,456,170.64378,836,167.46201110,975,621,704.529,153,133,555.971,266,332,344.76593,269,277.10538,564,751.56YoY increase/decrease

72、%-37.13%-41.66%-7.69%-31.83%-29.66%122012 Annual Report of Wuxi Little Swan Company LimitedFor reasons for items with a movement over 30%, see “X Financial Report” - “XV. Supplementary Information 2. Abnormalities of main items of the accounting statements and reasons therefor”.Review the reporting

73、period progress of development strategies and business plans disclosed in previous periods:For the reporting period execution of the previously disclosed strategies and business plans, see this section “I.Overview” “(II) Main work in the reporting period”.State the reasons why the Companys actual bu

74、siness performance is 20% lower or higher than the earning forecast for the reportingperiod which has been publicly disclosed earlier: Applicable Inapplicable2. RevenuesExplanation:The Company is mainly engaged in washing machines. For the reporting period, the Company achieved operatingrevenues of

75、RMB 6,899,863,926.81, down 37.13% over last year.Is the Companys goods selling revenue higher than the service revenue? Yes NoUnit: UnitIndustryItemsSales volume20127,656,657201112,414,918+/-（%）-38.33%Household applianceOutputStock7,795,7851,136,89212,544,279997,764-37.85%13.94%Reasons for any over-

76、30% YoY movement of the data above: Applicable InapplicableOwing to the slowed-down growth of the industry, as well as the strategic adjustments of the Company, the salesvolume of the Company decreased this year, leading to a smaller output.Major orders held: Applicable InapplicableSignificant chang

77、e or adjustment of the Companys products or services during the reporting period: Applicable InapplicableMajor customers:Total sales to the top 5 customers (RMB Yuan)Ratio of the total sales to the top 5 customers to theannual total sales (%)1,978,162,007.8228.67%Information about the top 5 customer

78、s: Applicable Inapplicable3. CostsClassified by industry:Unit: RMB Yuan132012 Annual Report of Wuxi Little Swan Company Limited20122011IndustryItemAmountProportion in operatingcosts（%）AmountProportion inoperating costs（%）YoY +/- (%)Home appliancemanufactureRawmaterials4,062,553,588.7886.12% 7,258,17

79、9,214.2291.27%-44.03%Home appliancemanufactureHome appliancemanufactureHome appliancemanufactureLabor costDepreciationEnergy221,156,333.6456,610,638.2326,635,747.714.69%1.20%0.56%233,464,495.0860,496,450.7935,262,071.042.94%0.76%0.44%-5.27%-6.42%-24.46%Classified by product:Unit: RMB Yuan20122011Pro

80、ductItemAmountProportion inoperating costsAmountProportion inoperating costsYoY +/- (%)（%）（%）WashingmachinesRaw materials4,062,553,588.7886.12% 7,258,179,214.2291.27%-44.03%WashingmachinesWashingmachinesWashingmachinesLabor costDepreciationEnergy221,156,333.6456,610,638.2326,635,747.714.69%1.2%0.56%

81、233,464,495.0860,496,450.7935,262,071.042.94%0.76%0.44%-5.27%-6.42%-24.46%Explanation:The cost of raw materials saw a YoY decrease mainly due to the decreased output.Major suppliers:Total purchases from the top 5 suppliers （RMB Yuan）Ratio of the total purchases from the top 5 suppliers to theannual

82、total purchases（%）1,116,489,215.6122.06%Information about the top 5 suppliers: Applicable Inapplicable4. ExpenseMain expense during the reporting period:142012 Annual Report of Wuxi Little Swan Company LimitedItemSelling expenses (RMB Yuan)Administrative expenses (RMB Yuan)Financial expenses (RMB Yu

83、an)Income tax expenses (RMB Yuan)2012840,560,482.53331,386,860.96-3,052,363.2466,735,452.952011894,035,414.82373,315,207.86-1,018,277.92131,808,348.70YoY +/-%-5.98%-11.23%-199.76%-49.37%5. R&D expensesDuring the reporting period, the R&D department of the Company mainly worked on products, technolog

84、y andmechanism improvement. In terms of products, it launched 6 key projects for domestic/overseas sale, makinggreat progress concerning appearance, function, quality and material cost. In terms of technology, it worked outthe technological planning for the coming 3-5 years and a new advanced platfo

85、rm, as well as developing a newUSP project. As for mechanism improvement, it further specified the R&D strategic planning for the coming 3-5years, the career development planning for the R&D staff, the remuneration mechanism for them and theexecution of the PLC project. The aforesaid work not only s

86、howed the future development paths for technologyand products in a clearer way, but also laid a foundation for the sales in 2013. For 2012, the Company spent RMB241.4952 million on R&D, accounting for 6.55% of the Companys latest audited net assets and 3.50% of theCompanys latest audited operating r

87、evenues.6. Cash flowsUnit: RMB YuanItemSubtotal of cash inflows from operating activitiesSubtotal of cash outflows from operating activitiesNet cash flows from operating activitiesSubtotal of cash inflows from investing activitiesSubtotal of cash outflows from investing activitiesNet cash flows from

88、 investing activitiesSubtotal of cash inflows from financing activitiesSubtotal of cash outflows from financing activitiesNet cash flows from financing activitiesNet increase in cash and cash equivalents20127,083,790,703.596,739,033,005.44344,757,698.1510,555,477,669.5211,754,098,980.68-1,198,621,31

89、1.16132,586,903.59-132,586,903.59-986,527,085.57201110,584,833,343.1510,342,302,034.08242,531,309.07215,845,998.21215,268,857.20577,141.0183,597,256.84164,468,986.15-80,871,729.31160,630,107.64YoY +/-（%）-33.08%-34.84%42.15%4,790.28%5,360.19%-207,782.58%-100%-19.38%-63.95%-714.16%Reasons for any over

90、-30% YoY movement of the data above: Applicable InapplicableCash inflows from operating activities decreased mainly because sales decreased and operating revenuesdecreased accordingly.Cash outflows from operating activities decreased mainly because sales decreased, resulting in less production,purch

91、ase and expense.Net cash flows from operating activities increased mainly because the decrease of operating cash outflows waslarger than that of operating cash inflows.152012 Annual Report of Wuxi Little Swan Company LimitedCash inflows from investing activities increased mainly because of more cash

92、 from bank wealth managementproducts.Cash outflows from investing activities increased mainly because of more cash spent on bank wealth managementproducts.Net cash flows from investing activities increased mainly because some bank wealth management products werestill outstanding, which made the inve

93、sting cash outflows larger than the inflows.Cash inflows from financing activities decreased mainly because the Company obtained short-term borrowingslast year.Cash outflows from financing activities decreased mainly because the Company paid off short-term borrowingslast year.Net cash flows from fin

94、ancing activities decreased mainly because there were no financing cash inflows andamong the financing cash outflows, the cash paid for dividends, profit or interest was higher when compared withlast year.Net increase in cash and cash equivalents decreased mainly because some cash was paid for bank

95、wealthmanagement products.Reasons for a big difference between the operating cash flows and the net profit: Applicable InapplicableIII. Breakdown of main businessUnit: RMB YuanOperating revenuesOperating costsGross profitrate (%)Increase/decreaseof operatingrevenues over lastyear (%)Increase/decreas

96、eof operating costsover last year (%)Increase/decrease of grossprofit rate overlast year (%)Classified by industry:Home appliancemanufacture6,163,266,557.054,717,192,015.9623.46%-36.03%-40.59%5.87%Classified by product:Washingmachines6,163,266,557.054,717,192,015.9623.46%-36.03%-40.59%5.87%Classifie

97、d by region:ChinaOther countries4,131,737,749.772,031,528,807.282,785,735,439.421,931,456,576.5432.58%4.93%-44.23%-9.32%-51.49%-12.63%10.08%3.6%Note: The main operating income from China refers to the washing machine business and the corresponding data of last year arerestated at the same time as da

98、ta of the washing machine business.IV. Asset and liability analysis1. Major changes of asset itemsUnit: RMB Yuan1602012 Annual Report of Wuxi Little Swan Company LimitedAs at 31 Dec. 2012As at 31 Dec. 2011ProportionExplainanyAmountProportion in totalassets (%)AmountProportion in totalassets (%)chang

99、e（%） majorchangeMonetary fundsAccounts receivableInventoriesInvesting real estateLong-term equityinvestmentFixed assets1,404,291,094.65722,198,904.66952,747,860.685,049,500.735,695,850.801,297,298,526.3116.71%8.59%11.34%0.06%0.07%15.44%2,415,450,351.24929,389,061.45809,400,728.985,242,947.485,838,85

100、1.751,365,332,660.3326.41%10.16%8.85%0.06%0.06%14.93%-9.7%-1.57%2.49%0%0.01%0.51%2 Major changes of liability itemsUnit: RMB Yuan20122011ProportionExplain anyShort-term borrowingsAmountProportion in totalassets (%)0%Amount6,961,486.36Proportion in totalassets (%)0.08%change（%） major change-0.08%3. A

101、ssets and liabilities measured at fair valueUnit: RMB YuanItemOpening amountGain/loss onfair valuechange in thereportingperiodCumulative fairvalue changerecorded intoequityImpairmen Purchaset dprovisions amountin the in thereporting reportinperiod g periodSoldamountin thereportingperiodClosingamount

102、Financial assets1. Derivative financialassets4,292,300.00 -3,067,710.001,224,590.002. Available-for-salefinancial assets284,592.002,352.00158,647.40286,944.00Subtotal of financial assetsTotal of the above4,576,892.00 -3,065,358.004,576,892.00 -3,065,358.00158,647.40158,647.401,511,534.001,511,534.00

103、Financial liabilities0.000.000.000.00Did any significant change occur to the attribute of the Companys main asset measurement during the reporting period? Yes No172012 Annual Report of Wuxi Little Swan Company LimitedV. Core competitiveness analysisSpecializing in washing machine manufacture, the Co

104、mpany is one of the biggest washing machinemanufacturers in China, with its main competitiveness lying in brand, scale and technology.(I) Brand-related competitiveness: The Company adopts a two-brand strategy (“Little Swan” and“Midea”). As a time-honored washer brand, Little Swan is greatly favored

105、by consumers, with theslogan of “Whole-hearted Little Swan” being well-known among them. In 2012, according to theevaluation of R&F Global Ranking Information Group Ltd., the brand of Little Swan was worth19.126 billion, ranking No. 17 among the top 100 brands in China. As for Midea, it is a well-kn

106、ownhome appliance brand, which is also of a high reputation as a washer brand, and its market sharekeeps rising.(II) Scale-related competitiveness: The Company has now three production basesWuxi, Hefei andJingzhou, with the combined production capacity over 16 million units. The scale-relatedcompeti

107、tiveness is incomparable among washer manufacturers. Its wide product range coverstumbling-box, wave-wheel full-automatic, double-cylinder and agitator washing machines, clothesdryers, etc., which can at the same time satisfy different needs of consumers with different prices.(III) Technology-relate

108、d competitiveness: With state-level technological centers andstate-recognized labs, as well as help from the technology strategic alliance, Little Swan holds on toindependent innovation and has the internationally advanced frequency-changing, intelligent control,structure design, industrial design a

109、nd other core washing technologies. Little Swan Lab is the firstwashing machine lab in China to pass the UL North American safety verification and the GermanVDE verification. Adhering to the technology-driven strategy, the Company keeps increasing itsinput for new technologies, as well as the develo

110、pment and utilization of technologies, with thepurpose for sustainable development. At present, the Company has about 500 technical personneland over 500 patents of different kinds.VI. Investment analysis1. Investments in equities of external parties（1）Equity-holdings in financial enterprisesEnterpr

111、isenameEnterprisevarietyInitialinvestmentcost (RMBYuan)Opening Opening Closing Closingequity-hol equity-hol equity-hol equity-holdings ding ratio dings ding ratio(share) (%) (share) (%)Closing bookvalue (RMBYuan)Gain/loss inthe reporting Accountperiod ing title(RMB Yuan)EquitysourceJiangsu CommComme

112、rci ercialal Bank bank1,100,000.00 2,202,5640% 2,202,5640%1,210,000.00246,810.24Long-term equity Privateinvestme offeringntTotal1,100,000.00 2,202,564-2,202,564-1,210,000.00246,810.24-180risk, etc.)2012 Annual Report of Wuxi Little Swan Company Limited2. Wealth management entrustment, derivative inv

113、estments and entrustment loans（1）Wealth management entrustmentUnit: RMB 0,000Name oftrusteeAmountBeginning Endingdate datePaymentdeterminationPrincipalactuallyrecoveredActualgain inthereporting periodActualgainThrough Impairm Related-legal ent partyprocedur provisio transactie or not n on or notRela

114、ted-partyrelationFloatinginterest rateBank1,166,269.111 Apr.201231 Dec.2012and thecontract gavethe highest1,049,075.11 4,864.17 4,864.17 Yes0 YesN/Aannualizedrate of returnTotal1,166,269.11-1,049,075.11 4,864.17 4,864.17-0-Cumulative overdue principals and gainsExplain the wealth management entrustm

115、entThe entrusted amount was utilized in a cycle within the approved lineNotes:The entrusted amount was the Companys own idle funds.（2）Derivative investmentsThe Company has formulated the Management Methods for Futures Hedging Business andthe Management Methods for Exchange Funds upon review to thoro

116、ughly assess andcontrol derivative investment risks, which are detailed as follows:1. Market riskPrice movements of bulk raw materials and fluctuations of exchange rates may incur a greatAnalysis on risks and controlmeasures of derivative products heldin the reporting period (including butnot limite

117、d to market risk, liquidityrisk, credit risk, operation risk, lawmarket risk in the futures business and the foreign exchange funds business. Meanwhile, ifthe Company fails to input enough funds in time to create and maintain hedging positions inits futures hedging operations, or fails to input fore

118、ign exchanges on time for contractexecution in the foreign exchange funds business, hedging loss and contract breach risk mayincur.Counter-measures: The Company will not carry out speculative trading in its futureshedging business and foreign exchange funds business. And the Company will stick to th

119、eprinciple of being prudent in operations. As for the futures hedging business, the hedgingvolume should be determined and futures trading applications should be filed in strictaccordance with production and operation needs. In principle, the hedging volume shall notexceed one third of the planned v

120、olume for the year. And a stop-loss mechanism is adopted.Guarantee deposits are paid as required and increased according to production and operation192012 Annual Report of Wuxi Little Swan Company Limitedneeds. As for the foreign exchange funds business, a from-the-bottom-up managementmechanism is a

121、dopted. When subsidiaries or product enterprises file applications for fundsbusiness, they will give a risk analysis on conditions or circumstances that might affectgains and losses, estimate the maximum gain and loss, and state the ratio or total amount ofguarantee deposits they can bear. And the C

122、ompany will, according to their applications,update operations in time in its funds business and make funds arrangements before thematurity date.2. Operation riskThe Company may suffer loss in its hedging business and foreign exchange funds businessdue to faulty internal procedures, staff, systems a

123、nd external events.Counter-measures: Responsibility division and approval procedures for the hedging andforeign exchange business have been specified in relevant management rules. And a soundsupervision mechanism has been established. And operation risk can be effectively reducedby enhancing risk co

124、ntrol over procedures for operation, decision-making and trading.3. Risk concerning laws and regulationsThe Company carries out its hedging and foreign exchange business in compliance withapplicable laws and regulations, with rights and duties between the Company and agenciesbeing stated clearly.Cou

125、nter-measures: The Company urges responsible departments to understand better aboutrelevant laws, regulations and market rules; be strict in contract re-checks; make clearrelevant rights and duties; and enhance compliance checks to make sure that the Companyoperates derivative investments in complia

126、nce with applicable laws, regulations and theCompanys internal management rules.Changes of market prices or fairvalues in the reporting period of theinvested derivatives. And the analysis The Company adopts public quotations in the futures market or forward foreign exchangeon the fair value of the d

127、erivatives quotations declared by the Peoples Bank of China in its analysis on fair values of derivativeshouldincludethespecificuse products.methods and the relevant assumptionsand parameters.Whether significant changes occurredto the Companys accounting policyand specific accounting principles ofde

128、rivatives in the reporting periodNo significant pared to the previous reportingperiodIndependent directors of the Company believe that: A. The Company has formulatedSpecific opinion from independentdirectors on the Companysderivatives investment and riskcontrolderivative investment rules such as the

129、 Management Methods for Futures Hedging Businessand the Management Methods for Exchange Funds to help it effectively control risksinvolved; B. During the reporting period, the Company performed the relevant approvalprocedure before it conducted derivative investments in strict compliance with the li

130、nes andways approved by the Shareholders General Meeting; And C. The Companys derivativeinvestments in the reporting period mainly targeted its exports. It signed forward exchange20-2012 Annual Report of Wuxi Little Swan Company Limitedcontracts with domestic financial institutions, which helped it

131、lock up the exchange rate andavoid the risk of exchange rate fluctuations. The Company conducted no speculativeoperations, so there was no credit risk. And transaction periods were determined accordingto expectations and payment receiving and making, with no influence on the Companysfluidity.Positio

132、n holdings of derivative investments at the end of the reporting period: Applicable InapplicableProportion of the closingType of contractOpening contract amount Closing contract amount（RMB Yuan） （RMB Yuan）Gain or loss in thereporting periodcontract amount in theclosing net assets of theCompany (%)Fo

133、rward foreignexchange contractsTotal234,646,900.00234,646,900.00242,450,350.00242,450,350.006,782,220.002.89%2.89%Notes:3. Analysis to main subsidiaries and stock-participating companiesParticulars about main subsidiaries and stock-participating companies:ComCompany pany Industrname varie ytyMainpro

134、ducts/servicesRegisteredcapitalTotal assets (RMB Net assets (RMBYuan) Yuan)Operatingrevenues (RMBYuan)Operatingprofit (RMBYuan)Net profit(RMB Yuan)HefeiRoyalstarWashing SubsEquipment idiarManufactu yring Co.,Ltd.Wuxiwashing USDManuf machine 135.52acture manufactu milliore n2,948,117,154.17 1,509,757

135、,098.79 2,866,354,524.42 69,661,409.77 66,493,336.99LittleSwan SubsGeneral idiarElectrical yApplianceWasher-dr RMBManuf yer 28acture manufactu milliore n233,921,116.57150,619,421.45403,374,216.20 43,240,961.28 44,267,455.43s Co., LtdWuxiFILINElectronics Co., LtdSubsidiaryManufactureDevelopment and U

136、SDmanufactu 3,624,re of new 564electronic339,178,612.83227,358,710.32242,082,600.54 26,232,717.11 24,947,580.24212012 Annual Report of Wuxi Little Swan Company LimitedcomponentsLittleSwan(Jingzhou) SubsSanjin idiarElectric yApplianceWashing RMBManuf machine 11.07acture manufactu milliore n199,685,77

137、3.2625,830,912.13331,804,906.67 14,832,474.58 13,961,835.31s Co., Ltd.Explain particulars about main subsidiaries and stock-participating companies:Subsidiaries acquired or disposed during the reporting period: Applicable Inapplicable4. Significant projects of investments with non-raised fundsUnit:

138、0,000Project nameInvestment plans of the Companyand its subsidiaries for 2011Totalinvestment64,870Input forthis year571Cumulative actualinput as at theperiod-end19,911Project progress30%Project earningsImmeasurableseparatelyThe new base in Tianjin85,000553.33553.330% SuspendedTotal149,8701,124.3320,

139、464.33-Notes to significant projects invested with non-raised fundsIn the year-begin of 2011, in regards of market demand growth forecast and tightening production capacity at thattime, the Company, based on company decision, planned to invest RMB 648.7 million to enlarge the productioncapacity of J

140、inzhou Base and other bases, and planned to invest RMB 850 million to establish Tianjin Base.During the implementation process, the market changed a lot with decreased whole demand and slower industrygrowth.According to market changes, the Company adjusted investment plans in time. Non-invested proj

141、ects ininvestment plans of the Company and subsidiaries in 2011 have been postponed currently. Tianjin base project hasbeen paused. As applied by Tianjin Little Swan Washing Machine Co., Ltd., the Companys subsidiary, theagreement with the Bureau of Land Management of Tianjin Konggang Economic Zone

142、was signed on 10 Jan 2013,with effect of terminating rights and obligations ruled in the original NO.AF-1122 land sell contract, as well asletting the Bureau of Land Management of Tianjin Konggang Economic Zone return the paid land-sell fund ofRMB 80.65 million.VII. Outlook of the Companys future de

143、velopment(I) Industry development trendIn the industry of washing machines, the degree of brand concentration is low, competitors are numerous, and newcompetitors join in all the time, causing fierce price competitions. In domestic market, domestic brands dominateimpeller-type washing machines, but

144、foreign brands still got the control power in drum washing machines.222012 Annual Report of Wuxi Little Swan Company LimitedMeanwhile, in the third and fourth grade market, the degree of brand recognition is low, and many less known andinferior brands exist. In overseas market, Chinese self-owned br

145、ands are few. OEM and ODM are the main type,causing profitability that can be hardly improved.In future, the industry of washing machines will develop in following aspects: Firstly, to optimize productstructure, raise the proportion of drum washing machines and high-end automatic products, as well a

146、senergy-saving products. Secondly, to enlarge new channels, for example, e-commerce. With more and moreyoung people interested in online shopping, e-channels of washing machines shall be the hotly contested spot.Thirdly, to develop new products, such as clothes dryers and high energy-saving products

147、. Fourthly, to graboverseas market. As the production capacity in China has been far higher than market demand, overseas marketwould be the only way to consume spared capacity.(II) Development plan of the CompanyIn future three years, the Company shall continuously center on the strategy principal o

148、f “product leads, efficiencydrives, and operation globalizes”, focus on the industry, make good products, place people first, and constantlypush and deepen operation transformation, so as to ensure maximum profitability in proper scale. The Companyshall make good products, train and improve product

149、competitiveness, firmly promote structure adjustment;balance scale and profitability, short-term development and long-term development, partial and integrated interest,as well as domestic and overseas sales, realize balanced growth in scale and profit, continue to deepentransformation, transfer from

150、 quantity to quality, from scale to efficiency, from low added value to high addedvalue, as well as from low quality to high quality; realize driving force of efficiency, pushing the improvement ofmanufacturing efficiency, order pattern, and storage logistics, transfer to growth pattern of rational

151、resourceallocation, as well as maximized and intensive resource benefit; construct friendly-type company, and stick toplace people first.According to the requirements of the three year plan, in 2013, the Company shall do all fundamental work welland constantly implement transformation requirements,

152、which are detailed as below:1. Constructing highly effectively operating organizationThe Company shall constantly construct simple, highly effective, and flatten agile organization, focusorganization and resources to the link of improving core value; gradually construct friendly-type enterprise by 3

153、-5years, improve staff satisfaction and sense of belonging; opening up the circulating channel for internal staffs, soas to make the best use of human resources value; improve the yield rate and usage rate of fixed assets, improvemold assets benefits, strictly control new investment in 2013, ensure

154、the compliance of projects and input-output;constantly strengthen process and system construction, reduce man-made factors, intensify internal audit function,establish risk prevention function, and enhance risk prevention of all departments.2. Paying hard efforts on improving product competitiveness

155、The Company shall stick to make good products, construct the capacity of sustainable development, andthoroughly improve “product competitiveness facing clients”. The Company shall tackle core technologies,research and develop construction of innovation mechanism, further increase quality input, pay

156、full effort toconstruct “industrial quality bench mark”, consolidate fundamental research capability, become “innovationleader in science and technology”, optimize resource allocation from the value chain, and put limited resources tokey products.The Company shall further transfer quality management

157、 idea, transfer the management way of after-repair tooriginal-governance and process management and control: to be guided by the market, constantly stick to managethe origin of design and supply quality, control manufacturing process, transfer from quality control to qualityprevention, thoroughly im

158、prove product quality; dig out deep-level reason, establish all-staff quality liability232012 Annual Report of Wuxi Little Swan Company Limitedsystem, form all-staff quality atmosphere and quality management culture facing the market; perfect all systems,standardize, rule, and fix systems, so as to

159、improve the capability of quality management system.3. Constantly improving manufacturing efficiencyIn 2013, the first main task for the manufacturing system is to stabilize production and solve balance problem. Onthe basis of stabilizing manufacturing system, the Company shall push the sustainable

160、improvement of allfundamental management work, replenish manufacturing specialists, implement core projects, improvemanufacturing professional capability; plan and orderly develop efficiency improvement work, explore efficiencyimprovement work to the direction of automatic and fewer human; pass plan

161、 rigidity projects, implementimprovement projects, including logistic improvement, and improve production efficiency in an obvious way.4. Continuously deepening marketing transformationIn domestic market, the Company shall further transform marketing and establish advantage of marketingcapability of

162、 sustainable development: (1) Product management center shall carry out virtual operation to makeliability and right clear, and activate operation energy. (2) The Company will promote “order mechanism” toproduce on the basis of demand, so as to lower down inventory and accelerate turnover. (3) The C

163、ompany shalllaunch CCS system, consolidate customer management, accelerate channel inventory turnover, realize precisemarketing, and strengthen operation risk management and control. (4) The Company shall improve service systemand improve user satisfaction. In 2013, the Company will further optimize

164、 product structure, concern aboutopportunities brought by construction and promotion of urbanization, join in new businesses, includinge-commerce, stabilize channels, attach importance to distribution and retail, improve market share and brandimage, and regain market position.In overseas market, the

165、 Company will explore the change of business pattern, seek for more cooperationopportunities with local markets; constantly enlarge and strengthen cooperation with big clients, continue tooptimize clients, develop new client resources, realize scale growth on the basis of making profit; further opti

166、mizeproduct structure, raise the revenue proportion of automatic washing machines, make breakthrough in sales ofclothes dryers, put more focus on enlarging high-end markets in Australia and Japan; perfect overseas qualityinformation system, and decrease operation risks.(III) Future risk analysis1. M

167、arket risk. In China, the adjustment and control policy for real estate lead to inadequate new demand in cities.Meanwhile, due to the policy of “electrical appliances brought to countryside” in the previous years, theoccupation rate in countryside has been largely raised, causing slower demand in th

168、e rural area. In overseasmarket, economy recovery is slow, Europe debt crisis has never ceased, and regional political and economic crisisexists here and there, making the market demand hard to get insured.2. Price risk of raw materials. In 2012, the prices of bulk raw materials remained relatively

169、low. If they go to amuch higher level, the Companys profitability will be directly affected.3. Product development risk. The Company promotes plenty of new products according to market demand everyyear. If products are not recognized by the market, the development cost of products in early stage wou

170、ld becomesunk cost affecting company profit/4. Exchange rate risk. The fluctuation in exchange rate is very much uncertain. Though the Company has adoptedcertain counter measures against exchange rate fluctuation, the Company would still be largely affected inprofitability of overseas sales by fluct

171、uated exchange rate.5. Policy risk. In overseas market, the promotion of non-tariff trade barriers and possible anti-dumping policywould affect the scale and profitability of the Companys overseas business.24Year2012 Annual Report of Wuxi Little Swan Company LimitedVIII. Profit/dividend distribution

172、Formulation, execution or adjustment of the Companys profit distribution policy, especially the cash dividend policy, during thereporting period:In Jul. 2012, according to the CSRC Notice on Further Implementing Matters Related to Cash DividendDistribution of Listed Companies (Zheng-Jian-Fa 2012 No.

173、 37) and the Notice of CSRC Jiangsu Bureau onFurther Implementing Requirements Related to Cash Dividend Distribution of Listed Companies, taking intoaccount its actual situation, the Company further specified the dividend-related article in its Articles ofAssociation, specifying the dividend ratio,

174、decision-making mechanism, etc. And the said amendment to theCompanys Articles of Association was reviewed and approved at the 18th Session of the 6th Board of Directorsand later at the First Special Shareholders General Meeting for 2012. The Company will execute the profitdistribution policy in str

175、ict compliance with the amended Articles of Association. Independent directors willexpress their opinion to protect the right of minority shareholders to fully express their opinion and requirements.In this way, legitimate rights and interests of the Companys shareholders, especially its minority sh

176、areholders, aresafeguarded.The Companys preplans for profit distribution and turning capital reserve into share capital for the reporting period were incompliance with relevant rules such as the Companys Articles of Association.The Companys preplans or plans for profit distribution and turning capit

177、al reserve into share capital for the recent three years(including the reporting year):Profit distribution plan for 2010: Based on the total 632,487,764 shares of the Company as at the end of 2010, acash dividend of RMB 1.00 (tax included) was distributed for every 10 shares and no capital reserve w

178、as turnedinto share capital. The plan was fully carried out in Jun. 2011.Profit distribution plan for 2011: Based on the total 632,487,764 shares of the Company as at the end of 2011, acash dividend of RMB 2.00 (tax included) was distributed for every 10 shares and no capital reserve was turnedinto

179、share capital. The plan was fully carried out in Jun. 2012.Profit distribution plan for 2012: Based on the total 632,487,764 shares of the Company as at the end of 2012, acash dividend of RMB 3.00 (tax included) was distributed for every 10 shares and no capital reserve was turnedinto share capital.

180、 The plan should be submitted for approval of the Shareholders General Meeting after review ofthe Board of Directors.Cash dividend distribution of the Company over the recent three years:Unit: RMB YuanAmount of cash dividend(tax included)Net profit attributable to shareholders oflisted companies und

181、er the consolidatedstatement in the yearRatio in net profit attributable toshareholders of listed companies under theconsolidated statement (%)201220112010189,746,329.20126,497,552.8063,248,776.40338,387,680.99453,327,963.81506,917,078.1356.07%27.9%12.48%The Company (including its subsidiaries) made

182、 profit in the reporting period and the retained profit of the Company (withoutsubsidiaries) was positive, but it did not put forward a preplan for cash dividend distribution: Applicable Inapplicable252012 Annual Report of Wuxi Little Swan Company LimitedIX. Social responsibilities(I) Safeguarding l

183、egitimate rights and interests of consumers: Being market-oriented, the Company pays attentionto customers needs and keeps improving quality management to offer products with a quality higher than theexpectation of consumers. It has a national service hotline4008228228to answer to customers question

184、s andcomplaints to their satisfaction.(II) Safeguarding rights and interests of employees: Employees are the foundation of the Company and it is theCompanys social responsibility to protect its employees occupational health and safety, which will help ensure aharmonious development and a long-going

185、business for the Company. The Company has created near 10,000 jobsand pays for five insurances and housing funds for them. It also conducts many leisure activities to enrichemployees life, for example, photographing trips, basketball games, badminton games, for-fun sports meetings,etc. It carried ou

186、t skill trainings and contests for workers at the production line, as well as other kinds of trainingsto help with the personal development of employees. And it also has its own clinics to offer free medical servicesfor employees so they wont have to travel far for medical service.(III) Promoting en

187、ergy saving and environmental protection: Having been devoting itself to R&D of highlyefficient products, the Company is the first washing machine manufacturer to pass the carbon footprintcertification. Meanwhile, the Company responds to the call of the country and increases the proportion of produc

188、tsat energy efficiency level 1 and 2.X. Particulars about researches, visits and interviews received in this reporting periodTime of receptionPlace of receptionWay ofreceptionVisitor typeVisitorMain discussion andmaterials provided bythe Company9 Jan. 201213 Mar. 201222 Mar. 2012Conference Roomof th

189、e CompanyConference Roomof the CompanyConference Roomof the CompanyField research InstitutionField research InstitutionField research InstitutionSinolink SecuritiesSinolink Securities, E FundManagementHuatai United Securities, BoseraFundsOverall operation ofthe CompanyOverall operation ofthe Company

190、Overall operation ofthe Company23 Apr. 2012Conference Roomof the CompanyField research OtherJinling Evening Nes, Huatai Overall operation ofSecurities and individual shareholders the Company8 May 201216 May 201223 May 201228 May 2012Conference Roomof the CompanyConference Roomof the CompanyConferenc

191、e Roomof the CompanyConference Roomof the CompanyField research InstitutionField research InstitutionField research InstitutionField research InstitutionMorgan Stanley, Keywise Capital,Azentus Capital, UG Investment,Comgest, Norges BankChinaAMCChangjiang Securities, PICC AssetManagementDacheng Fund

192、ManagementOverall operation ofthe CompanyOverall operation ofthe CompanyOverall operation ofthe CompanyOverall operation ofthe Company262012 Annual Report of Wuxi Little Swan Company Limited19 Sept. 2012Conference Roomof the CompanyField research InstitutionBarclays Capital Asia Limited, Dodge&Cox,

193、Jupiter Asset Management,Food Asset managementOverall operation ofthe Company12 Nov. 2012Conference Roomof the CompanyField research InstitutionOrient Fund, China Galaxy Securities, Overall operation ofAEGON-INDUSTRIAL Fund the Company15 Nov. 2012Conference Roomof the CompanyField research Instituti

194、onHFT Investment Management, EFund Management, ChangjiangSecuritiesOverall operation ofthe Company272012 Annual Report of Wuxi Little Swan Company LimitedV. Significant EventsI. Significant lawsuit or arbitration Applicable InapplicableThere was no significant lawsuit or arbitration during the repor

195、ting period.Medias questions Applicable InapplicableThere was no medias question during the reporting period.II. Implementation situation and influence of equity incentive plan of the CompanyInapplicableNote：In order to fully stimulate the enthusiasm of the core management personnel of the Company,

196、Midea GroupCo., Ltd. finished implementing a management team shareholding plan towards the core management personnelof the group and its main subsidiaries during the reporting period. According to the plan, the controllingshareholder of Midea Group Co., Ltd.Midea Investment & Holding Co., Ltd. would

197、 grant its 99.9% shares heldin Ningbo Meisheng to the incented personnel, Ningbo Meisheng totally held 3% shares (i.e. 30,000,000 shares)of Midea Group Co., Ltd., and the change of industrial and commercial registration for the above transfer has beencompleted on 14 Dec. 2012.The above shares comes

198、from the shares of Midea Investment & Holding Co., Ltd., and the implementationsubject of the incentive plan is not the listed company, i.e. the above transferred shares are not from the listedcompany, so it isnt applicable for the equity incentive for listed company stipulated in Administration on

199、EquityIncentive for Listed Companies (Trial).In accordance with Provision VII in the Enterprise Accounting Standards Interpretation No. 4 and otherstipulations, the property transfer involves the equity payment, and relevant expenses arising from the equitypayment shall be shared by the companies in

200、 which the incentive targets work. And the Companys coremanagement personnel including Chai Xinjian, Yin Bitong, Fu Wei and Mao Zhiliang participated in the plan,who totally held 6.3333% shares of Ningbo Meisheng, and RMB 33,250,000 from the equity transfer shall berecorded into the Companys equity

201、payment expenses in 2012, which is recorded as management expensesincrease RMB 33,250,000 and capital surplus (other capital surplus) increase RMB 33,250,000.In accordance with the Enterprise Accounting Standards and relevant regulations, the management expensesarising from equity payment belongs to

202、 non-recurring gains and losses, which wont affect the net profitsattributable to the Company after deducting non-recurring gains and losses, or decrease the cash outflow and netassets, and such expenses have been totally reflected in 2012, it wont affect the overall business performance ofthe Compa

203、ny in 2013.III. Significant related-party transactions1. Other significant related-party transactions(1) The Company convened the 10th Session of the 6th Board of Directors on 14 Dec. 2010 and the 1st SpecialShareholders General Meeting 2011 on 7 Jan. 2011, which reviewed and approved the Proposal o

204、n RelatedTransaction on Trademark Licensing. The Company permitted GD Midea Holding Co., Ltd and its controlledsubsidiaries to use trademark of “小天鹅 LITTLE SWAN and picture” in air conditioner commodities, withtrademark license fees estimated as no more than RMB 20,000,000. GD Midea Holding Co., Ltd

205、 permitted the282012 Annual Report of Wuxi Little Swan Company LimitedCompany and subsidiaries of the Company to use trademark of “Midea” in production, sales and ad campaign ofwashing machines and dryers, with trademark license fees estimated as no more than RMB 20,000,000. Theaforesaid licensing c

206、ontracts were all contracted with 0.3% charges of net sales revenue of products with theauthorized trademark as trademark license fees, and the licensing period ranged from 1 Jan. 2011 to 31 Dec. 2013.At the same time, the Company will renew and sign the Contract on Trademark Licensing with Little S

207、wan(Jingzhou) Electric Appliances Co., Ltd. As negotiated by both parties, the deadline of licensing period extendsfrom 19 Jun. 2011 to 31 Dec. 2013.(2) The 2011 Annual Shareholders General Meeting was convened on 19 Apr. 2012, at which reviewed andapproved the Proposal on Prediction of the Line of

208、Routine Related Transaction of the Company for 2012.For details of the routine related transaction and the credits and liabilities with related parties, please refer to “VIII.Related Parties and Related-party Transactions” of “X. Financial Report”.There were no non-operating credits and liabilities

209、with related parties during the reporting period.The website to disclose the interim announcements on significant related-party transactionsName of the interim announcementAnnouncement on Related-party Transaction about TrademarkLicensing (Announcement No.: 2010-48)Announcement on Prediction of the

210、Line of 2012 Annual RoutineDisclosure date of theinterim announcement16 Dec. 2010Website to disclose the Related-party Transactions of Wuxi Little Swan Company Limited 2 Mar. 2012(Announcement No.: 2012-04)Announcement on the Line of 2012 Annual Routine Related-partyTransactions Newly Increased by S

211、ubsidiaries of Wuxi Little Swan 31 Mar. Company Limited (Announcement No.: 2012-12)IV. Particulars about significant contracts and their fulfillment1. Particulars about trusteeship, contract and lease(1) TrusteeshipExplanation on the trusteeshipDuring the reporting period, the Company didnt have any

212、 trusteeship for/from other companies, or any suchevents occurred in previous period but lasting to the reporting period.The trusteeship whose profits reaching more than 10% of the total profits of the Company in the reporting period Applicable Inapplicable(2) ContractExplanation on the contractDuri

213、ng the reporting period, the Company didnt have any contract for/from other companies, or any such eventsoccurred in previous period but lasting to the reporting period.The contract whose profits reaching more than 10% of the total profits of the Company in the reporting period Applicable Inapplicab

214、le(3) LeaseExplanation on the leaseDuring the reporting period, the Company didnt have any lease for/from other companies, or any such eventsoccurred in previous period but lasting to the reporting period.290002012 Annual Report of Wuxi Little Swan Company LimitedThe lease whose profits reaching mor

215、e than 10% of the total profits of the Company in the reporting period Applicable Inapplicable2. Guarantees provided by the CompanyUnit: RMB Ten ThousandGuarantees provided by the Company for external parties (excluding those for subsidiaries)Guaranteed partyDisclosure date ofrelevantannouncement on

216、the guaranteeamountAmountforguaranteeActual occurrencedate (date ofagreement)ActualguaranteeamountType ofguaranteePeriod Execof utedguarante ore notGuarantee for arelatedparty ornotTotal external guarantee lineapproved during the reportingperiod (A1)Total external guarantee line thathas been approve

217、d at the end ofthe reporting period (A3)Total actual occurredamount of externalguarantee during thereporting period (A2)Total actual external0 guarantee balance at the endof the reporting period (A4)Guarantees provided by the Company for its subsidiariesGuaranteed partyDisclosure date ofrelevantanno

218、uncement onthe guaranteeamountAmountforguaranteeActual occurrencedate (date ofagreement)ActualguaranteeamountType ofguaranteeExecPeriod of utedguarantee ornotGuarantee for arelatedparty ornotHefei RoyalstarWashing EquipmentManufacturing Co., Ltd.Hefei RoyalstarWashing EquipmentManufacturing Co., Ltd

219、.Hefei RoyalstarWashing EquipmentManufacturing Co., Ltd.Hefei RoyalstarWashing EquipmentManufacturing Co., Ltd.Hefei RoyalstarWashing EquipmentManufacturing Co., Ltd.2 Mar. 20122 Mar. 20122 Mar. 20122 Mar. 20122 Mar. 2012160,000 29 Feb. 2012160,000 6 Apr. 2012160,000 24 Apr. 2012160,000 24 May 20121

220、60,000 21 Jun. 201210,9531,0003,3066,5276,291Joint liability Sixguarantee monthsJoint liability Sixguarantee monthsJoint liability Sixguarantee monthsJoint liability Sixguarantee monthsJoint liability Sixguarantee monthsYes NoYes NoYes NoYes NoYes NoHefei Royalstar2 Mar. 2012160,000 21 Jun. 20128,66

221、4 Joint liability SixYes No302012 Annual Report of Wuxi Little Swan Company LimitedWashing EquipmentManufacturing Co., Ltd.guaranteemonthsHefei RoyalstarWashing EquipmentManufacturing Co., Ltd.2 Mar. 2012160,000 1 Jun. 20121,074Joint liability Sixguarantee monthsYes NoHefei RoyalstarWashing Equipmen

222、tManufacturing Co., Ltd.Hefei RoyalstarWashing EquipmentManufacturing Co., Ltd.Hefei RoyalstarWashing EquipmentManufacturing Co., Ltd.Hefei RoyalstarWashing EquipmentManufacturing Co., Ltd.Hefei RoyalstarWashing EquipmentManufacturing Co., Ltd.Hefei RoyalstarWashing EquipmentManufacturing Co., Ltd.H

223、efei RoyalstarWashing EquipmentManufacturing Co., Ltd.Hefei RoyalstarWashing EquipmentManufacturing Co., Ltd.2 Mar. 20122 Mar. 20122 Mar. 20122 Mar. 20122 Mar. 20122 Mar. 20122 Mar. 20122 Mar. 2012160,000 17 Jul. 2012160,000 25 Jul. 2012160,000 22 Aug. 2012160,000 27 Aug. 2012160,000 28 Sept. 201216

224、0,000 31 Oct. 2012160,000 28 Nov. 2012160,000 28 Nov. 20123,46610,1118,6624,3132859,7532,8955,158Joint liability Sixguarantee monthsJoint liability Sixguarantee monthsJoint liability Sixguarantee monthsJoint liability Sixguarantee monthsJoint liability Sixguarantee monthsJoint liability Sixguarantee

225、 monthsJoint liability Sixguarantee monthsJoint liability Sixguarantee monthsNoNoNoNoNoNoNoNoNoNoNoNoNoNoNoNoTotal guarantee line approved for thesubsidiaries during the reporting period(B1)Total guarantee line that has been approvedfor the subsidiaries at the end of thereporting period (B3)165,0001

226、65,000Total actual occurredamount of guarantee forthe subsidiaries during thereporting period (B2)Total actual guaranteebalance for thesubsidiaries at the end ofthe reporting period (B4)82,45744,643Total guarantee amount provided by the Company (total of the above-mentioned two kinds of guarantees)T

227、otal guarantee line approved during thereporting period (A1+B1)165,000Total actual occurredamount of guarantee82,4573144,64312.11%0000NaughtNaught2012 Annual Report of Wuxi Little Swan Company Limitedduring the reportingperiod (A2+B2)Total guarantee line that has been approvedat the end of the repor

228、ting period(A3+B3)Total actual guarantee165,000 balance at the end of thereporting period (A4+B4)Proportion of total guarantee amount (A4+B4) to the net assets of theCompanyOf which:Amount of guarantee for shareholders, actual controller and related parties(C)Amount of debt guarantee provided for th

229、e guaranteed party whoseasset-liability ratio is not less than 70% directly or indirectly (D)Part of the amount of the total guarantee over 50% of net assets (E)Total amount of the above three guarantees (C+D+E)Explanation on possible bearing joint responsibility of liquidation due toimmature guaran

230、teeExplanation on provision of guarantees for external parties in violation ofthe prescribed procedureExplanation on particulars about the guarantees by complex ways.NaughtV. Performance of commitments1. Commitments made by the Company or shareholders holding over 5% of the Companys shares in therep

231、orting period, or such commitments carried down into the reporting periodTimeCommitmentCommitmentmakerContentsof Periodmakin of Fulfilg commi lmentcommi tmenttmentControCommitment on share llingreform shareholderWhere the controlling shareholder GD Midea Holding Co., Ltd. (MideaHolding) plans to sel

232、l the Companys shares released from tradingmoratorium held by it via the bid trading system of the Shenzhen Stock 28Exchange, and Midea Holding decreases over 5% shares within six months Feb.since the first reduction of holdings, Midea Holding will disclose the 2008suggestive announcement on share s

233、elling through the Company two tradingdays before its first reduction of holdings.In theproceLong-t ss oferm implementationCommitment in the Contro 1. As for Midea Holdings commitment on share lock-up, it has committed 1 Dec. Item 1 In theacquisition report or llingthat it will not transfer Little S

234、wan shares held by it within 36 months since 2010will be proce32whileothersshallbeperformedforrm2012 Annual Report of Wuxi Little Swan Company Limitedthe report on equity shareh the date when the private share offering deal is closed.finishe ss ofchangesolder2. As for the commitment of avoiding hori

235、zontal competition, Midead on 1 impleandHolding (the controlling shareholder) and Mr. He Xiangjian (the actualDec.mentaactual controller) has promised that, for the period after the said transaction whencontrol the Companys controlling shareholder and actual controller remain2013, tionlerunchanged,

236、Midea Holding, Mr. He Xiangjian and other subsidiarycompanies under their control excluding the Company and the Companyssubordinate companies will not increase business or establish new subsidiarycompanies engaged in business which is the same with or similar to theCompanys main business or forms su

237、bstantial horizontal competition withthe Company. If they act against the commitment above, profits thusgenerated will be attributable to the Company.the3. As for the commitment for regulating related-party transactions,GDlong-teMidea Holding (the controlling shareholder) and Mr. He Xiangjian (the a

238、ctualcontroller) have promised that when there are inevitable related-partytransactions or such transaction incurred with rational reasons after thecompletion of the transaction, they will follow the fair, reasonable and marketprinciples in formulating and signing relevant agreements on suchrelated-

239、party transactions and ensure that no harm will be done to interests ofthe Company and other shareholders. Where GD Midea Holding and Mr. HeXiangjian act against the promise above and damage interests of theCompany and other shareholders, they will assume liabilities forcompensation according to rel

240、evant provisions.4. As for the commitment on independence, GD Midea Holding haspromised to protect Little Swans independence in terms of assets, staff,finance, organization and business.5. As for the commitment on related-party deposits and borrowings, upto 8 Apr. 2010, the Financial Settlement Cent

241、er of GD Midea Holding hadsettled all internal deposits and borrowings with Hefei Royalstar WashingEquipment Manufacturing Co., Ltd.; and GD Midea Holding has promisedthat there will be no more deposits, borrowings or other funds flows incurredbetween the Financial Settlement Center and Hefei Royals

242、tar WashingEquipment Manufacturing Co., Ltd.6. The commitment by GD Midea Holding on housing properties with noownership certificates of the target company for sale is detailed asfollows. Two pieces of the buildings of Royalstar Washing Equipmentassessed and sold to the Company are of no ownership c

243、ertificatesthewarehouse for half-finished products (176 square meters) and the workshopfor injection molding (834 square meters), both located in the old factory ofRoyalstar Washing Equipment, Hewa Road, Hefei. GD Midea Holding haspromised that if loss occurs due to the said two buildings without ow

244、nershipcertificates in the asset disposal process in the future, it will assume the lossthus caused and make compensation to the Company.332012 Annual Report of Wuxi Little Swan Company Limited7. The commitment by GD Midea Holding on trademarks is detailed asfollows. (1) Concerning the “Midea” trade

245、mark: Upon approval andimplementation of the equity transfer transaction, GD Midea Holding haspromised that it will make sure that Royalstar Washing Equipment uses the“Midea” trademark in a proper manner. Royalstar Washing Equipment willbe allowed to use the “Midea” trademark with a trademark use fe

246、e not morethan that paid by Midea Group (the controlling shareholder of GD MideaHolding) and its subsidiaries (currently 3 of the annual sales incomegenerated by products using the “Midea” trademark), and upon negotiationand signing of the “Agreement for Trademark Use”. The related-partytransactions

247、 incurred due to the said use of the “Midea” trademark will besubmitted to the decision-making organ of the Company for approvalaccording to the stipulated procedure. As such, interests of the Company andits minority shareholders will be safeguarded. (2) Concerning the “Royalstar”trademark: GD Midea

248、 Holding has signed the “Contract for Trademark Use”with Royalstar Group and obtained the ordinary use rights of the “Royalstar”(or “荣事达”) trademark. As the transferor in the transfer transaction ofequity interests of Royalstar Washing Equipment, GD Midea Holding haspromised that within the scope as

249、 agreed in the “Contract for TrademarkUse”, if any dispute arises between Royalstar Washing Equipment andRoyalstar Group over the formers execution of the “Contract for TrademarkUse”, Little Swan will not be involved. If Royalstar Washing Equipment andLittle Swan have to assume any responsibility or

250、 loss due to the aforesaiddispute, GD Midea Holding is willing to take on the responsibility insteadand make compensations to Royalstar Washing Equipment and Little Swan atfull amount.8. The commitment by GD Midea Holding on social security paymentand tax risks is detailed as follows. GD Midea Holdi

251、ng has promised thatupon the completion of the said equity transfer deal, if Royalstar WashingEquipment is obliged to take on any responsibility or pay relevant fares asrequired by relevant government authorities due to its social security paymentbefore the said deal, GD Midea Holding is willing to

252、pay relevant fares forRoyalstar Washing Equipment to relevant government authorities in a timelymanner and assume any other liability. If any loss thus occurs to RoyalstarWashing Equipment or Little Swan, GD Midea Holding is willing to assumerelevant responsibilities for compensation. Upon the compl

253、etion of the saidequity transfer deal, if income tax evasion or any other tax risk is found inRoyalstar Washing Equipment, GD Midea Holding is willing to assumerelevant legal responsibilities and risks and pay relevant taxes in a timelymanner to relevant government authorities; and if any loss thus

254、occurs toLittle Swan, GD Midea Holding will assume the corresponding responsibilityfor compensation.Commitments madeupon the assets342352012 Annual Report of Wuxi Little Swan Company LimitedreorganizationCommitments madeupon IPO orrefinancingOther commitmentsmade to minorityshareholdersExecuted time

255、ly ornot?YesDetailed reason forfailing to execute and Inapplicablethe next planMake commitmentson causing theproblems of horizontalcompetition andrelated-partytransactions or not?Settlement period ofcommitmentWay of settlementFulfillment ofcommitmentYesNaughtWhen the Companys controlling shareholder

256、 and actual controller remains unchanged, GD Midea Holding,Mr. He Xiangjian and other subsidiary companies under their control excluding the Company and theCompanys subordinate companies will not increase business or establish new subsidiary companiesengaged in business which is the same with or sim

257、ilar to the Companys main business or forms substantialhorizontal competition with the Company; when there are inevitable related-party transactions or suchtransaction incurred with rational reasons, they will follow the fair, reasonable and market principles informulating and signing relevant agree

258、ments on such related-party transactions and ensure that no harm willbe done to interests of the Company and other shareholders.Under strict fulfillmentVI. Particulars about engagement and disengagement of CPAs firmCPAs firm engaged at presentName of domestic CPAs firmRemuneration of domestic CPAs f

259、irm (RMB 0000)Consecutive years of the audit services provided by domesticCPAs firmJiangsu Gongzheng Tianye Certified Public Accountants Co., Ltd.Six years（including the year of 2012）Name of the certified public accountants from the CPAs firm Dai Weizhong, Yu ZhiqiangReengage the CPAs firm at curren

260、t period or not? Yes NoParticulars on engaging the audit firm for the internal control, financial adviser or sponsor352012 Annual Report of Wuxi Little Swan Company Limited Applicable InapplicableAs for the internal control audit, the Company engaged Jiangsu Gongzheng Tianye Certified Public Account

261、antsCo., Ltd. as the audit firm of the Company for the internal control for the year; during the reporting period, theCompany paid the auditing fees for the financial report and internal control totaling RMB 2,350,000 to JiangsuGongzheng Tianye Certified Public Accountants Co., Ltd.During the report

262、ing period, Huatai United Securities Co., Ltd., as the Companys sponsor institution forcontinuous supervision on its share splitting reform, continued to perform its continuous supervisoryresponsibility.362012 Annual Report of Wuxi Little Swan Company LimitedVI. Change in Shares & ShareholdersI. Cha

263、nges in share capitalBefore the changeIncrease/decrease (+, -)After the changeAmountProportion(%)Issuance of Bonusnew sharessharesCapitalization ofpublicreservefundOthersSubtotalAmountProportion (%)I. Shares subject to tradingmoratorium1. Other domestic sharesIncluding: Shares held bydomestic legal

264、persons256,135,820225,284,106225,176,10640.50%35.62%35.60%-4,132,371-4,135,371-4,027,371-4,132,371-4,135,371-4,027,371252,003,449 39.84%221,148,735 34.96%221,148,735 34.96%Shares helddomestic individualsby108,0000.02%-108,000-108,0002. Shares held by overseasshareholdersIncluding: Shares held byover

265、seas legal persons30,851,71430,851,7144.88%4.88%30,851,714 4.88%30,851,714 4.88%3. Shares held by seniormanagement staff3,0003,0003,0000%II. Shares not subject totrading moratorium1. Ordinary sharesdenominated in RMB2. Domesticallylistedforeign sharesIII. Total shares376,351,944216,167,786160,184,15

266、8632,487,76459.50%34.18%25.33%100%4,132,3714,132,3714,132,3714,132,371380,484,315 60.16%220,300,157 34.83%160,184,158 25.33%632,487,764100%Reason for the changes in share capitalParticulars on changes in shares subject to trading moratoriumName of shareholderShares at the Shares releasedyear-begin i

267、n current yearSharesincreased incurrent yearShares at theyear-endReason fortradingmoratoriumDate of releaseGD Midea Holding Co., Ltd.219,181,3866,319,5563,480,185216,342,015 Note 1,2The increased6,319,556 shares: 153700000-2012 Annual Report of Wuxi Little Swan Company LimitedDec. 2012; others: 1Dec

268、. 2013TITONIINVESTMENTSDEVELOPMENT LTD.30,851,71430,851,714 Note 118 Nov. 2013Cui KaiWuxi Doushan ComprehensiveDevelopment Co., Ltd.SpecialAccountoftheDispositionofPropertyof108,000540,00096,271481,356-11,729-58,6440 Note 30 Note 36 Jul. 20126 Jul. 2012BankruptYangjiangEnterprises forHuayang648,0005

269、77,628-70,3720 Note 36 Jul. 2012Construction & DevelopmentCo., Ltd.Jiangsu Little Swan Group Co.,Ltd.Yang XiaowenOthershareholdersholding140,745140,7453,0000 Note 33,000 Note 46 Jul. 2012sharessubjecttotrading4,806,720004,806,720 Note 5moratoriumTotal256,135,8207,615,5563,483,185252,003,449 -Note 1:

270、 During the reporting period, the Company privately issued A-shares to GD Midea Holding Co., Ltd. thatGD Midea Holding Co., Ltd. made a commitment that it would not transfer the shares of the Company within 36months since the final day of private issuing.Note 2: During the period of 15 Dec.2011 and

271、16 Jan. 2012, GD Midea Holding Co., Ltd. increased to hold6,319,556 A-shares of the Company by ways of centralized price biding on Shenzhen Stock Exchange. GD MideaHolding Co., Ltd. and its concert parties made commitment that it would not decrease its holding of A-shares ofthe Company on secondary

272、market during the increase period and statutory period.Note 3: On 6 Jul. 2012, a total of 1,296,000 shares subject to trading moratorium held by four restrictedshareholders were released, for details please refer to the Suggestive Announcement on Shares Released fromTrading Moratorium of Wuxi Little

273、 Swan Company Limited (Announcement No.: 2012-18, published onSecurities Times, Hong Kong Ta Kung Pao and http:/ on 4 Jul. 2011)Note 4: The Proposal on Adding to Elect the Supervisor of the Company was reviewed and approved on theSecond Special Shareholders General Meeting for 2012, at which Mr. Yan

274、g Xiaowen was added as a supervisorof the Seventh Supervisory Committee, whose shares were locked up according to the rules on shareholding ofsenior management;Note 5: The Company accomplished the share merger reform on 4 Aug. 2006. There were 14 shareholdersparticipated in the share merger reform a

275、mong all non-circulating shareholders of the Company, and the rest 94shareholders considerations of the share merger reform were paid in advance by the former controllingshareholder, Jiangsu Little Swan (Group) Co., Ltd. By the end of reporting period, there are still 16non-circulating shareholders

276、did not release from trading moratorium with total shares amounting to 4,806,720shares.Approval for changes in share capital38029,3392012 Annual Report of Wuxi Little Swan Company Limited Applicable InapplicableTransfer for changes in share capitalEffects of changes in share capital on the basic EPS

277、, diluted EPS, net assets per share attributable to commonshareholders of the Company and other financial indexes over the last year and last period Applicable InapplicableOther contents that the Company considers necessary or required by the securities regulatory authorities todiscloseII. Issuance

278、and listing of securities1. Securities issued in the previous three yearsName of security and itsderivative securityIssuing dateIssuing price (orinterest rate)Number ofissuanceListing dateNumber approved Ending datefor listing of tradeStockA-share18 Nov. 20108.638,483,200 2 Dec. 2010Convertible comp

279、any bonds, bonds with attached warrant, company bonds, etc.WarrantExplanation on securities issuance over the past three years(1) Securities issuance over the past three yearsIn accordance with the Reply on Approving the Significant Assets Reorganization of Wuxi Little Swan Co., Ltd.and its Share Is

280、suance to GD Midea Holding Co., Ltd. in exchange of assets (ZJXK2010 Document No.1577)issued by China Securities Regulatory Committee(CSRC), the Company issued 84,832,004 A-shares to GD MideaHolding Co., Ltd. at the issue price as RMB 8.63 per share, which is the consideration in exchange of 69.47%

281、ofHefei Royalstar Water Industry Facilities Co., Ltd.Under the approval of Shenzhen Stock Exchange, the privately issued 84,832,004 shares of RMB common sharewere listed in Shenzhen Stock Exchange since 2 Dec. 2010. GD Midea Holding Co., Ltd. made a commitment thatit would not transfer the shares of

282、 the Company within 36 months after the final day of private issuing, andthereafter will trade according the stipulations of CSRC and Shenzhen Stock Exchange.(2) Changes in total shares of the Company and structureDuring the reporting period, there existed no changes in total shares of the Company,

283、or changes in structure ofshares or in asset-liability structure of the Company due to bonus shares, capitalization of shares, allotment ofshares, issuance of new shares, private issuance of shares or other reasons.(3) Existent shares held by internal staffs of the CompanyThere existed no shares hel

284、d by internal staffs of the Company.III. Shareholders and actual controller1. Total number of shareholders and their shareholdingUnit: shareTotal number of shareholders at the33,689 Total number of shareholders on the fifth trading day392012 Annual Report of Wuxi Little Swan Company Limitedreporting

285、 periodbefore the disclosure date of the annual reportParticulars about shares held by shareholders with a shareholding percentage over 5%Pledged or frozenName of shareholderNature ofshareholderShareholdingpercentage (%)Increase/dTotal shares ecrease Number ofheld at the during the non-tradableperio

286、d-end reporting shares heldperiodNumber oftradablesharesheldsharesNumStatus of ber ofshares sharesDomesticGD MIDEA HOLDING CO., LTD. non-state-owned corporation35.2% 222,661,571 3,480,185 216,342,015 6,319,556GAOLING FUND,L.P.TITONI INVESTMENTSDEVELOPMENT LTD.FINANCE BUREAU OF WUXIBOCI SECURITIES LI

287、MITEDNATIONAL SOCIAL SECURITYFUND PORTFOLIO 102GUOTAI JUNANSECURITIES(HONGKONG)LIMITEDSUN HUNG KAI INVESTMENTSERVICES LTD-CUSTOMERSA/COverseascorporationOverseascorporationOn behalf ofthe stateState-ownedcorporationDomesticnon-state-owned corporationOverseascorporationOverseascorporation8.28%4.88%3.

288、49%3.4%2.39%2.16%1.1%52,368,04330,851,71422,057,65721,475,65615,133,16913,650,4426,986,181CHINA CONSTRUCTION BANK DomesticPENGHUA VALUEADVANCED STOCK FUNDICBCE Fund Value SelectionStock Fundnon-state-owned corporationDomesticnon-state-owned corporation1.1%0.98%6,933,8286,203,622Strategic investor or

289、 general corporation becominga top ten shareholder due to placing of new shares(if any)Explanation on associated relationship or personsacting in concert among the above-mentionedshareholders:InapplicableGD MIDEA HOLDING CO., LTD. and TITONI INVESTMENTSDEVELOPMENT LTD. are parties acting in concert.

290、402012 Annual Report of Wuxi Little Swan Company LimitedParticulars about shares held by the top ten shareholders holding shares not subject to trading moratoriumName of shareholderGAOLING FUND,L.P.Number of tradable sharesheld at the year-end (Note 4)52,368,043Type of sharesTypeDomestically listed

291、foreignsharesNumber52,368,043FINANCE BUREAU OF WUXI22,057,657 Renminbi ordinary shares22,057,657BOCI SECURITIES LIMITED21,475,656Domestically listed foreignshares21,475,656NATIONAL SOCIALPORTFOLIO 102SECURITYFUND15,133,169 Renminbi ordinary shares15,133,169GUOTAILIMITEDJUNANSECURITIES(HONGKONG)13,65

292、0,442Domestically listed foreignshares13,650,442SUN HUNG KAILTD-CUSTOMERS A/CINVESTMENTSERVICES6,986,181Domestically listed foreignshares6,986,181CHINA CONSTRUCTIONVALUE ADVANCED STOCKBANK PENGHUAFUND6,933,828 Renminbi ordinary shares6,933,828GD MIDEA HOLDING CO., LTD.ICBCE Fund Value Selection Stoc

293、k Fund6,319,556 Renminbi ordinary shares6,203,622 Renminbi ordinary shares6,319,5566,203,622UBS CUSTODY SERVICES SINGAPORE PTE. LTD.5,965,705Domestically listed foreignshares5,965,705Explanation on associated relationship or/and personsacting in concert among the top ten tradable GD MIDEA HOLDING CO

294、., LTD. and TITONI INVESTMENTSshareholders and between the top ten tradable DEVELOPMENT LTD. are parties acting in concert.shareholders and the top ten shareholdersExplanation on shareholders participating in the margintrading business (if any)Naught2. Particulars about the controlling shareholderCo

295、rporationName ofshareholderLegalcontrolling representative/ companyprincipalDate ofestablishmentOrganization codeRegisteredcapitalBusiness scopeProduction, manufacture and selling ofGD MIDEA HOLDINGCO., LTD.Fang Hongbo30 Mar.199219033709-2RMB3,384,347,650household appliances, TV sets,communication e

296、quipments and spare partsthereof; technical consulting services forthe aforesaid products; manufacture of41ofNo2012 Annual Report of Wuxi Little Swan Company Limitedmoulds and production equipments; hotelmanagement;advertisementagencyservices; marketing services; hardware,electricalelectronicapplian

297、cesproducts;andmetalaccessories;materials;construction(excludingmaterials;hazardouschemicalschemicals);machines; general merchandise; export ofproducts and relevant technologies ownedby the company and its subsidiaries;productionandprocessing;plasticproducts; import of R&D raw and auxiliarymaterials

298、,machines,instrumentsandmeters,sparepartsandrelevanttechnologies;processingimportedmaterials and three types of processingplus compensation trades (The aforesaidbusinesses are operated in accordance withtheDocument99Wai-Jing-Mao-Zheng-Shen-Han-ZiNo.528 and include no businesses forwhich a license is

299、 needed for operation.)Operating results, financialsituation, cash flow andfuture development strategy,etc.Shares held by thecontrolling shareholder inother listed companies byholding or shareholdingThe Companys controlling shareholder is GD MIDEA HOLDING CO., LTD. with the securitiescode of 000527,

300、 whose operating results, financial situation, cash flow and future developmentstrategy, etc. are published on .The Companys controlling shareholder is GD MIDEA HOLDING CO., LTD. with the securitiescode of 000527, whose shares held in other listed companies by holding or shareholding is publishedon

301、.during the reporting periodChange of the controlling shareholder during the reporting period Applicable Inapplicable3. Particulars about the actual controllerNatural personName of the actual controllerNationalityWhether gain the right of residence in other countries orregions or notHe XiangjianOccu

302、pation and position over the five yearsThe Peoples Republic ofChinaChairman of the Board in Midea Holding and Midea Group422012 Annual Report of Wuxi Little Swan Company LimitedParticularsonhiscontrollinglisted Midea Holding（000527.SZ）, Welling Holding（00382.HK) and Little Swan（A：companies over the

303、past ten years000418.SZ;B:200418)Change of the actual controller during the reporting period Applicable InapplicableThe ownership and controlling relationship between the actual controller of the Company and the Company isdetailed as follows:He Xiangjian94.55%Midea Holdings Co., Ltd.59.85%30%70%Mide

304、a Group Co., Ltd.41.17%Ningbo Kailian Industrial Development Co., Ltd.1.66%GD Midea Holding Co., Ltd.100%Midea Holding（BVI）Ltd.100%Titoni Investments Development Ltd.4.88%35.20%Wuxi Little Swan Company LimitedThe actual controller controls the Company via trust or other ways of asset management Appl

305、icable InapplicableIV. Particulars on shareholding increase scheme during the reporting period proposed orimplemented by the shareholders and act-in-concert personsName of shareholder /act-in-concert personAmount of Sharesshares to be proportion toincreased be increasedholding （%）Amount ofsharesactu

306、allyheldSharesproportionincreasedactually （%）Disclosure date forInitial disclosure date the completion ofof the shareholding implementing theincrease scheme shareholdingincrease schemeGD Midea Holding Co., Ltd.12,649,7552% 6,319,5561% 17 Jan. 201217 Jan. 2012Explanation on other situations432012 Ann

307、ual Report of Wuxi Little Swan Company LimitedAnnouncement on Shareholding Increase by Controlling Shareholder of Wuxi Little Swan Company Limited(Announcement No.: 2012-01) was published on http:/ dated 17 Jan. 2012.Announcement on the Completion of Implementing the Shareholding Increase Scheme (An

308、nouncement No.:2012-38) was published on http:/ dated 17 Dec. 2012.440000000000000000000000000000000000000000002012 Annual Report of Wuxi Little Swan Company LimitedVII. Directors, Supervisors, Senior Management Staff & EmployeesI. Changes in shareholding of directors, supervisors and senior managem

309、ent staffsNameOffice titleTenurestatusSexAgeStart dateEnding dateSharesheld attheyear-begin(share)Amount of Amount ofshares sharesincreased decreasedat the at thereporting reportingperiod period(share) (share)Amount ofsharesheld attheperiod-end(share)Fang HongboChairman of theBoardCurrent Male45 21

310、Aug. 2012 20 Aug. 2015Director ,Chai XinjianGeneralCurrent Male49 21 Aug. 2012 20 Aug. 2015ManagerLi FeideDirectorCurrent Male35 21 Aug. 2012 20 Aug. 20150000XiaoMingguangDirectorCurrent Male42 21 Aug. 2012 20 Aug. 2015Zhang Zhaofeng Director, CFOCurrent Male37 2 Nov. 201220 Aug. 2015Zhou SixiuDirec

311、tor,Secretary to the CurrentBoardFemale39 21 Aug. 2012 20 Aug. 2015Zhao ShumingYe YongfuIndependentdirectorIndependentdirectorCurrent MaleCurrent Male60 21 Aug. 2012 20 Aug. 201565 21 Aug. 2012 20 Aug. 2015Yu LihuiIndependentdirectorCurrentFemale47 21 Aug. 2012 20 Aug. 20150000Chairman of theJiang H

312、uafangSupervisoryCurrent Male36 21 Aug. 2012 20 Aug. 2015CommitteeYang XiaowenSupervisorCurrent Male46 21 Aug. 2012 20 Aug. 20153,0003,000StaffYe Dexinrepresentative Current Malesupervisor40 21 Aug. 2012 20 Aug. 2015Hu ZiqiangDeputy GMCurrent Male55 21 Aug. 2012 20 Aug. 20154500000000000000002012 An

313、nual Report of Wuxi Little Swan Company LimitedYin BitongFu WeiMao ZhiliangDeputy GMDeputy GMDeputy GMCurrent MaleCurrent MaleCurrent Male44 21 Aug. 2012 20 Aug. 201536 21 Aug. 2012 20 Aug. 201555 21 Aug. 2012 20 Aug. 2015Li JianweiDirectorMale46 16 Sept. 2009 21 Aug. 20120000Wu GanpingDirectorForme

314、rMale40 16 Sept. 2009 21 Aug. 20120000StaffLi MingderepresentativeFormerMale32 9 Mar. 201121 Aug. 2012supervisorXiao LiLiu JufengCFODirectorFormerFormerFemaleMale35 21 Aug. 2012 2 Nov. 201234 21 Aug. 2012 2 Nov. 201200000000Total-03,00003,000II. Post-holding situationMain working experience of curre

315、nt directors, supervisors and senior management staffs over the past five years:(1) Mr. Fang Hongbo, Chairman of the Board, master degree. He now serves as the Chairman of the Board in theCompany, as the Chairman of the Board in Midea Group Co., Ltd. as the Chairman of the Board and concurrentlyPres

316、ident in GD Midea Holding Co., Ltd. He ever took the posts of Vice President, Vice Chairman of the Boardand President in GD Midea Holding Co., Ltd.(2) Mr. Chai Xinjian, Director and GM, doctor degree, and researcher-level Senior Engineer. Now he acts asDirector and General Manager of the Company. He

317、 ever took the posts of Director of the Technology Center andof Standing Deputy General Manager in Wuxi Little Swan Company Limited.(3) Mr. Li Feide, director, master degree. He now serves as Director in the Company, Chief of the Strategy &Operation Department and Secretary to the Board in Midea Gro

318、up Co., Ltd. as well as Director in GD MideaHolding Co., Ltd. He ever took the posts of Secretary to the Board in GD Midea Holding Co., Ltd.(4) Mr. Xiao Mingguang, Director, master degree, CPAs. He now serves as Director in the Company and GDMidea Holding Co., Ltd. He ever took the posts as chief of

319、 Audit and Supervision Department, in GD MideaHolding Co., Ltd.(5) Mr. Zhang Zhaofeng, Director and CFO, and master degree. Now he acts as the Director and CFO in theCompany. He ever took the posts of Supervisor, Director and CFO of the Company, as Chief of the Audit andSupervision Department in GD

320、Midea Holding Co., Ltd.(6) Ms. Zhou Sixiu, Director and Secretary to the Board, and bachelor degree. Now, she holds the posts ofDirector and Secretary to the Board in the Company. She ever served as Securities Affair Representative and otherpositions in Wuxi Qingfeng Stock Co., Ltd.(7) Mr. Zhao Shum

321、ing, Independent Director, doctor degree. He now serves as Independent Director of theCompany and Honorary Dean, Professor and Ph.D. Candidate Tutor of School of Business of Nanjing University.He ever served as Dean of School of Business, Assistant Principal of Nanjing University. He has been theInd

322、ependent Director of the Company since Sept. 2008., and concurrently serves as Independent Director ofJiangsu Lianfa Textile Co., Ltd., Anhui Hengyuan Coal-Electricity Co., Ltd. and Daqo New Energy Corp. (listedin New York Stock Exchange).(8) Mr. Ye Yongfu, Independent Director, master degree and Se

323、nior Engineer. He now serves as IndependentDirector of the Company. He ever took the posts of Deputy Director of Wuxi Municipal Economic Commission,of Director and Secretary of CPC in Wuxi Development Plan Committee, of Director and Secretary of CPC in462012 Annual Report of Wuxi Little Swan Company

324、 LimitedWuxi Municipal Economic and Trade Commission, and concurrently held Deputy Secretary-general of theMunicipal Government, of Director of the Enterprise Management Center, of Director and Secretary of CPC ofTraining Center of National Center for Management Development at Wuxi, as well as Deput

325、y Leader of WuxiSupport Leading Group. He has been the Independent Director of the Company since Sept. 2008., andconcurrently serves as Independent Director of Wuxi Commercial Mansion Grand Orient Co., Ltd. and JiangsuZhongchao Cable Corporation.(9) Ms. Yu Lihui, Independent Director, master degree

326、and CPA. She now serves as Independent Director of theCompany and acts as the associate professor in the School of Business of East China University of Science andTechnology, Senior Lecturer of Ourui Management Consultant Co., Ltd. at present. She ever served as TrainingSpecialist of AMA. And she ha

327、s been the Independent Director of the Company since Sept. 2009.(10) Mr. Jiang Huafang, Chairman of the Supervisory Committee, bachelor degree. He now serves as Chairman ofthe Supervisory Committee, Director of Operation & HR Department in the Company. He ever took the posts ofChief of Overseas Supp

328、orter Department and Chief of Supply Chain Management Department in the Company, ofRegional Sales Manager of Midea Central Air Conditioner Marketing Company, of Deputy Purchasing Managerof Hefei Hualing Electric Appliances Co., Ltd., of Department Director and Chief of Supply Chain ManagementDepartm

329、ent in Hefei Royalstar Washing Equipment Manufacturing Co., Ltd.(11) Mr. Yang Xiaowen, Supervisor and bachelor degree. He is now a supervisor of the Company and the GM ofthe subsidiary-Wuxi Little Swan General Appliance Co., Ltd. And he was once the vice GM of technology ofWuxi Little Swan General A

330、ppliance Co., Ltd., etc.(12) Mr. Ye Dexin, Supervisor and master degree. He now serves as Supervisor and Chief of Technical R&DCenter in the Company. He ever served as the Chief of Wave-wheel Design Room 3, Chief of Cylinder DesignRoom 2 of the R&D Center in the Company and the Chief of the R&D Depa

331、rtment of the Drum WashingMachine Company.(13) Mr. Hu Ziqiang, Deputy GM and doctor degree. He now serves as the Technical Principal of the Company.He ever served as the Principal of the Vibration Noise Team in the R&D Center of GE Group, Manager of GEHousehold Electrical Appliances Company, Deputy

332、GM and Chief of R&D Center in Su Zhou SamsungElectronics Co., Ltd.(14) Mr. Yin Bitong, Deputy General Manager and master degree. He now acts as Deputy General Manager andGeneral Manager of Domestic Marketing Company in the Company. He ever served as Assistant General Manager,Marketing Chief and Chie

333、f of large region market in South China in Midea Air-conditioner Marketing Companyin China, Marketing General Manager in China in Midea (Guangzhou) Hualing Air Conditioner Equipment Co.,Ltd. Domestic Marketing General Manager of Hefei Royalstar Washing Equipment Manufacturing Co., Ltd.(15) Mr. Fu We

334、i, Deputy GM and bachelor degree. Now he serves as the Deputy GM and GM of Overseas SalesCompany in the Company. He ever acted as Regional Manager and Area Manager of Air-conditioner OverseasDivision in GD Midea Holding Co., Ltd., Senior Manager of Electrolux Operation Center of Air-conditionerOvers

335、eas Division and GM of Washing Machine Operation Department of International Division in GD MideaHolding Co., Ltd.(16) Mr. Mao Zhiliang, Deputy GM and master degree. He now acts as the Principal of the Manufacturing Centerin the Company. He ever served as the GM of Wuxi Little Swan General Appliance

336、 Co., Ltd. and GM of theDrum Washing Machine Company in the Company.Post-holding in shareholders unitsApplicable InapplicableName of theperson holdingany post in anyName of the shareholder unitPosition in theshareholder unitBeginning date ofoffice termEnding date ofoffice termReceivespayment from th

337、eshareholder unit47Yes2012 Annual Report of Wuxi Little Swan Company Limitedshareholder unitFang HongboGD Midea Holding Co., Ltd.Chairman of theBoard25 Aug. 201224 Aug. 2015Fang HongboGD Midea Holding Co., Ltd.Chairman of theBoard and President1 Apr. 20101 Apr. 2013YesChief of the StrategyLi FeideMi

338、dea Group Co., Ltd.& OperationDepartment and25 Aug. 201224 Aug. 2015Secretary to the BoardLi FeideXiaoMingguangGD Midea Holding Co., Ltd.GD Midea Holding Co., Ltd.DirectorDirector1 Apr. 201010 Sept. 20121 Apr. 20131 Apr. 2013YesYesNotes topost-holding inshareholdersNaughtunitsPost-holding in other u

339、nitsApplicable InapplicableName of theperson holdingany post inother unitsZhao ShumingName of other unitSchool of BusinessNanjing UniversityPosition in other unitof Honorary Dean, Professor andPh.D. Candidate TutorBeginning date ofoffice term1 Oct. 1991Endingdate ofofficetermReceives paymentfrom oth

340、er unitSchool of Business of EastYu LihuiChina University of Science Associate professor1 Jul. 1991Yesand TechnologyNotes topost-holding in Naughtother unitsIII. Remuneration for directors, supervisors and senior management staffsDecision-making procedure, determining basis and actual payment for th

341、e remuneration of directors, supervisorsand senior management staffs(1) Decision-making procedure for the remuneration of directors, supervisors and senior management staffs: Theremuneration of directors, supervisors and senior management receiving remuneration from the Company isdecided after the a

342、pproval of the Board of Directors.(2) Determining basis for the remuneration of directors, supervisors and senior management staffs: Theremuneration of directors, supervisors and senior management receiving remuneration from the Company consistof the basic annual salary and performance annual salary

343、. The basic annual salary is decided according to the482012 Annual Report of Wuxi Little Swan Company Limitedduties, risks, pressure and other factors born by the directors, supervisors and senior management, and it staysunchanged; while the performance annual salary is linked with the profit comple

344、tion rate and the appraisal resultsof target responsibility system of the Company. The remuneration system of the directors, supervisors and seniormanagement of the Company serves for its operating strategy, which is adjusted according to the changes ofoperation situation of the Company so as to ada

345、pt to the needs of the further development of the Company. Theadjustment basis for the remuneration of directors, supervisors and senior management of the Company is asfollows: (1) the increase level of remuneration in the same industry; (2) the inflation level; (3) the earnings of theCompany; (4) t

346、he adjustment of organization structure; (5) individual adjustment on positions. The allowance forindependent directors approved by the Board of Directors is RMB 80,000 per year, and the expenses occurred toexecute their responsibilities are born by the Company.(3) Actual payment for the remuneratio

347、n of directors, supervisors and senior management staffs: The basic salaryof directors, supervisors and senior management receiving remuneration from the Company is paid monthly; theallowance for independent directors is paid quarterly.Remuneration of the directors, supervisors and senior management

348、 staffs of the Company during the reportingperiodNamePositionSexAgeTenurestatusTotalremunerationgained from theCompany (Yuan)Totalremunerationgained fromshareholders unitYuan)Actualremuneration atthe period-endFang Hongbo Chairman of the BoardMale45Current4,796,220.904,796,220.90Chai XinjianLi Feide

349、XiaoMingguangDirector ,General ManagerDirectorDirectorMaleMaleMale493542CurrentCurrentCurrent2,050,000.00850,692.001,345,633.902,050,000.00850,692.001,345,633.90ZhangZhaofengZhou SixiuDirector, CFODirector, Secretary tothe BoardMaleFemale3739CurrentCurrent66,667.34350,050.041,051,658.601,118,325.943

350、50,050.04Zhao Shuming Independent directorMale60Current80,000.0080,000.00Ye YongfuYu LihuiJiang HuafangIndependent directorIndependent directorChairman of theSupervisory CommitteeMaleFemaleMale654736CurrentCurrentCurrent80,000.0080,000.00498,864.0080,000.0080,000.00498,864.00Yang Xiaowen SupervisorM

351、ale46Current548,150.00548,150.00Ye DexinHu ZiqiangStaff representativesupervisorDeputy GMMaleMale4055CurrentCurrent521,100.031,573,971.00521,100.031,573,971.00492012 Annual Report of Wuxi Little Swan Company LimitedYin BitongFu WeiDeputy GMDeputy GMMaleMale4436CurrentCurrent1,380,000.001,193,996.001

352、,380,000.001,193,996.00Mao Zhiliang Deputy GMMale55Current875,007.34875,007.34Li JianweiWu GanpingLi MingdeXiao LiLiu JufengDirectorDirectorStaff representativesupervisorCFODirectorMaleMaleMaleFemaleMale4640323534FormerFormerFormerFormerFormer20,000.00303,272.33150,050.03200,803.033,440,000.003,440,

353、000.0020,000.00303,272.33150,050.03200,803.03Total-9,971,931.1411,484,205.4021,456,136.54Particulars about the equity incentives awarded for the directors, supervisors and senior management of theCompany Applicable InapplicableIV. Changes in engagement and dismissal of Directors, Supervisors and Sen

354、ior ManagementStaffs within the reporting periodNameLiu JufengXiao LiZhang ZhaofengLi JianweiWu GanpingLi MingdePositionDirectorCFOSupervisorDirectorDirectorStaff representative supervisorTypeLeaving the officeLeaving the officeLeaving the officeLeaving the officeLeaving the officeLeaving the office

355、Date2 Nov. 20122 Nov. 20122 Nov. 201221 Aug. 201221 Aug. 201221 Aug. 2012ReasonJob changesJob changesJob changesLeave the office upon theexpiry of office termLeave the office upon theexpiry of office termLeave the office upon theexpiry of office termV. Particulars about changes in core technical tea

356、m or key technicians during the reportingperiod (not directors, supervisors or senior management)There were no changes in core technical team or key technicians (not directors, supervisors or senior management)and other persons who have significant influence on the Companys core competitiveness duri

357、ng the reportingperiod, which has no influence on the Companys operation.VI. About employeesAs to 31 Dec. 2012, there were 8747 employees-in-service in the Company, and 454 retired workers need toundertake their relevant expenses, its composition is listed as follows:Picture 1: Composition of profes

358、sion502012 Annual Report of Wuxi Little Swan Company LimitedTechnicianFinancialAdministrative personnelPicture 2: Composition of educationSales personnel 9%Personnel4%Junior middle school and belowBachelor degreeMaster degree or aboveJunior collegeTechnician76%Technical secondary school 34%Employees

359、 remuneration policy and training plan(1) Employees remuneration policy: It will adopt irregular work system and integrated working hours foremployees remuneration according to the nature and content of the positions, and sign the collective wagecontract by collective wage consultation system.(2) Em

360、ployees training: It will decide the training content for employees from different levels and groupsaccording to the post qualification, and promote the training of entire staff, so as to build a learning organization.512012 Annual Report of Wuxi Little Swan Company LimitedVIII. Corporate Governance

361、I. Basic information of corporate governanceThe Company continuously perfected its corporate governance, set up modern enterprise system and standardizedits operation strictly in accordance with the requirements of relevant laws and rules such as Company Law,Securities Law and Administrative Rule fo

362、r Listed Companies issued by CSRC.In the reporting period:(1) The Company overall revised and supplemented the Registration System for Information Insiders, furtherstandardized and strengthened the management work on the inside information of the Company; besides, it carriedout the publicity activit

363、ies on preventing inside trading, so as to increase the prevention awareness of directors,supervisors and senior management on inside trading.(2) The Company promulgated Internal Control Management System for Entrusted Financial Management tostandardize the management on the entrusted financial mana

364、gement business of the Company and its subsidiaries,so as to effectively control the risks, increase investment income and protect the interest of the Company and itsshareholders;(3) The Company revised relevant provisions on profit distribution in the Articles of Association, clearly definedthe pro

365、fit distribution policy, profit distribution decision-making procedure, implementation and changes of profitdistribution policy, etc., further defined the distributing condition and proportion for cash dividends.(4) The Company promulgated the Regulations on Solicitation of Voting Rights, stimulated

366、 the shareholders toactively join in the Companys management, and improved the corporate governance structure, and furtherprotected the interest of shareholders especially the minority shareholders.(5) The Company established the Nomination Committee and promulgated the Regulations for the Nominatio

367、nCommittee, standardized the nomination and engagement of members of the Board and senior management;(6) The Company promulgated the Work Plan on Implementation of the Internal Control Rules for 2012, based onthe trial implementation of internal control rules in 2011, it further improved its work on

368、 standardizing internalcontrol in 2012 by including all the subsidiaries into the scope to implement internal control, and continued toengage agency to guide the Company to improve the internal control work;(7) The Company further standardized the operation of Board of Directors, Supervisory Board a

369、nd Shareholders General Meeting,increasing the training and popularization for directors, supervisors and senior management about relevant laws and rules ofsecurities, so as to enhance their awareness and responsibility of protecting the interest of the Company and shareholders.Whether it exists any

370、 difference between the corporate governance and the Company Law and relevant rules ofCSRC or not? Yes NoThere is no difference between the corporate governance and the Company Law and relevant rules of CSRC.Progress of corporate governance activities, promulgation and implementation of Registration

371、 System forInformation InsidersDuring the year, the Company did well the confidential work for inside information in strict accordance with thenewly revised Registration System for Information Insiders of Wuxi Little Swan Company Limited (published onhttp:/ dated 2 Mar. 2012) and Regulations of CSRC

372、 for Listed Companies on EstablishingRegistration System for Information Insiders as well as other relevant regulations, and did well the registration522012 Annual Report of Wuxi Little Swan Company Limitedwork for information insiders. Upon self-examination, no information insider was found to mani

373、pulate insiderinformation for trading the Companys shares before the Company disclosed significant and sensitive informationthat might affect its share price. And the Company received no monitoring & inspection measures oradministrative punishments from regulators due to its execution of the Informa

374、tion Insider RegistrationMechanism or insider trading. During the reporting period, directors, supervisors and senior management of theCompany were not involved in any illegal trading of the Companys shares.II. Particulars about annual shareholders general meeting and special shareholders generalmee

375、ting held during the reporting period1. Particulars about annual shareholders general meeting held during the reporting periodSessionConveningdateName of proposalResolutionDisclosuredateDisclosure index1. Annual Financial Statement Report 2011; 2.Annual Profit Distribution Plan 2011; 3. AnnualWork R

376、eport of the Board 2011; 4. Annual WorkReport of the Supervisory Board 2011; 5. AnnualAnnouncement onResolutions Made at the2011 AnnualShareholder 19 Apr.Report and Its Abstract 2011; 6. Proposal onEngaging the Audit Firm for the 2012 AnnualFinancial Report; 7. Proposal on Engaging the AuditAll thep

377、roposals are 20 Apr.2011 AnnualShareholders Generals GeneralMeeting2012Firm for the 2012 Annual Internal Control; 8.Proposal on Prediction of the Line of RoutineRelated Transaction of the Company for 2012; 9.approved atthe session2012Meeting(Announcement No.:Proposal on the Companys Appling for Bank

378、 LoanLine of Credit and Offering Accumulative GuaranteeAmount for the Subsidies; 10. Proposal on Opening2012-15) was publishedon Forward Exchange Transactions for 20122. Particulars about special shareholders general meeting held during the reporting periodSessionConveningdateName of proposalResolut

379、ionDisclosuredateDisclosure indexThe FirstSpecialShareholder 21 Aug.s General 2012Meeting for20121. Proposal on Revising the Articles of All theAssociation; 2. Proposal on Re-election of the proposals are 22 Aug.Board of Directors; 3. Proposal on approved at the 2012Re-election of the Supervisory Co

380、mmittee sessionAnnouncement onResolutions Made at the FirstSpecial Shareholders GeneralMeeting for 2012(Announcement No.:2012-23) was published The SecondSpecialShareholder 20 Nov.s General 2012Meeting for20121. Proposal on Additionally ElectingSupervisors of the Company; 2. Proposal onAdditionally

381、Electing Directors of theCompany; 3. Proposal on Opening ForwardExchange Transactions for 2013All theproposals are 21 Nov.approved at the 2012sessionAnnouncement onResolutions Made at the FirstSpecial Shareholders GeneralMeeting for 2012(Announcement No.:2012-36) was published 5332012 Annual Report

382、of Wuxi Little Swan Company LimitedIII. Performance of the Independent Directors1. Particulars about the independent directors attending the board sessions and the shareholders generalmeetingsParticulars about the independent directors attending the board sessionsName ofindependentdirectorsDue prese

383、nce(times)Presence inperson (times)Presence bytelecommunication(times)Entrustedpresence (times)Failing to presentAbsence in person for two(times) consecutivesessions or notZhao ShumingYe YongfuYu Lihui777122545110000NoNoNoPresence of independent directors inshareholders general meeting (times)Explan

384、ation on failing to present in person for two consecutive sessionsNaught2. Particulars about independent directors propose objection on relevant eventsWhether independent directors propose objection on relevant events or not? Yes NoThe independent directors didnt propose objection on relevant events

385、 during the reporting period.IV. Performance of the Special Committees under the Board during the reporting periodDuring the reporting period, the performance of the Special Committees under the Board was as follows:1. The Audit Committee under the Board convened two sessions, at which reviewed and

386、approved the AnnualFinancial Statement Report 2011, Annual Report and Its Abstract 2011, Summary Report of the Audit Committeeon the 2011 Annual Audit Work, Proposal on Engaging the Audit Firm for the 2012 Annual Financial Report,Proposal on Engaging the Audit Firm for the 2012 Annual Internal Contr

387、ol and 2012 Semi-annual Report and ItsAbstract;2. The Remuneration and Appraisal Committee under the Board convened one session, at which reviewed andapproved the Proposal on Paying the 2011 Annual Remuneration to the Senior Management;3. The Nomination Committee under the Board convened one session

388、, at which reviewed and approved theProposal on Additionally Electing the Directors of the Company and Proposal on Engaging the CFO of theCompany.V. Performance of the Supervisory CommitteeWhether the Supervisory Committee finds the Company existing risks or not in the supervisory activities duringt

389、he reporting period? Yes NoThe Supervisory Committee has no objection on the supervised events during the reporting periodVI. Particulars about the Companys “five-separation” from the controlling shareholder in542012 Annual Report of Wuxi Little Swan Company Limitedrespect of business, personnel, as

390、sets, organization and financingThe Company totally kept separation from the controlling shareholder in respect of business, personnel, assets,organization and financing that it owned an independent and complete business as well as self-operationcapability.1. In respect of business, the Company owne

391、d independent and integrated system of R&D, purchasing, productionand sales. Main business of the Company is washing machine that there isnt any horizontal competition betweenthe Company and the controlling shareholder. The Company was completely separated from the controllingshareholder in business

392、.2. In respect of personnel, in terms of labor, personnel and salary management, the Company and the controllingshareholder were independent each other, there existed no mixed operation and management between theCompany and the controlling shareholder. Such senior management staff as General Manager

393、, Deputy GeneralManagers, CFO and Secretary to the Board did not take any post other than Director in Shareholding Companiesrespectively.3. In respect of assets, the Companys assets were complete, and there was the clear property right relationshipbetween the Company and the controlling shareholder.

394、4. In respect of organization, the Company has set up the organization that was independent from the controllingshareholder completely, the Board of Directors, the Supervisory Committee and internal organization couldoperate independently.5. In respect of financing, the Company owned independent fin

395、ancial department, established independentaccounting system and financial management system, opened independent bank account, paid tax in line withlaws.VII. Particulars on horizontal competitionThe Company didnt exist any horizontal competition with its controlling shareholder and actual controller.

396、VIII. Performance appraisal and incentive system for senior management staffsThe selection, appraisal and incentive system of the senior management staff of the Company were implementedaccording to relevant regulations of the Company Law and the Articles of Association of the Company. TheCompany est

397、ablished comprehensive management system based on KPI, continued to implement the annualcompensation system closely linked with the Companys operating achievements, which was decided by theBoard of Directors, and it has effectively strengthened the sense of responsibility and improved work enthusias

398、mof the whole senior management staffs.552012 Annual Report of Wuxi Little Swan Company LimitedIX. Internal ControlI. Construction of internal control of the CompanyStrictly in line with laws and regulations stipulated in Company Law, Securities Law as well as CorporateGovernance Principle for Liste

399、d Company promulgated by CSRC, the Company standardized corporateoperation, continuing established and perfected corporate governance, drafted relevant internal controlsystem, enforced and improved internal control work, made prevention to control company risk andsafeguarded lawful rights and intere

400、sts of the Company and shareholders.1. General construction of internal control systemAccording to regulations of Company Law, Articles of Association and relevant laws, the Company set uprelatively completed frame system of organizational control, established rules for procedure for the Board ofDir

401、ectors, Supervisory Board and Shareholders General Meeting and corporate governance. The Board ofthe Company worked out proposals of Shareholders General Meeting, shouldered significant decisions of theCompany and was responsible for Shareholders General Meeting. The Company installed general manage

402、rpursuant to the law, presided daily production, operation and management of the Company, gathered andformulated proposals of the Board as well as responsible for the Board. Supervisory Board was supervisionunion of the Company, which was responsible for supervision of behavior of directors, general

403、 manager andfinance of the Company. The Board divided into strategic committee, remuneration and evaluation committee,and audit committee and nomination committee. The strategic committee, remuneration and evaluationcommittee, and audit committee formed a system of internal control as they accounted

404、 for separateresponsibility, cooperated with each other while restricted each other at the same time.According to requirements stipulated in Company Law, Securities Law and relevant laws and regulations ofCSRC etc., the Company established and perfected Articles of Association, Rules of Procedure fo

405、r ShareholdersGeneral Meeting, Rules of Procedure for Supervisory Board, System of Independent Director, ManagementSystem of Investor Relations, Management System of Information Disclosure, Internal Reporting System ofSignificant Information etc., standardized and perfected corporate governance of t

406、he Company.2. Major work implemented for the establishment and perfection of internal control in 2012In the reporting period, the Company conducted standardized work of internal control in an overall way inaccordance with Standards for Enterprises Internal Control. On the 16th Session of the 6th Boa

407、rd of theCompany, reviewed and approved the Working Plan Concerning Implementing the Standardized Work ofInternal Control of the Company in 2012. According to the work plan, the Company engaged professionalinstitution to be consultant for the compliant project on internal control. Basing on the tria

408、l implementation in2011, the Company included key subsidiaries into the scope of internal control, completed compliant projectplan of internal control, evaluation of internal control design and amendment of flaw etc., drafted evaluationreport of internal control. Through the implementation of standa

409、rdized work of internal control, the Companymade rectification and improvement in aspects of optimizing procedure, accomplishing system, adjustment ofpersonnel, improvement of method and so on, reinforced management requirements on target business andhigh risk areas, which providing an effective sup

410、port for the healthy and sustainable development of theCompany.Besides, the Company also engaged Jiangsu Gongzheng Tianye Certified Public Accountants Co., Ltd. to carryout independent audit toward the effectiveness of internal control of the Company in 2012.II. Announcement from the Board to the re

411、sponsibility of internal controlIt is the responsibility of the Board of the Company to establish, to perfect as well as to effective conductinternal control. Since the implement of internal control, framework of internal control is more perfect,system of internal control is more proper and adapting

412、 to changes in operation and development of theCompany. The internal control system is running well and the risk of operation is in control.The Board of the Company and all directors guaranteed that the Self-appraise Report of Internal Control for 2011does not contain any false or misleading stateme

413、nts or omit any material facts and hereby accept, individually andcollectively, responsibility for the truth, accuracy and completeness of the contents of this report.III. Basis on establishing the internal control for financial reportThe internal control for financial report is decided according to

414、 the Basic Rules for Enterprise Internal Control andSupporting Guidelines for Enterprise Internal Control jointly issued by the five ministries of PRC, such as theMinistry of Finance.562012 Annual Report of Wuxi Little Swan Company LimitedIV. Self-appraisal report on internal controlParticulars abou

415、t significant deficits of internal control found during the reporting period in the self-appraisal report on internalcontrolIn accordance with the recognition standards for the deficits of internal control, it doesnt find any significant deficits during theprocess of appraising internal control rele

416、vant to the financial report.Disclosure date of the Self-appraisalReport on Internal ControlDisclosure index of the Self-appraisalReport on Internal Control6 Mar. 2013For details about the Self-appraisal Report on the 2012 Annual Internal Control, pleaserefer to , which is the information disclosure

417、 website designated byShenzhen Stock Exchange.V. Audit report on internal control Applicable InapplicableAudit opinion paragraphs in the Audit Report on Internal ControlThe audit firm for internal control believes that the Company makes valid internal control on financial report in all significantas

418、pects on 31 Dec. 2012 according to the Basic Rules on Enterprise Internal Control and other relevant stipulations.Disclosure date of the Audit Report onInternal ControlDisclosure index of the Audit Report onInternal Control6 Mar. 2013For details about the Audit Report on 2012 Annual Internal Control

419、, please refer , which is the information disclosure website designated byShenzhen Stock Exchange.Whether the CPAs firm issues an Audit Report on Internal Control with non-standard opinion or not? Yes NoWhether the Audit Report on Internal Control from the CPAs firm is in consistent with the Self-ap

420、praisal Reportfrom the Board or not? Yes NoVI. Establishment and execution of rules of accountability for significant mistakes inannual report information disclosureThe Company already formulated Rules of Accountability for Significant Mistakes in Annual Report InformationDisclosure in Chapter XI.,

421、Section I of Management System for Information Disclosure. In the reporting period,there isnt any amendment of significant accounting false, complement of significant information omit oradjustment in prediction of performance etc.572.Notes to the Financial StatementsWuxi Little Swan Company Ltd. Yea

422、r 2012X. Financial ReportNoteI Audit ReportTypes of auditing opinionSigning date of the reportAccountant firmNumber of the audit reportqualified opinion without reservationMar4th, 2013Jiangsu Gongzheng Tianye Certified Public Accountants Co., Ltd.WCPA A 2013 NO.A080TO THE SHAREHOLDERS OF WUXI LITTLE

423、 SWAN COMPANY LIMITED,We have audited the accompanying consolidated financial statements of Wuxi Little Swan Company (the “Company”) whichcomprise the Balance sheet as of December 31, 2012, and the Income statement, Statement of changes in equity and Cash flowstatement for the year then ended, and a

424、 summary of significant accounting policies and other explanatory notes.1.ManagementsResponsibilityfortheFinancialStatementsThe management is responsible for the preparation and the true and fair presentation of these financial statements in accordance withAccounting Standard for Business Enterprise

425、s and China Accounting System for Business Enterprises. These responsibilities include:()designing , implementing and maintaining internal control relevant to the preparation and the true and fair presentation offinancial statements that are free from material misstatement, whether due to fraud or e

426、rror; ()selecting and applying appropriateaccounting policies; () and making accounting estimates that are reasonable in the circumstances.Auditors responsibilityOur responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordancewith the

427、 Standards on Auditing for Certified Public Accountants. Those standards require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance as to whether the financial statements are free from materialmisstatement.An audit involves performing procedures to

428、obtain audit evidence about the amounts and disclosures in the financial statements. Theprocedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the financialstatements, whether due to fraud or error. In making those risk assessments, the

429、 auditor considers internal control relevant to theentitys preparation and true and fair presentation of the financial statements in order to design audit procedures that are appropriatein the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entitys interna

430、l control. An auditalso includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by themanagement, as well as evaluating the overall presentation of the financial statements.58Notes to the Financial StatementsWuxi Little Swan Company Ltd

431、. Year 2012We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.3.AuditopinionIn our opinion, the financial statements give a true and fair view of the financial position of the Company as of 31 December 2012and of its financial p

432、erformance and cash flows for the year then ended in accordance with the Accounting Standards for BusinessEnterprises and China Accounting System for Business Enterprises.NoteII Financial ReportThe monetary unit used in notes to the financial statements is yuan of rmb1. CONSOLIDATED BALANCE SHEETPre

433、pared by:WUXI LITTLE SWAN CO., LTD.Unit: RMB yuanItemCurrent Assets:Monetary fundDeposit reservation for balanceLendings to banks and other financial institutionsTrading financial assetsNotes receivableAccounts receivablePrepaymentInsurance receivableReinsurance receivableProvisions of Reinsurance c

434、ontracts receivableInterest receivableDividend receivableOther ReceivablesRepurchasing of financial assetsInventoryNon-current assets due within 1 yearOther current assetsSubtotal of current assetsNon-current AssetsLoans and advanceSellable financial assetExpired investment in possessLong-term recei

435、vablesLong-term equity investmentInvestment real estate2012-12-311,404,291,094.651,224,590.002,262,814,443.87722,198,904.6697,188,434.2116,984,517.49952,747,860.681,201,171,819.726,658,621,665.28286,944.005,695,850.805,049,500.732011-12-312,415,450,351.244,292,300.002,757,923,958.94929,389,061.45250

436、,051,980.2515,548,447.50809,400,728.98112,052,669.267,294,109,497.62284,592.005,838,851.755,242,947.4859Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Fixed assetsConstruction in progressConstruction materialsDisposal of fixed assetsCapitalized biological assetsOil-gas asset

437、sIntangible assetsDevelopment expenditureGood willLong-term deferred expensesDeferred tax assetsOther non-current assetsSubtotal of non-current assetsTotal assetsCurrent Liabilities:Short-term loansLoan from Central BankDeposit received and hold for othersCall loan receivedFinancial liabilitiesNotes

438、 payableAccounts payableAdvances from the customersSelling of repurchased financial assetsFees and commissions receivableEmployees wage payableTaxes payableInterests payableDividends payableOther payablesReinsurance fee payableInsurance contract provisionEntrusted trading of securitiesEntrusted sell

439、ing of securitiesNon-current liabilities duewithin 1 yearOther current liabilitiesSubtotal of current liabilitiesNon-current Liabilities:Long-term loansDebentures payableLong-term payablesSpecific purpose account payableContingent liabilitiesDeferred tax liabilities1,297,298,526.31308,714,119.4427,7

440、29,917.87100,308,918.861,745,083,778.018,403,705,443.291,003,090,693.952,129,979,583.30804,441,642.84125,902,663.09-3,821,048.413,710,206.2171,726,352.374,135,030,093.352,607,427.3014,041,361.41211,685.101,365,332,660.33316,860,016.0852,754,858.43104,762,053.251,851,075,979.329,145,185,476.946,961,4

441、86.361,539,319,483.442,815,488,171.38485,754,049.80135,480,654.261,463,883.212,838,070.21165,405,271.165,152,711,069.8220,152,637.08671,488.8060Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Other non-current liabilitiesSubtotal of non-current liabilitiesTotal liabilitiesSha

442、reholders EquityShare captialCapital surplusLess: Treasury StockReserve fundSurplus ReservesGeneral risk provisionUndistributed profitForeign exchange differenceOwners equity attributable to parent companyMinority interestTotal shareholders equityTotal liabilities & shareholders equity1,271,800.0018

443、,132,273.814,153,162,367.16632,487,764.001,129,409,313.71270,617,248.931,656,317,300.32-2,621,131.093,686,210,495.87564,332,580.264,250,543,076.138,403,705,443.296,621,250.0027,445,375.885,180,156,445.70632,487,764.001,096,157,314.51249,433,912.281,465,610,508.78-2,544,562.123,441,144,937.45523,884,

444、093.793,965,029,031.249,145,185,476.94LegalPerson in chargeAccountingrepresentative:Mr.Fang Hongbo of accounting: Mr. Zhang ZhaofengDepartment leader:Zhong Fangliu2. PARENT COMPANY BALANCE SHEETPrepared by:WUXI LITTLE SWAN CO., LTD.Unit: RMB yuanItemCurrent Assets:Monetary fundTrading financial asse

445、tsNotes receivableAccounts receivablePrepaymentInterest receivableDividend receivableOther ReceivablesInventoryNon-current assets due within 1 yearOther current assetsSubtotal of current assetsNon-current AssetsSellable financial assetExpired investment in possessLong-term receivablesLong-term equit

446、y investmentInvestment real estateFixed assets2012-12-31922,427,475.161,003,870.001,630,477,941.72315,755,445.3456,491,157.8814,097,542.06595,440,128.45510,244,753.074,045,938,313.68286,944.001,669,439,929.875,049,500.73599,765,994.352011-12-311,550,043,784.362,668,300.001,764,588,946.47707,158,935.

447、38338,046,007.0211,930,349.24449,255,444.1475,984,449.984,899,676,216.59284,592.001,669,582,930.825,242,947.48630,160,566.1661Construction in progressConstruction materialsDisposal of fixed assetsCapitalized biological assetsOil-gas assetsNotes to the Financial StatementsWuxi Little Swan Company Ltd

448、. Year 2012Intangible assetsDevelopment expenditureGood willLong-term deferred expensesDeferred tax assetsOther non-current assetsSubtotal of non-current assetsTotal assetsCurrent Liabilities:Short-term loansFinancial liabilitiesNotes payableAccounts payableAdvances from the customersEmployees wage

449、payableTaxes payableInterests payableDividends payableOther payablesNon-current liabilities duewithin 1 yearOther current liabilitiesSubtotal of current liabilitiesNon-current Liabilities:Long-term loansDebentures payableLong-term payablesSpecific purpose account payableContingent liabilitiesDeferre

450、d tax liabilitiesOther non-current liabilitiesSubtotal of non-current liabilitiesTotal liabilitiesShareholders EquityShare captialCapital surplusLess: Treasury StockReserve fundSurplus Reserves106,918,898.6026,516,523.5365,508,358.772,473,486,149.856,519,424,463.53557,839,790.341,340,509,488.90540,3

451、85,145.8738,376,269.8615,517,733.113,710,206.21130,963,937.182,627,302,571.47178,577.10600,000.00778,577.102,628,081,148.57632,487,764.001,291,461,368.94257,967,105.03109,720,754.2346,948,131.1361,626,184.392,523,566,106.217,423,242,322.801,046,275,176.331,923,823,612.54385,922,579.9642,610,721.5054

452、,075,370.512,838,070.21192,113,998.823,647,659,529.871,199,402.08427,888.801,200,000.002,827,290.883,650,486,820.75632,487,764.001,258,209,369.74236,783,768.38General risk provision62Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Undistributed profitForeign exchange differen

453、ceOwners equity attributable to parent companyMinority interestTotal shareholders equityTotal liabilities & shareholders equity1,709,427,076.993,891,343,314.963,891,343,314.966,519,424,463.531,645,274,599.933,772,755,502.053,772,755,502.057,423,242,322.80LegalPerson in chargeAccountingrepresentative

454、:Mr.Fang Hongbo of accounting: Mr. Zhang ZhaofengDepartment leader:Zhong Fangliu3. CONSOLIDATED INCOME STATEMENTPrepared by:WUXI LITTLE SWAN CO., LTD.Unit: RMB yuanItem.Total SalesIncluding: SalesInterests incomeInsurance fee earnedPremium charges and commission incomeII.Total CostIncluding: Cost of

455、 goods soldInterests expensesHandling charges and commission expensesInsurance discharge paymentNet claim amount paidNet insurance policy reserves providedInsurance policy dividend paidReinsurance expensesTaxes and associate chargesSelling and distribution expensesAdministrative expensesFinancial ex

456、pensesImpairment lossAdd: gain/(loss) from change in fair value (“-” means loss)Investment income (“-” means loss)Including: income from investment onaffiliated enterprise and joint enterpriseForeign exchange difference (“-” means loss)III. Business profit (“-” means loss)Plus: non-operation incomeL

457、ess: non- operation expenseIncluding: loss from non-current asset disposalIV. Total profit (“-” means loss)Less: Tax expense20126,899,863,926.816,899,863,926.816,547,962,736.575,339,914,557.9830,481,840.17840,560,482.53331,386,860.96-3,052,363.248,671,358.17-3,067,710.0055,622,690.40-143,000.95404,4

458、56,170.6452,003,988.5610,888,538.795,461,998.05445,571,620.4166,735,452.95201110,975,621,704.5210,975,621,704.5210,456,237,668.389,153,133,555.9722,435,896.13894,035,414.82373,315,207.86-1,018,277.9214,335,871.52-3,486,333.3277,371,574.28-298,934.03593,269,277.1097,259,519.2420,155,696.088,207,434.6

459、8670,373,100.26131,808,348.7063Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012V. Net profit (“-” means loss)Attributable to parent companyMinority interestVI. Earnings per share(I) basic earnings per share(II) diluted earnings per shareVII. Other misc. incomesVIII. Total of

460、misc. incomesAttributable to owners of parent companyMinority interest378,836,167.46338,387,680.9940,448,486.470.540.54-74,569.77378,761,597.69338,313,111.2240,448,486.47538,564,751.56453,327,963.8185,236,787.750.720.72-1,630,603.53536,934,148.03451,697,360.2885,236,787.75LegalPerson in chargeAccoun

461、tingrepresentative:Mr.Fang Hongbo of accounting: Mr. Zhang ZhaofengDepartment leader:Zhong Fangliu4. PARENT COMPANY INCOME STATEMENTPrepared by:WUXI LITTLE SWAN CO., LTD.Unit: RMB yuanItem.Total Salesless: Cost of goods soldTaxes and associate chargesSelling and distribution expensesAdministrative e

462、xpensesFinancial expensesImpairment lossAdd: gain/(loss) from change in fair value (“-” means loss)Investment income (“-” means loss)Including: income from investment onaffiliated enterprise and joint enterpriseForeign exchange difference (“-” means loss)II. Business profit (“-” means loss)Plus: non

463、-operation incomeLess: non- operation expenseIncluding: loss from non-current asset disposalIII. Total profit (“-” means loss)Less: Tax expenseIV. Net profit (“-” means loss)V. Earnings per share(I) basic earnings per share(II) diluted earnings per shareVI. Other misc. incomesVII. Total of misc. inc

464、omes20124,472,527,414.693,374,118,170.0023,755,294.31608,958,098.56207,303,445.99-4,465,928.8778,550,923.12-1,664,430.0042,078,035.42-143,000.95224,721,017.0029,384,659.077,117,850.452,425,340.62246,987,825.6235,154,459.11211,833,366.510.330.331,999.20211,835,365.7120116,854,882,051.895,890,472,346.

465、598,037,392.47512,846,788.60207,670,588.92-11,871,223.38-55,746,896.412,668,300.00105,563,654.64-298,934.03411,705,009.7442,844,735.2513,828,704.193,553,005.36440,721,040.8075,278,052.45365,442,988.350.580.58-23,990.40365,418,997.95LegalPerson in chargeAccountingrepresentative:Mr.Fang Hongbo of acco

466、unting: Mr. Zhang ZhaofengDepartment leader:Zhong Fangliu64Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 20125. CONSOLIDATED STATEMENT OF CASH FLOWSPrepared by:WUXI LITTLE SWAN CO., LTD.Unit: RMB yuanItemI. Cash flow from business operationCash received from sales of products a

467、nd providing of servicesTax returnedOther cash received from business operationSub-total of cash inflow from business activitiesCash paid for purchasing of merchandise and servicesCash paid to staff or paid for staffTaxes paidOther cash paid for business activitiesSub-total of cash outflow from busi

468、ness activitiesNet cash flow from business operationII. Cash flow generated by investmentCash received from investment retrievingCash received as investment gainsNet cash received from disposal of fixed assets, intangible assets,and other long-term assetsNet cash received from disposal of subsidiari

469、es or other operationalunitsOther investment-related cash receivedSub-total of cash inflow due to investment activitiesCash paid for construction of fixed assets, intangible assets and otherlong-term assetsCash paid as investmentNet cash received from subsidiaries and other operational unitsOther ca

470、sh paid for investment activitiesSub-total of cash outflow due to investment activitiesNet cash flow generated by investmentIII. Cash flow generated by financingCash received as investmentCash received as loansOther financing-related cash receivedSub-total of cash inflow from financing activitiesCas

471、h to repay debtsCash paid as dividend, profit, or interests20126,857,898,811.46176,923,799.5248,968,092.617,083,790,703.594,827,830,777.79515,778,563.34347,521,146.711,047,902,517.606,739,033,005.44344,757,698.1510,539,392,774.027,124,030.248,960,865.2610,555,477,669.5291,407,867.7711,662,691,112.91

472、11,754,098,980.68-1,198,621,311.166,961,486.36125,625,417.23201110,215,551,444.35252,601,590.14116,680,308.6610,584,833,343.158,409,341,382.33550,374,769.21339,233,527.881,043,352,354.6610,342,302,034.08242,531,309.07127,200,000.0032,363,941.4020,230,813.2034,472,210.511,579,033.10215,845,998.21215,

473、268,857.20215,268,857.20577,141.0183,597,256.8483,597,256.8485,675,125.3678,793,860.7965Other cash paid for financing activitiesNotes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Sub-total of cash outflow due to financing activitiesNet cash flow generated by financingIV. Influen

474、ce of exchange rate alternation on cash and cashequivalentsV. Net increase of cash and cash equivalentsPlus: Balance of cash and cash equivalents at the beginning of termVI. Balance of cash and cash equivalents at the end of term132,586,903.59-132,586,903.59-76,568.97-986,527,085.572,279,653,302.571

475、,293,126,217.00164,468,986.15-80,871,729.31-1,606,613.13160,630,107.642,119,023,194.932,279,653,302.57LegalPerson in chargeAccountingrepresentative:Mr.Fang Hongbo of accounting: Mr. Zhang ZhaofengDepartment leader:Zhong Fangliu6. PARENT COMPANY STATEMENT OF CASH FLOWSPrepared by:WUXI LITTLE SWAN CO.

476、, LTD.Unit: RMB yuanItemI. Cash flow from business operationCash received from sales of products and providing of servicesTax returnedOther cash received from business operationSub-total of cash inflow from business activitiesCash paid for purchasing of merchandise and servicesCash paid to staff or

477、paid for staffTaxes paidOther cash paid for business activitiesSub-total of cash outflow from business activitiesNet cash flow from business operationII. Cash flow generated by investmentCash received from investment retrievingCash received as investment gainsNet cash received from disposal of fixed

478、 assets, intangible assets, andother long-term assetsNet cash received from disposal of subsidiaries or other operationalunitsOther investment-related cash receivedSub-total of cash inflow due to investment activitiesCash paid for construction of fixed assets, intangible assets and otherlong-term as

479、sets20124,657,331,213.1234,588,385.0824,755,557.754,716,675,155.953,430,866,856.14287,402,832.30267,304,047.74760,878,755.824,746,452,492.00-29,777,336.057,891,747,719.044,654,930.246,463,250.697,902,865,899.9727,553,240.0020115,186,177,716.98163,013,824.3143,914,713.925,393,106,255.214,396,502,795.

480、26289,916,717.81184,654,545.34565,901,960.485,436,976,018.89-43,869,763.68127,200,000.0055,635,551.4018,215,403.0775,000,000.00276,050,954.47-19,471,447.52Cash paid as investmentNet cash received from subsidiaries and other operational units8,344,181,612.91200,000,000.0066Other cash paid for investm

481、ent activitiesNotes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Sub-total of cash outflow due to investment activitiesNet cash flow generated by investmentIII. Cash flow generated by financingCash received as investmentCash received as loansOther financing-related cash received

482、Sub-total of cash inflow from financing activitiesCash to repay debtsCash paid as dividend, profit, or interestsOther cash paid for financing activitiesSub-total of cash outflow due to financing activitiesNet cash flow generated by financingIV. Influence of exchange rate alternation on cash and cash

483、equivalentsV. Net increase of cash and cash equivalentsPlus: Balance of cash and cash equivalents at the beginning of termVI. Balance of cash and cash equivalents at the end of term8,371,734,852.91-468,868,952.94125,625,417.23125,625,417.23-125,625,417.23-624,271,706.221,472,529,354.18848,257,647.96

484、180,528,552.4895,522,401.9976,635,770.4876,635,770.4885,675,125.3663,079,860.79148,754,986.15-72,119,215.67-20,466,577.361,492,995,931.541,472,529,354.18LegalPerson in chargeAccountingrepresentative:Mr.Fang Hongbo of accounting: Mr. Zhang ZhaofengDepartment leader:Zhong Fangliu7. CONSOLIDATED STATEM

485、ENT OF CHANGES IN SHAREHOLDERS EQUITYPrepared by:WUXI LITTLE SWAN CO., LTD.Unit: RMB yuan67Treasu Special n riskreservesprovisioryNotes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Year 2012Items. Balance at the end of lastaccounting periodCapital paid in(or sharecapital)632,487

486、,764.00Capital reserve1,096,157,314.51Equity attributable to parent companyLess: CommoSurplus reservestock n249,433,912.28Undistributedprofit1,465,610,508.78Others-2,544,562.12Minority equity523,884,093.79Totalshareholdersequity3,965,029,031.24Add: 1. Changes of accountingpolicy2. Correction of erro

487、rs inprevious period3.OthersII. Balance at the beginning ofcurrent yearIII. Changed in the current year(-for decrease)632,487,764.001,096,157,314.5133,251,999.20249,433,912.2821,183,336.651,465,610,508.78190,706,791.54-2,544,562.12-76,568.97523,884,093.7940,448,486.473,965,029,031.24285,514,044.89()

488、.Net profit( ).Other misc. income1,999.20338,387,680.99-76,568.9740,448,486.47378,836,167.46-74,569.77Subtotal of () and ( )1,999.20338,387,680.99-76,568.9740,448,486.47378,761,597.69( ). Capital contributed bythe shareholders1.New increase of capital fromshareholders in current year2.Amount of shar

489、e paymentaccounted into shareholdersequity3. others33,250,000.0033,250,000.0033,250,000.0033,250,000.00( ). Profit distribution1. Providing of surplus reserves21,183,336.6521,183,336.65-147,680,889.45-21,183,336.65-126,497,552.80682. Commonrisk provisionNotes to the Financial StatementsWuxi Little S

490、wan Company Ltd. Year 20123.Allotment to the owners (orshareholders)4. Others(V)Internal transferring ofownersequity1. Capitalizing of capitalreserves (or to capital shares)2.Capitalizing of surplusreserves (or to capital shares)3. Surplus reserve make uplosses4. Others(VI)Special reserves1.Provided

491、 this year2.Used this year(VII)Others-126,497,552.80-126,497,552.80IV.Balance at the end of thisterm632,487,764.001,129,409,313.71270,617,248.931,656,317,300.32-2,621,131.09564,332,580.264,250,543,076.13Legal representative:Mr.Fang HongboPerson in charge of accounting: Mr. Zhang ZhaofengAccounting D

492、epartment leader:Zhong FangliuYear 2011Equity attributable to parent companyItemsCapital paid in(or sharecapital)Capital reserveLess:TreasurystockSpecialreservesSurplus reserveCommon riskprovisionUndistributedprofitOthersMinority equityTotalshareholdersequity. Balance at the end of lastaccounting pe

493、riod632,487,764.001,099,965,927.10212,889,613.441,112,075,620.21-937,948.99454,361,306.043,510,842,281.80Add: 1. Changes of accountingpolicy692. Correction of errors inprevious period3.OthersNotes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012II. Balance at the beginning ofcurren

494、t yearIII. Changed in the current year(-for decrease)632,487,764.001,099,965,927.10-3,808,612.59212,889,613.4436,544,298.841,112,075,620.21353,534,888.57-937,948.99-1,606,613.13454,361,306.0469,522,787.753,510,842,281.80454,186,749.44().Net profit( ).Other misc. income-23,990.40453,327,963.81-1,606,

495、613.1385,236,787.75538,564,751.56-1,630,603.53Subtotal of () and ( )( ). Capital contributed bythe shareholders-23,990.40-3,784,622.19453,327,963.81-1,606,613.1385,236,787.75-15,714,000.00536,934,148.03-19,498,622.191.New increase of capital fromshareholders in current year2.Amount of share paymenta

496、ccounted into shareholdersequity3. others( ). Profit distribution1.Providing of surplus reserves-3,784,622.1936,544,298.8436,544,298.84-99,793,075.24-36,544,298.84-15,714,000.00-19,498,622.19-63,248,776.402. Common risk provision3.Allotment to the owners (orshareholders)-63,248,776.40-63,248,776.404

497、. Others(V)Internal transferring ofownersequity1. Capitalizing of capitalreserves (or to capital shares)2.Capitalizing of surplusreserves (or to capital shares)3. Surplus reserve make uplosses704. Others(VI)Special reserves1.Provided this year2.Used this year(VII)OthersNotes to the Financial Stateme

498、ntsWuxi Little Swan Company Ltd. Year 2012IV.Balance at the end of thisterm632,487,764.001,096,157,314.51249,433,912.281,465,610,508.78-2,544,562.12523,884,093.793,965,029,031.24Legal representative:Mr.Fang HongboPerson in charge of accounting: Mr. Zhang ZhaofengAccounting Department leader:Zhong Fa

499、ngliu8. PARENT STATEMENT OF CHANGES IN SHAREHOLDERS EQUITYPrepared by:WUXI LITTLE SWAN CO., LTD.Unit: RMB yuanYear 2012Items. Balance at the end of last accounting periodCapital paid in(or sharecapital)632,487,764.00Capital reserve1,258,209,369.74Less: TreasurystockSpecialreservesSurplus reserve236,

500、783,768.38Undistributedprofit1,645,274,599.93Total ofshareholdersequity3,772,755,502.05Add: 1. Changes of accounting policy2. Correction of errors in previous period3.OthersII. Balance at the beginning of current yearIII. Changed in the current year (-for decrease)632,487,764.001,258,209,369.7433,25

501、1,999.20236,783,768.3821,183,336.651,645,274,599.9364,152,477.063,772,755,502.05118,587,812.91().Net profit( ).Other misc. income1,999.20211,833,366.51211,833,366.511,999.2071Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Subtotal of () and ( )( ). Capital contributed by the

502、 shareholders1,999.2033,250,000.00211,833,366.51211,835,365.7133,250,000.001.New increase of capital from shareholders in current year2.Amount of share payment accounted into shareholdersequity3. others33,250,000.0033,250,000.00( ). Profit distribution1. Providing of surplus reserves21,183,336.6521,

503、183,336.65-147,680,889.45-21,183,336.65-126,497,552.802. Common risk provision3.Allotment to the owners (or shareholders)4. Others(V)Internal transferring of ownersequity1. Capitalizing of capital reserves (or to capital shares)2.Capitalizing of surplus reserves (or to capital shares)3. Surplus rese

504、rve make up losses4. Others(VI)Special reserves1.Provided this year2.Used this year(VII)Others-126,497,552.80-126,497,552.80IV.Balance at the end of this term632,487,764.001,291,461,368.94257,967,105.031,709,427,076.993,891,343,314.96Legal representative:Mr.Fang HongboPerson in charge of accounting:

505、 Mr. Zhang ZhaofengAccounting Department leader:Zhong Fangliu72Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Year 2011Items. Balance at the end of last accounting periodCapital paid in(or sharecapital)632,487,764.00Capital reserve1,258,233,360.14Less: TreasurystockSpecialre

506、servesSurplus reserve200,239,469.54Undistributedprofit1,379,624,686.82Total ofshareholdersequity3,470,585,280.50Add: 1. Changes of accounting policy2. Correction of errors in previous period3.OthersII. Balance at the beginning of current yearIII. Changed in the current year (-for decrease)632,487,76

507、4.001,258,233,360.14-23,990.40200,239,469.5436,544,298.841,379,624,686.82265,649,913.113,470,585,280.50302,170,221.55().Net profit( ).Other misc. income-23,990.40365,442,988.35365,442,988.35-23,990.40Subtotal of () and ( )-23,990.40365,442,988.35365,418,997.95( ). Capital contributed by the sharehol

508、ders1.New increase of capital from shareholders in current year2.Amount of share payment accounted into shareholdersequity3. others( ). Profit distribution1. Providing of surplusreserves36,544,298.8436,544,298.84-99,793,075.24-36,544,298.84-63,248,776.402. Common riskprovision3.Allotment to the owne

509、rs (or shareholders)-63,248,776.40-63,248,776.404. Others(V)Internal transferring of ownersequity73Notes to the Financial Statements1. Capitalizing of capital reserves (or to capital shares)2.Capitalizing of surplus reserves (or to capital shares)3. Surplus reserve make up losses4. Others(VI)Special

510、 reserves1.Provided this year2.Used this year(VII)OthersWuxi Little Swan Company Ltd. Year 2012IV.Balance at the end of this term632,487,764.001,258,209,369.74236,783,768.381,645,274,599.933,772,755,502.05Legal representative:Mr.Fang HongboPerson in charge of accounting: Mr. Zhang ZhaofengAccounting

511、 Department leader:Zhong Fangliu74Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012NoteIII Corporate informationWuxi Little Swan Company Ltd. (hereinafter referred to as “the Company”) was formerly a state-collectivelyowned enterprisesfounded in 1958 in Jiangsu Province of the

512、 Peoples Republic of China (the “PRC”). It was reorganized into a joint stock limitedcompany in 1993 and registered in Wuxi, Jiangsu. The company and its subsidiaries are collectively referred to as the Group.According to the fourth Session of the Sixth Board meeting and the first extraordinary gene

513、ral meeting of shareholders in 2010,having approved by China Securities Regulatory Commission (SFC license 2010 1577), the company launched directionaladd-issuance of 84,832,004 A shares to buy 69.47% of the shares of Hefei Royalstar Washing Machine Manufacture Co., Ltd. fromits shareholder Midea El

514、ectric Appliances Co., Ltd. Par value per share is RMB 1, and the issue price is RMB8.63 per share. Thisadd-issuance increased the companys share capital by RMB 84,832,004.As of December 31th of 2012, registered capital of the company is CNY 632,487,764, among which the restricted exchange-traded As

515、hares are 221,151,735shares, accounting for 34.96% of the whole shares; the unrestricted exchange-traded A shares are2,203,00,157shares, accounting for 34.83% ; the restricted exchange-traded B shares are 30,851,714 shares, accounting for 4.88%;and the unrestricted exchange-traded B shares are 160,1

516、84,158 shares, accounting for 25.33% of the whole shares.1. Company profileRegistered Address: No. 18 Changjiang South Road, National High-tech Industrial Development Zone, WuxiOffice Address: No. 18, Changjiang South Road, Wuxi, Jiangsu ProvinceForm of Business Organization: Share-holding Company2.

517、 Operations and business scope of the CompanyBusiness scope: manufacture and sales of household appliances and accessories, fittings and industrial ceramic. Export business of“Little Swan” products and technologies; import and export business of raw and accessory materials, mechanical equipment andt

518、echnologies necessary for operation and production; development of foreign joint venture and cooperative production and businessthat “process raw materials on clients demands, assemble parts for the clients and process according to the clients samples; orengages in compensation trade”. Technical ser

519、vice for household appliances; contracting foreign engineering in mechanical industryand domestic engineering in international bidding; export of equipment and materials necessary for the said foreign engineering;dispatching the labors necessary for the said foreign engineering to overseas.3. Name o

520、f the parent companyParent company: GD MIDEA HOLDING CO.,LTD.Ultimate controller: Mr. He Xiangjian4. Authorization and date of issuing the financial statements75Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012The financial statements were approved and authorized for issue by

521、the board of directors on the date of March 6th, 2013.Note IV Summary of Main Accounting Policies and Accounting Estimate1. Preparation basis of the financial statementsThe company recognizes and measures transactions occurred according to Chinese Accounting Standards Basic standard and otherrelated

522、 accounting standards, prepares the financial statements based on accrual accounting and the underlying assumption of goingconcern.2. Statement of compliance with Enterprise accounting standardsThe financial statements of the company comply with the requirements of Accounting Standards; the companys

523、 financial position,operating results, cash flows and other relevant information are truly and completely disclosed in the financial statements.3. Accounting periodThe companys accounting year is from 1st January to 31st December for each calendar year.4. Recording currencyThe recording currency of

524、the company is Renminbi5. Accounting processing method of business combination under common control and not under commoncontrol(1) The business combinations which are under common controlThe assets and liabilities that the combining party obtains in a business combination shall be measured on the ba

525、sis of theircarrying amount in the combined party on the combining date. As for the balance between the carrying amount of the net assetsobtained by the combining party and the carrying amount of the consideration paid by it (or the total par value of the shares issued),the additional paid-in capita

526、l shall be adjusted. If the additional paid-in capital is not sufficient to be offset, the retained earnings shallbe adjusted. The direct cost for the business combination of the combining party shall, including the expenses for audit, assessmentand legal services, be recorded into the profits and l

527、osses at the current period. However, the handling fees, commissions and otherexpenses for the issuance of equity securities or bonds for the business combination shall be recorded into the amount of initialmeasurement of the equity securities or the bonds.(2) The business combinations which are not

528、 under common control76Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012The acquirer shall recognize the initial cost of combination under the following principles:a) The cost of a business combination which are not under common control is the aggregate of the fair values, at

529、the date of exchange,of assets given, liabilities incurred or assumed, and equity securities issued by the acquirer, in exchange for control of the acquiree.The direct cost for the business combination of the combining party shall, including the expenses for audit, assessment and legalservices, be r

530、ecorded into the profits and losses at the current period.b) The acquirer shall recognize the difference that the combination costs are over the fair value of the identifiable net assets obtainedfrom acquiree as goodwill; if the combination costs are less than the fair value of the identifiable net

531、assets obtained from acquiree,the acquirer shall reexamine the measurement of the fair values of the identifiable assets, liabilities and contingent liabilities obtainedfrom the acquiree as well as the combination costs; and then after the reexamination, the result is still the same, the difference

532、shallbe recorded in the profit and loss of the current period.6. Preparation method of consolidated financial statements(1) Determination of consolidation scopeThe combination scope of the consolidated financial statement will be determined on the basis of the control.The consolidated financial stat

533、ements will be subject to the No. 33 Enterprise Accounting Standards Consolidated FinancialStatement that was issued in February 2006. In preparing the consolidated financial statements, all key accounts and transactionsbetween the company and subcompanies, subcompanies and subcompanies will be offs

534、et. The net assets of merged subcompaniesthat are attributable to the minority of shareholder equities will be separately listed in the shareholder equities of consolidatedfinancial statements.In case the accounting policies and accounting periods of subcompanies differ from those of parent company,

535、 the financial statementsof subcompanies will be adjusted.7. Cash and cash equivalentFor the purposes of the cash flow statement, cash refers to all cash in hand and all deposits which are readilyavailable for payment. Cash equivalents refer to short-term, highly liquid investments that are readily

536、convertibleto known amounts of cash and which are subject to an insignificant risk of changes in value.8. Foreign currency transactions and translationsAll foreign currency transactions during the period have been translated in to RMB at the spot exchange rate ofthe transaction date. The foreign cur

537、rency conversions and any transactions involved foreign currency conversionshave been translated in to RMB at the actually used exchange rate during the transaction process.On the balance sheet date, the company treats the foreign currency monetary items and foreign currency non-monetary itemsaccord

538、ing to the following provisions:(1)The foreign currency monetary assets and liabilities items have been translated at the spot exchange rate on thebalance sheet date. The exchange difference arising from the difference between the spot exchange rate on thebalance sheet date and the spot exchange rat

539、e at the time of initial recognition or prior to the balance sheet dateshall be recorded in the profits and losses in the current period, except for those attributable to foreign currencyborrowings that have been taken out specifically for the construction of fixed assets, which are capitalized as p

540、artof fixed assets costs.77Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012(2)A foreign currency non-monetary item measured at the historical costs shall still be translated at the spotexchange rate on the transaction date, of which the amount of functional currency shall not

541、 be changed; theforeign currency non-monetary items measured at their fair values have been translated at the spot exchange rateon the balance sheet date, the exchange difference arising from the difference between the spot exchange rate onthe balance sheet date and the spot exchange rate at the tim

542、e of initial recognition or prior to the balance sheet dateshall be recorded in changes in fair value gains and losses of the current period.The asset and liability items in the balance sheet about the overseas businesses of the company have beentranslated at the spot exchange rate on the balance sh

543、eet date. Among the owners equity items, except for theitems as “undistributed profits”, other items have been translated at the spot exchange rate at the time when theyare incurred. The income and expense items in the profit statement have been translated at an exchange rate whichis approximate to

544、the spot exchange rate of the transaction date. The differences arising from the translation offoreign currency financial statements in compliance with the aforesaid items have been presented separately underthe owners equities of the balance sheets. Foreign currency cash flows and the cash flows of

545、 foreign subsidiarieshave been translated at an exchange rate which is approximate to the spot exchange rate at the time when the cashflows incurred. The differences arising from fluctuations in exchange have been presented separately in thestatement of cash flows.9. Financial instruments(1) Classif

546、ication and measurement of financial assets and financial liabilitiesBased on the investment purpose and economic essence, the company classifies the financial assets into the following fourcategories:a) transactional financial assets, which are measured at fair value with variations of fair value a

547、ccounted into current income account;b) financial assets available for sale, which are measured at fair value with the variations accounted into shareholders equity;c) account receivables measured at the post-amortization costs; andd) held-to-maturity investments, which are also measured at the cost

548、s.The company has divided its financial liabilities into one category measured at fair value with variations accounted into current profitand loss and another category measured at the post-amortization costs.(2) Recognition of the fair value of financial assets and liabilities.When there is an activ

549、e market for the financial instrument, the quoted prices for the financial assets the company holds or thefinancial liabilities it plans to assume shall be the present actual offer, while the quoted prices for the financial assets the companyplans to acquire or the financial liabilities it has assum

550、ed shall be the available charge.When there isnt any active market, fair value will be recognized by evaluation techniques. Evaluation techniques include referencingto the prices adopted in latest voluntary transaction between parties with full understanding of the situation, referencing to the curr

551、ent78Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012fair value of other substantially similar financial instruments and other evaluation techniques.(3) Recognition and measurement of finance asset transferringThe term transfer of a financial asset refers to the companys (the

552、 transferors) transferring or delivering a financial asset to a partyother than the issuer of the financial asset (the transferee). Transfer of a financial asset could be the whole asset or part of it. Itincludes the following two cases:a) The company transfers the right to another party for receivi

553、ng the cash flow of the financial asset; and;b) The company transfers the financial asset to another party, but maintains the right to receive the cash flow of the financial assetand undertakes the obligation to pay the cash flow it receives to the final recipient.Where the company has transferred n

554、early all of the risks and rewards related to the ownership of the financial asset or part of thisasset to the transferee, it shall stop recognizing the financial asset or part of this asset. The difference arising from the sum ofconsideration received from the transfer and the book value of this as

555、set should be accounted into the profit and loss. If it retainednearly all of the risks and rewards related to the ownership of the financial asset, it shall not stop recognizing the financial asset.(4) Impairment testing on financial assets, providing of impairment provisionAt balance sheet date, t

556、he Company performs testing on the book value of financial assets other than those measured by fair valueand changes accounted into current income account.10. Accounts Receivable(1) Individually significant accounts receivable on which the bad debt provisions are provided individuallyThe accounts re

557、ceivable whose individual amount accounts for over 10%(including 10%) of accounts receivable balance at the end of this period orStandards of the individually significant accounts amount of the individual account receivable which is greater than RMB 10receivablemillions (and including 10 millions);S

558、tandards of the individually significant other receivable: the other receivablewhose individual amount accounts for over 10% (including 10%) of otherreceivables balance at the end of this period or amount of the individual otherreceivable which is greater than RMB 5 millions (and including 5 million

559、s).For the individually significant receivables, the impairment test is carried onProviding method for bad debt provisions of individually; the Company provides provision for impairment loss for theindividually significant receivablesamount which is measured as the difference between the assets carr

560、yingamount and the present value of estimated future cash flows.(2) Accounts receivable on which the bad debt provisions are provided by combinationsCombinationsProviding method for badBasis for recognition of Combinationdebtprovisionsof792AgingNotes to the Financial StatementsWuxi Little Swan Compa

561、ny Ltd. Year 2012accountants receivables bycombinationsFor the receivables which are not individually significant, as wellas the individually tested receivables which the test has notCombination 1：Accountantsreceivable categorized accordingto their ageAging methodsrecognize any impairment loss, the

562、company categorizes themaccording to their age and provides the bad debt reserve for thesereceivables in different proportions to the closing balance of eachcategory.When the test has notrecognize anyCombination：Accountsimpairment loss, thecompany does notreceivablesinthescopeofprovide bad debtAccou

563、ntant receivables of subsidiaries in the combination scopecombination statementsprovision forreceivables ofsubsidiaries in thecombination scope.For combinations which bad debt provisions of accountant receivables are provided by aging method:Provision rate for Accounts Receivable（%）Provision rate fo

564、r Other Receivables（%）Within 1 yearFrom 1-2 yearsFrom 2-3 yearsFrom 3-5 yearsOver 5 years51020601005102060100(3) Accounts receivable which are not individually significant, but still the bad debt provisions are provided individuallyThe receivables are not individually significant, but are assessed a

565、t high risk levelReasonsforprovidingthebaddebtthrough credit risk combination. Confirmation of credit risk characteristicsprovisions individually for receivables whichare not individually significantProviding method for bad debt provisionscombination: the receivables which are involved in pending la

566、wsuits or dissolutionof the debtor company, and the receivables with the age of over 3years (excludingthe individually significant receivables).For the receivables which are not individually significant, but which are assessed athigh risk level through credit risk combination, the impairment test is

567、 carried onindividually, the company provides provision for impairment loss for the amountwhich is measured as the difference between the assets carrying amount and thepresent value of estimated future cash flows.80Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 201211. Inventori

568、es(1) Categorizing of inventoriesInventories are those under the Companys possession for the purpose of selling, in the process of production, ormaterials and goods used in production process or providing of services, including materials purchased, rawmaterials, low-value consumables, products in pr

569、ocess, semi-finished goods, stock merchandises (finished goods)and consigned goods.(2) Pricing of delivering inventoryInventories are measured at cost when procured, including purchase cost, processing cost, and other costs. Actualcosts are recognized at weight average when delivered.(3) Recognition

570、 of inventory realizable value and providing of impairment provisionOn the balance sheet date, inventories are accounted depending on which is lower between the cost and the netrealisable value. At overall verification of inventories at the end of year, when the net realisable value is lowerthan the

571、 cost, provisions for impairment of inventories shall be drawn. Provisions for impairment of inventoriesshall be accounted according to the difference between the cost of individual inventory items and the net realisablevalue. Including: for inventories such as finished products or materials which w

572、ill be directly sold, in the normaloperation, the realizable net value will be the balance of estimated selling price less sales expenses and relativetaxations; for those inventories need further processing, in the normal operation, the realizable net value will bethe balance of estimated sales pric

573、e less costs to make it finished, less estimated sales expenses, and less relativetaxation. At the balance sheet day, inventories with contract prices will be determined for realizable valueseparately from those without contract prices.Where certain items of inventory have similar purposes or end us

574、es and relate to the same product line producedand marketed in the same geographical area, and therefore cannot be practicably evaluated separately from otheritems in that product line, costs and net realisable values of those items may be determined on an aggregate basis.For large quantity and low

575、value items of inventories, cost and net realisable value are determined based oncategories of inventories.(4) Inventory systemThe Company uses perpetual inventory system. Inventories are checked periodically and the gains and losses frominventory checking are accounted into current gain/loss accoun

576、t.(5) Amortizing of low-value consumables and packaging materialsLow-value consumables and packaging materials are amortized on on-off amortization basis at using.12. Long-term share equity investment（1）Recognition of initial investment costsInvestments of the Company in subsidiaries are valued at i

577、nvestment costs. For long-term share equity investment81Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012formed by shareholding and merger please see Note II(V). Retrospective or retrieved investments are adjusted tothe cost of long term equity investment.For long-term equity

578、investment of the Company with or without common control or major influence on theinvestee, and there is no quotation in an active market, and the fair value is not reliably measured, values are oninitial investment costs.（2）Subsequent measurement and recognition of gain/lossThe Company uses cost ba

579、sis in subsequent measurement of investment in subsidiaries, and adjusted on equitybasis when preparing the consolidated financial statement. Except for the announced cash dividend or profitincluded in the practical cost or price when the investment was made, the investment gains are recognized at t

580、heannounced cash dividend or profit distribution.Subsequent measurement of long-term equity investment in investees under common control or significantinfluence is on equity basis. When the initial investment cost is larger than the share of fair value of net asset, theinitial cost of long-term equi

581、ty investment shall not be adjusted. When the initial investment cost is lower than theshare of fair value of net asset, the balance share be accounted into current gain/loss, and the long-term investmentcost shall be adjusted meanwhile.After obtaining of the long-term equity investment, the investm

582、ent gain/loss is recognized according to the shareof the net gain/loss realized by the invested company, and the book value of the long-term equity investment shallbe adjusted accordingly. The share of profit distributions or cash dividends announced by the invested company isused to reduce the book

583、 value of the long-term equity investment.If the Company has no common control or significant influence on the investee, also there is no quotation in anactive market, and the fair value of the long-term investment is not able to be reliably measured, the subsequentmeasurement shall be on cost basis

584、.（3）Basis of recognizing common control and significant influenceCommon control is the mutual control of investors over an economic action basing on a contract, only effectivewhen it is agreed by all of the investors who have the share of control on the financial and business control power.When the

585、investors hold common control over the investee, the investee is regarded as their affiliate.Significant influences mean an entity has the power to participate in the decision making of another, but cannotdominate individually or jointly with other parties. When the investor may significantly influe

586、nce the investee, theinvestee is regarded as the affiliate.（4） Impairment examination and providing of impairment provisionAt the balance sheet day, if evidence showing that impairment occurred on the long-term equity investment, therecoverable amount shall be decided by the higher one of net amount

587、 of fair value less disposal fees and thecurrent value of predicted future cash flow. When the recoverable amount of the long-term equity investment islower than the book value, the book value will be reduced down to the recoverable amount, the reduced amount isrecognized as asset impairment loss an

588、d counted into current gain/loss account, asset impairment provision shall82Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012be provided accordingly.Once the long-term equity investment impairment loss is recognized, it will not be written back in following fiscalterms, exclud

589、ing sellable financial assets, whose impairment provision can be written back through equityaccounts.13. Investment real estateInvestment real estate is measured according to the initial cost. Cost of real estate purchased from outside includes purchasing price,tax, and other expenses directly relat

590、ed to the real estate; cost of real estate constructed by the Company itself is composed of theessential costs to make the real estate usable. Investment properties invested by investors are booked at the value according to theinvestment contract, whereas when the contract value is not fairly accept

591、able, it will be booked at the fair value.The Company employs the cost mode to calculate the investment properties and adopts straight-line method in depreciation andamortization of investment properties, among which, period of depreciation for the buildings is 20 years (the lower one of Statutoryus

592、eful life and estimated useful life) , and period of amortization for land is 50 years (Statutory useful life ).Providing of impairment provisions for investment properties is in accordance with impairment providing of fixed assets.14. Fixed assets(1) Conditions for fixed asset recognitionFixed asse

593、ts are defined as the tangible assets which are held for the purpose of producing goods, providingservices, leasing or for operation & management, and have more than one year of service life.Other than the fixed assets which have already been provided depreciations in full but still in use, the Comp

594、anyprovides depreciations upon all of the fixed assets. Straight-line method is adopted by the Company indepreciation.(2)Categories, useful life, predicted salvage value, and annual depreciation rate of fixed assets are as thefollowings:CategoriesPlant & buildingsMachinery equipmentElectric equipmen

595、tTransportation vehiclesOthersUseful life30-40 years10-18 years3-8 years4-12 years5-8 yearsSalvage value5%5%5%5%5%Annual depreciation ratio2.38-3.17%5.28-9.50%11.88-31.67%7.92-23.75%11.88-19%（3）Impairment testing and impairment provisionsAt the balance sheet day, fixed assets are accounted at the lo

596、wer one of book value and retrievable value. If theretrievable value is lower than the book value, the book value will be deducted to the retrievable value, and thededucted amount will be recorded as asset impairment loss into current income account, and impairment provision83Notes to the Financial

597、StatementsWuxi Little Swan Company Ltd. Year 2012shall be provided accordingly. Once the impairment loss was recognized, it will not be written back in comingfiscal terms.It suggests that a fix asset may be impaired if there are any of the following indications and retrievable value of this asset ne

598、eds to becalculated for impairment testing:a) during the period, a fix assets market value has declined significantly more than it would be expected as a result of the passage oftime or normal use during the current period;b) evidence is available of obsolescence or physical damage of an asset;c) si

599、gnificant changes with an adverse effect on the predicted usage mode of the fixed assets have taken place. The asset becomesidle, or the Company plans to discontinue or to dispose of an asset before the previously expected date, which will cause negativeeffect on the Company.d) significant changes w

600、ith an adverse effect on the Company have taken place during the period, or will take place in the near future,in the technological, market, economic or legal environment in which the Company operates or in the market to which an asset isdedicated;e) market interest rates or other market rates of re

601、turn on investments have increased during the period, and those increases are likelyto affect the discount rate used by the company in calculating an assets present value by predicted future cash flows, and decrease theassets recoverable amount materially;f) evidence is available from internal repor

602、ting that indicates that the economic performance of an asset is, or will be, worse thanexpected, for example, the net cash flow generated from fixed assets or the operating profit (or loss) realized by fixed assets is lower(higher) than the excepted amount, etc.; andg) Other evidence indicates that

603、 fixed assets may be impaired.(4) Recognition and measurement of fixed assets acquired under finance leaseThe Company identifies a lease of asset as finance lease when it satisfies the following one or several conditions: The Company gains ownership of the asset at the end of the lease period. The l

604、ease contains a bargain purchase option to buy the equipment at less than fair market value, thus itcould be predicted that the Company will exercise this option.84Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012 Even though the Company will not gain ownership of the asset, t

605、he life of the lease is 75% or greater ofthe assets useful life. The present value of lease payments is greater than 90% of the assets fair value on the date of lease. The asset for lease is special and it can only be used by the Company unless it is extensively modified.A fixed asset acquired under

606、 finance lease shall be valued at the lower of the fair value of the leased asset and the present value of theminimum lease payments at the inception of lease.The depreciation method of fixed assets acquired under finance lease is consistent with that for depreciable assets owned by theCompany. If t

607、he Company can reasonably confirm that it will obtain the ownership of leased asset at the end of lease term, the leasedasset shall be depreciated during the useful life of the leased asset. If the Company cannot reasonably confirm that it will obtain theownership of leased asset at the end of lease

608、 term, the leased asset shall be depreciated during the shorter one of the useful life of theleased asset and the lease term.15. Construction in process(1) Measurement of construction in processConstructions in process are measured at the actual cost. For the constructions in process conducted by th

609、e Company itself, the actualcost consists of essential costs of carrying on the construction till it reaches usable status.(2) Standards and timing for construction in process transferring into fixed assetsCost of fixed asset which has already become usable but not settled yet, is recognized accordi

610、ng to estimated value or the actualconstruction cost, and depreciations share be provided from the next month. Upon completion of settlement, the original estimatedvalue shall be adjusted according to the actual cost.(3) Basis of recognizing impairment and providing of impairment provision.At the ba

611、lance sheet day, the Company performs overall testing on constructions in process and evaluates the retrievable value ifevidence shows impairment occurred on the constructions. If the retrievable value is lower than the book value, the book value willbe deducted to the retrievable value, and the ded

612、ucted amount will be recorded as asset impairment loss into current income account,and impairment provision shall be provided accordingly. Once the impairment loss was recognized, it will not be written back incoming fiscal terms.16. Borrowing expenses(1) Capitalization of borrowing costsBorrowing e

613、xpenses include the interest of loans incurred, amortization of discounts or premiums and ancillary costs, as well asforeign currency exchange differences from foreign currency loans.The costs of borrowings designated for acquisition or construction of qualifying assets should be capitalized as part

614、 of the cost of the85Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012assets. Assets satisfying the conditions of capitalization are referring to the fixed assets, investment properties, and inventories thatneed one year or more than one years construction or production proces

615、s to reach the usable or sellable status. Borrowing expensesincurred for these assets should be accounted into costs of these assets. The other borrowing expenses should be accounted intocurrent gains and losses when incurred.Borrowing expenses start to be capitalized when all of the followings are

616、satisfied: The capital expenditures have incurred; The borrowing costs have incurred; The acquisition and construction activities that are necessary to bring the asset to its expected usable condition have commenced.(2)Capitalization period of borrowing costsCapitalization of borrowing costs should

617、be suspended during periods in which the acquisition or construction is interruptedabnormally, and the interruption period is three months or longer. These borrowing costs should be recognized directly in profit orloss during the current period.Capitalization of borrowing costs ceases when the quali

618、fying asset being acquired or constructed is substantially ready for itsintended use. Subsequent borrowing costs should be expensed off during the period in which they are incurred.(3) Time period of suspending capitalizationWhere the acquisition and construction or production of a qualified asset i

619、s interrupted abnormally and the interruption period lastsfor more than 3 months, the capitalization of the borrowing costs shall be suspended. The borrowing costs incurred during suchperiod shall be recognized as expenses, and shall be recorded into the profits and losses of the current period, til

620、l the acquisition andconstruction or production of the asset restarts. If the interruption is a necessary step for making the qualified asset under acquisitionand construction or production ready for the intended use or sale, the capitalization of the borrowing costs shall continue.When the qualifie

621、d asset under acquisition and construction or production is ready for the intended use or sale, the capitalization ofthe borrowing costs shall be ceased.(4) Calculation method of capitalization for borrowing costsTo the extent that funds are borrowed specifically for the purpose of acquiring or cons

622、tructing a qualifying asset, the amount ofborrowing costs eligible for capitalization on that asset is determined as the actual borrowing costs incurred on that borrowing duringthe period less any investment income on the temporary investment of the borrowing.To the extent that funds are borrowed ge

623、nerally and used for the purpose of acquiring or constructing a qualifying asset, the amountof borrowing costs eligible for capitalization shall be determined by applying a capitalization rate to the weighted average of excessof accumulated expenditures on qualifying asset over that on specific purp

624、ose borrowing. The capitalization rate is the weightedaverage of the borrowing costs applicable to the borrowings of the Company that are outstanding during the period, other thanborrowings made specifically for the purpose of acquiring or constructing a qualifying asset.86(3)Notes to the Financial

625、StatementsWuxi Little Swan Company Ltd. Year 201217. Intangible assets(1) Recognition of intangible assets：The intangible assets refer to the land-use right, patent, non-patent technology and software.Intangible assets are initially measured by their costs. Intangible assets purchased are booked at

626、the actual cost to purchase andrelative expenses.Intangible assets inputted by investors are booked at the contract or agreement price, but if the contract or agreement price is notfairly acceptable, it will be booked at fair value.In case the non-currency asset exchange is characteristic of commerc

627、ial substance and the fair values of received or delivered assetscan be reliably calculated, the book values of received intangible assets in the non-currency asset exchange will normally bedetermined based on the fair values of delivered assets, except that the accurate evidences indicate that the

628、fair values of receivedassets are more reliable. In case any non-currency asset exchange does not meet the above conditions, the book values of deliveredassets and the payable taxes will be deemed as the costs of received intangible assets. No profit and loss will be confirmed.In case the intangible

629、 assets are obtained by the liability restructure to write off the liabilities of debtors, their book values will bedetermined based on the fair values of this intangible asset.Expenditures incurred during the research phase of an internal project shall be recognized as expenses in the period in whi

630、ch they areincurred. Expenditures incurred during the development phase of an internal project shall be recognized as an intangible asset if, andonly if, the Company can demonstrate all of the following:The technical feasibility of completing the intangible asset so that it will be available for use

631、 or sale;Its intention to complete the intangible asset and use or sell it;The method that the intangible asset will generate probable future economic benefits. Among other things, the Company candemonstrate the existence of a market for the output of the intangible asset or the intangible asset its

632、elf or, if it is to be used internally,the usefulness of the intangible asset;The availability of adequate technical, financial and other resources to complete the development and to use or sell theintangible asset; Its ability to measure reliably the expenditure attributable to the intangible asset

633、 during its development.The use of the intangible products cycle more than 1 year.(2) Usage life and amortization of intangible assets：ItemsThe land-use rightsThe non-patent technologyExpected Useful LifeBeneficial yearsContract years or beneficial yearsAmortization MethodStraight-line methodStraigh

634、t-line methodImpairment provisions of intangible assets：Intangible assets without certain useful life are not amortized. They will be reconsidered in each accountingperiod, if strong evidence showing that the useful life became limited, then it will be estimated, and amortized onstraight basis.87Not

635、es to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012On the balance sheet date, the Company measures intangible assets according to the lower of book value andretrievable value, intangible asset impairment provisions shall be provided at the difference of retrievable valuelower than

636、the book value, and the corresponding impairment loss shall be recorded to current income account.Once intangible asset impairment losses are recognized, they will not be written back in successive fiscal periods.It has been replaced by other new technologies, and significantly decreased its ability

637、 to create economicinterests for the Company;The price fell sharply in current period, and is not expected to increase in its remaining amortization period;Over the time limit of legal protection, but still has some use-value； Other facts that prove the assets actually impaired.18. Long-term deferre

638、d expensesThe Company recognizes all expenses which have occurred during the period but shall be amortized beyond oneyear, such as improvement expenditures of operating leased fixed assets, as long-term deferred expenses. TheCompany amortizes long-term deferred expenses by straight-line method accor

639、ding to relevant beneficial periodsor its usage life, long-term deferred expenses are amortized in five years if its beneficial periods or usage life cantbe estimated.19. Expected liabilities(1) Recognition of expected liabilitiesWhen responsibilities occurred in connection to contingent issues, and

640、 all of the following conditions aresatisfied, they are recognized as expected liability in the balance sheet: This responsibility is a current responsibility undertaken by the Company; Execution of this responsibility may cause financial benefit outflow from the Company; Amount of the liability can

641、 be reliably measured.(2) Measurement of expected liabilitiesExpected liabilities are initially measured at the best estimation on the expenses to exercise the current responsibility, and theCompany shall give considerations to the relative risks, uncertainty, and periodic value of currency. When th

642、e periodic value ofcurrency is with major influence, then the best estimation will be determined at the discount of future cash outflow. The bookvalue of expected liability is revised at balance sheet day, and adjustment will be made to reflect current best estimation.20. Share-based payments and eq

643、uity instruments(1) Categories of share-based paymentsThe share-based payments shall consist of equity-settled share-based payments and cash-settled share-based payments.(2) The measures for the confirmation of the fair value of the equity instruments88Notes to the Financial StatementsWuxi Little Sw

644、an Company Ltd. Year 2012The fair value of the equity instruments shall be confirmed in accordance with Accounting Standards for EnterprisesNo.22-Recognition and Measurement of Financial Instruments.(3) The measures for the confirmation of the best estimate of the number of the equity instruments ab

645、out the exercisable rightWithin the vesting period, at each balance sheet date, the company makes a best estimate according to the after information aboutnumber of exercisable employees and revises the estimated number of the equity instruments about the exercisable right. At thevesting date, the fi

646、nal estimated number of the equity instruments about the exercisable right should be conformed to the actualnumber about the exercisable right21. Revenues(1) Sales of goodsWhen all of the following conditions are satisfied, the sales of goods are recognized as sales income according to the contract

647、amountreceived or receivable from the buyer:Main risks and rewards attached to the ownership of the goods have been transferred to the buyer;No succeeding power of administration or effective control is reserved which are usually attached toownership;Amount received can be reliably measured;Related

648、financial benefit may inflow to the Company;Relative costs, occurred or will occur, can be reliably measured;When collection of contract payment is by differed way, and practically with financing characters, salesincome shall be recognized at the fair value of the receivable contract amount.(2) Prov

649、iding of labor serviceLabor service started and completed in a same fiscal year is recognized as income at completion. If they are not in the same year, thenuse the estimation on percentage basis when it is possible. When the labor cost occurred is expectable to be covered, the labor serviceincome i

650、s recognized at the cost already occurred, and recorded to labor cost as well. When the labor cost occurred is not expectableto be covered, the cost will be recorded to current gain/loss account without recognizing as labor service income.(3) Demising of asset using rightsIncome is recognized when t

651、he financial benefit in connection with the demising of asset using right was receivedand the amount can be reliably measured.22. Government grantThe income approach for government grants, to retrieve expense or loss of the Company in further period, the government grants arerecognized as deferred i

652、ncome, and shall be recorded in profit and loss when that expense or loss occurred. To retrieve expense orloss of the Company in current period, the government grants shall be recorded directly in current profit and loss. If related assetswere disposed before using period ended, undistributed deferr

653、ed income shall be shift to current profit and loss at once.The Capital approach for government grants, the grant is recognized as deferred income when it is acquired. Since the related assetsachieve its intended using status, the deferred income is amortized and recognized in profit and loss during

654、 assets using period.23. Differed income tax assets/ differed income tax liabilitiesBased on the differences between the book values of assets and liabilities and taxation basis (for the items that have not been89Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012confirmed as th

655、e assets and liabilities, if their taxation basis may be determined in accordance with the taxation provisions, thedifference between such taxation basis and their book values will be applied), the deferred income tax assets or deferred income taxliabilities will be confirmed at the applicable tax r

656、ate during the expected periods of returning such assets or settling such liabilities.The Company will confirm the deferred income tax assets generated by the deductible temporary difference within the limit oftaxable income amount that may be obtained and used to deduct such difference. On the prep

657、aration date of balance sheet, if enoughevidences prove that the taxable income amounts that maybe probably obtained in the future periods may be used to deduct thedeductible temporary differences, they will be confirmed as the deferred income tax assets that have not been confirmed in theprevious a

658、ccounting periods.On the preparation date of balance sheet, the Company will recheck the book values of deferred income tax assets. If the taxableincome amounts cannot be obtained in the future periods to be used to deduct the benefits of deferred income tax assets, theCompany will reduce the book v

659、alues of deferred income tax assets. If there is great possibility to obtain enough taxable incomeamounts, the reduced amounts may be reversed.24. Hedging AccountingThe term hedging refers to one or more hedging instruments which are designated by the company for avoiding the risks of foreignexchang

660、e, interest rate, commodity price, stock price, credit and etc., and which is expected to make the changes in fair value or cashflow of hedging instrument(s) to offset all or part of the changes in the fair value or cash flow of the hedged item.The term hedging instrument shall refer to a derivative

661、 instrument which is designated by the company for hedging and by which itis expected that changes in its fair value or cash flow can offset the changes in fair value or cash flow of the hedged item. For ahedging of foreign exchange risk, a non-derivative financial asset or non-derivative financial

662、liability may be used as a hedginginstrument.The hedged items refer to items which make the company faced with changes in fair value or cash flow and are designated as thehedged objectives.For a hedging which satisfies all the following conditions, the company will deal with it through the hedging a

663、ccounting method.(1) At the commencement of the hedging, the company shall specify the hedging relationship formally and prepare a formal writtendocument on the hedging relationship, risk management objectives and the strategies of hedging.(2) The hedging expectation is highly efficient and meets th

664、e risk management strategy, which is confirmed for the hedgingrelationship by the company at the very beginning.(3) For a cash flow hedging of forecast transaction, the forecast transaction shall be likely to occur and shall make the companyfaced to the risk of changes in cash flow, which will ultim

665、ately affect the profits and losses.(4) The effectiveness of hedging can be reliably measured.(5) The hedging is highly effective in the accounting period in which the hedging relationship is designated.25. Change of main accounting policies and estimations(1) Change of accounting policiesNo change

666、of accounting policies occurred in the year.(2) Change of accounting estimationsNo change of accounting estimations occurred in the year.26. Correction of previous accounting faultsNo correction of previous accounting faults occurred in the report term.907%5%Note V. Taxation1. Operation tax and rate

667、Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012ItemsVATBusiness taxUrban maintenanceand constructionEducational feeCorporate incometaxFlood ControlSecurity FundLevee feeTax basisDeducting value added input tax.Operating revenuePayable circulating tax amountPayable circulatin

668、g tax amountPayable income tax amountOperating revenuePayable circulating tax amounttax rate17%5%25%or15%0.1%or0.06%2%2. NotesIn November of 2008, Hefei Royalstar Washing Machine Manufacture Co., Ltd. was filed as the high technologyqualification with the number GR200834000011. In March of 2009, the

669、 Company and Wuxi Little Swan GE Co.,Ltd were also filed as the high technology qualification, and the qualification number are GR200932000077 andGR200932000078. Wuxi Filin Electronics Co., Ltd. was qualified In May of 2009 and the qualification number isGR200932000397. Little Swan (Jingzhou) SanJin

670、 Electric Co., Ltd. was qualified in Nov of 2011 with thequalification number GR201142000211.Term of validity for this qualification is three years. The company and its subsidiaries Hefei Royalstar WashingMachine Manufacture Co., Ltd., Wuxi Little Swan GE Co., Ltd and Wuxi Filin Electronics Co., Ltd

671、. have passedthe review when the qualification expired. The company obtained the re-examination certificate with the numberof GF201232000096 in June 2012; Royalstar Washing Machine Manufacture Co., Ltd. obtained its re-examinationcertificate with the number of GF201134000043 in October 2011; Wuxi Li

672、ttle Swan GE Co., Ltd. obtained itsre-examination certificate with the number of GF201232000077 in May of 2012, and Wuxi Filin Electronics Co.,Ltd. obtained its qualification with the re-examination certificate GF GF201232000673 in August of 2012.According to document guoshuifa2008111 issued by Nati

673、onal Tax Bureau, and guoshuihan2008985, theCompany and its four subsidiaries, Hefei Royalstar Washing Machine Manufacture Co., Ltd., Wuxi Little SwanGE Co., Ltd, Wuxi Filin Electronics Co., Ltd and Little Swan (Jing Zhou) Electronic Appliances Co., Ltd., wereapproved to enjoy income tax rate 15%.91N

674、OTE VI：Business Combination and Consolidated Financial StatementsNotes to the Financial StatementsWuxi Little Swan Company Ltd. Year 20121.Subsidiaries(1) The subsidiaries obtained through establishment or investmentUnit：RMB(0000)OtherTheBalance of parentSubsidiariesCategoriesReg.Add.BusinessnatureR

675、egisteredcapitalBusiness scopePaid-incapitalessentialinvestments tothesubsidiariesShareholdingratio(%)proportionofvotingrightsIncludedinconsolidatedstatementsMinorityInterestDeductibleminorityinterestcompanys equityafter deducting thedifference that loss ofminority interestsexceed equityobtained by

676、minority(%)shareholdersWuxiLittleManufactureSwan GeneralElectricAppliancesHoldingsubsidiariesWuxiProduction2,800.00and sale ofwashingmachine and1,960.0070.0070.00Yes3,948.12Co. , Ltd.dryersWuxiLittleSwan DrivingHoldingDevelopment & ControlDevelopmentsubsidiaWuxiR&D500research ofDriving &450.0097.301

677、00.00Yes31.45TechnologyriesControlCo. , Ltd.92-Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012OtherTheBalance of parentSubsidiariesCategoriesReg.Add.BusinessnatureRegisteredcapitalBusiness scopePaid-incapitalessentialinvestments tothesubsidiariesShareholdingratio(%)proportio

678、nofvotingrightsIncludedinconsolidatedstatementsMinorityInterestDeductibleminorityinterestcompanys equityafter deducting thedifference that loss ofminority interestsexceed equityobtained by minorityManufactureand sales of(%)shareholdersWuxi FilinElectronicsCo. , Ltd.HoldingsubsidiariesWuxiProductionU

679、SD362.46computercontrolcomponents for1,962.0073.0073.00Yes6,138.69washingmachineManufactureWuxiLittleand sale ofSwanWashingMachine Co. ,HoldingsubsidiariesWuxiProduction4967.95commercialwashingmachine ,3,725.9699.9199.91Yes-3,803.95Ltd.dryers andspare parts93-Notes to the Financial StatementsWuxi Li

680、ttle Swan Company Ltd. Year 2012OtherTheBalance of parentSubsidiariesCategoriesReg.Add.BusinessnatureRegisteredcapitalBusiness scopePaid-incapitalessentialinvestments tothesubsidiariesShareholdingratio(%)proportionofvotingrightsIncludedinconsolidatedstatementsMinorityInterestDeductibleminorityintere

681、stcompanys equityafter deducting thedifference that loss ofminority interestsexceed equityobtained by minority(%)shareholdersWuxi MeitianRefrigeratorMarket Co.,Ltd.Jiangsu LittleSwanMarketing andSales Co. ,Ltd.Wuxi LittleSwan Import& Export Co. ,LtdHoldingsubsidiariesHoldingsubsidiariesHoldingsubsid

682、iariesWuxiWuxiWuxiTradingTradingImport &ExportUSD40041,950.006,500.00SalesrefrigeratorSaleshouseholdelectricalappliancesImportexportelectricmachineproductsofof&of2,484.0041,755.005,750.007599.6388.467599.6388.46YesYesYes-2,846.97-6,559.13-1,485.6494Notes to the Financial StatementsWuxi Little Swan C

683、ompany Ltd. Year 2012OtherTheBalance of parentSubsidiariesCategoriesReg.Add.BusinessnatureRegisteredcapitalBusiness scopePaid-incapitalessentialinvestments tothesubsidiariesShareholdingratio(%)proportionofvotingrightsIncludedinconsolidatedstatementsMinorityInterestDeductibleminorityinterestcompanys

684、equityafter deducting thedifference that loss ofminority interestsexceed equityobtained by minority(%)shareholdersP.T. LittleSwan PrimaIndustriesHoldingsubsidiariesMalaysiaTradingUSD100Manufacture ofwashingmachine and airconditioners422.4751.0051.00NoLittleSwanWholly-International(Singapore)ownedsub

685、sidiaSingaporeInvestmentUSD500InvestmentUSD500100.00100.00YesCo., Ltd.ryTianjin LittleSwan WashingMachine Co.,Ltd.Wholly-ownedsubsidiaryTianjinProduction20,000Manufacture ofwashingmachine20,000100.00100.00Yes95-(2) The subsidiaries obtained through business combination under common controlNotes to t

686、he Financial StatementsOtherWuxi Little Swan Company Ltd. Year 2012Balance of parentSubsidiariesCategoriesReg.Add.BusinessnatureRegisteredcapitalBusinessscopePaid-incapitalessentialinvestment totheTheproportionof holdingTheproportionof votingIncluded inconsolidatedMinorityInterestDeductibleminorityc

687、ompanys equityafter deducting thedifference that lossof minority interestsexceed equitysubsidiariesshares (%)rights (%)statementsinterestobtained byminorityshareholdersLittle Swan (JingWholly-oManufactZhou)ElectronicSanjinwnedJingzhouProduction1,107.02urewashingof1,186.94100.00100.00YesAppliancesCo.

688、, td.Hefei RoyalstarsubsidiarymachinesManufactWashing MachineManufacture Co.,HoldingsubsidiariHefeiProductionUSD13,552ure ofwashing83,096.2369.4769.47Yes46,102.04Ltd.esmachinesHefeiMideaHoldingManufactWashing MachinesubsidiariHefeiProduction2,000.00ureof2,000.0090.0090.00Yes206.47Manufacture Co.,esw

689、ashing96Notes to the Financial StatementsOtherWuxi Little Swan Company Ltd. Year 2012Balance of parentSubsidiariesCategoriesReg.Add.BusinessnatureRegisteredcapitalBusinessscopePaid-incapitalessentialinvestment totheTheproportionof holdingTheproportionof votingIncluded inconsolidatedMinorityInterestD

690、eductibleminoritycompanys equityafter deducting thedifference that lossof minority interestsexceed equitysubsidiariesshares (%)rights (%)statementsinterestobtained byminorityshareholdersLtd.machines972.3.4.5.Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Changing of consolid

691、ation scopea. L.S.M. Corporation (M) SDN BHD has been stopped operation for years; the full impairment of provisions for thecompany has been accrued and it has been excluded in the consolidated scope for years;The companies which are included or excluded from consolidation scope of the current perio

692、dNoneBusiness combination under common control occurred in the current periodNoneBusiness combination not under common control occurred in the current periodNoneNote VII：Notes to the items of consolidated financial statements (Uint: RMB yuan)1.Monetary fund(1) Items analysisUnit: yuanClosing yearOpe

693、ning yearItemsOriginalcurrencyExchangerateTranslated toRMBOriginalcurrencyExchangerateTranslated toRMBCash：RMBBank savings：RMB169,620.72169,620.721,292,956,596.281,139,055,658.75184,735.57184,735.571,880,762,967.001,651,624,526.87USDEUR22,185,864.08587,330.396.28558.3176139,449,248.674,885,179.2534,

694、251,584.611,632,175.276.30098.1625215,815,809.4813,322,630.65JPY130,960,172.000.0730499,566,509.61Othermonetary111,164,877.65534,502,648.67fundsRMB111,164,877.65532,881,216.33USDTotal1,404,291,094.65257,333.456.30091,621,432.342,415,450,351.24982.3.4.Notes to the Financial StatementsWuxi Little Swan

695、 Company Ltd. Year 2012Trading financial assetsUnit: yuanItemsDerivative financial assets - Forwardforeign exchange contractTotalClosing balance1,224,590.001,224,590.00Opening balance4,292,300.004,292,300.00Notes receivable（1） Categories of notes receivableUnit: yuanCategoriesBank acceptanceTotalClo

696、sing balance2,262,814,443.872,262,814,443.87Opening balance2,757,923,958.942,757,923,958.94(2) List of top five notes that have been endorsed to any other party by the Company but are notmatureUnit: yuanDrawerNanjing Purchasing center of SuningAppliance Co.,Ltd,Nanjing Purchasing center of SuningApp

697、liance Co.,Ltd,Changsha Tongcheng Holding Co.,LtdNanjing Purchasing center of SuningAppliance Co.,Ltd,Suzhou Suning Appliance Co.,Ltd,TotalDate of issue2012-11-122012-11-092012-09-282012-10-262012-08-15Maturity date2013-05-122013-05-092013-03-262013-04-262013-02-15Amount16,665,901.4110,000,000.008,0

698、00,000.007,811,491.917,647,524.4050,124,917.72Accounts receivable(1) Accounts receivable is categorized as:Unit: yuanClosing balanceOpening balanceCategoryBalanceBad debtsBalanceBad debtsAmount(%)Amount(%)Amount(%)Amount(%)Individually significantaccounts receivable onwhich the bad debt99Notes to th

699、e Financial StatementsClosing balanceWuxi Little Swan Company Ltd. Year 2012Opening balanceCategoryBalanceBad debtsBalanceBad debtsAmount(%)Amount(%)Amount(%)Amount(%)provisions are providedindividuallyAccounts receivable on which the bad debt provisions are provided by combinationsCombination 1: ac

700、cordingto account age761,867,357.1699.8739,668,452.505.21979,012,513.4699.8850,073,451.815.11Combination 2: accordingto accounts in the scopeof combination statementsSubtotal761,867,357.1699.8739,668,452.505.21979,012,513.4699.8850,073,451.815.11Accounts receivable whichare not individuallysignifica

701、nt, but still the bad1,005,623.680.131,005,623.681001,201,107.520.12751,107.7262.53debt provisions areprovided individuallyTotal762,872,980.8410040,674,076.185.33980,213,620.9810050,824,559.535.19There were no individually significant accounts receivable on which the bad debt provisions are provided

702、 individually in thereporting period.Individually significant accounts receivable on which the bad debt provisions are provided individually at the balance sheetdate Applicable Not ApplicableAccounts receivable on which the bad debt provisions are provided by combinations according to age Applicable

703、 Not ApplicableAging analysis for combination according to account age：Unit: yuanClosing balanceOpening balanceAgingBalanceBalanceAmount(%)Bad debtsAmount(%)Bad debtsWithin 1 year1-2 years2-3 years3-5 yearsOver 5yearsTotal752,659,402.92409,218.548,376,218.80258,000.40164,516.50761,867,357.1698.790.0

704、51.100.040.0210037,632,970.1540,921.851,675,243.76154,800.24164,516.5039,668,452.50960,988,170.2517,498,321.16103,505.15422,516.90979,012,513.4698.161.790.010.0410048,049,408.521,749,832.1220,701.03253,510.1450,073,451.81Accounts receivable on which the bad debt provisions are provided by combinatio

705、ns according to balance percentage method Applicable Not Applicable100(2)(4)Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Accounts receivable on which the bad debt provisions are provided by combinations with other methods Applicable Not ApplicableAccounts receivable which

706、are not individually significant, but still the bad debt provisions are provided individually at thebalance sheet date Applicable Not ApplicableAccounts receivable which are not individually significant, but still the bad debt provisions areprovided individuallyUnit：yuanItamsWuxi Shengchao petrochem

707、icalmetallurgical equipment accessories factoryPanasonic Home AppliancesRefrigerator(Wuxi) Co.,Ltd.Yanfeng Visteon Automotive Tooling Co.,Ltd.Shanghai Ruking Electronic Science &Technology Co., Ltd.Fujitsu General (Shanghai) Co., Ltd.WELCO TECHNOLOGY (SUZHOU)LIMITED (WTSZ)Yanfeng Visteon Betung Auto

708、motiveInstrumentation Co., Ltd.TotalBalance861,084.0276,255.5521,342.8615,564.1513,768.9812,146.165,461.961,005,623.68Bad debts861,084.0276,255.5521,342.8615,564.1513,768.9812,146.165,461.961,005,623.68(%)100100100100100100100-ReasonUncollectableUncollectableUncollectableUncollectableUncollectableUn

709、collectableUncollectable-Accounts receivables written off in current period:Unit:yuanAccountsNameNature ofreceivablesTime of written offAmount writtenoffReason ofwritten-offreceivable causedby relatedtransactionsMABE Mexico S de RL deCVLogistics Department ofPeoples Liberation ArmyGoods paymentGoods

710、 paymentOct. 2012Jun. 20121,535.0930,640.00UncollectibleUncollectibleNoNoTotal32,175.09(3) There was no accounts receivable due from shareholders with more than 5% (including 5%) of thevoting shares of the Company.The information list for the top 5 customers:Unit:yuanProportion to totalNamesRelation

711、shipAmountAgingaccountsReceivable (%)Midea (Singapore) Trading Co., Ltd.Retailer226,480,645.57Within 1 year29.691015.Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Purchasing centre ofSuning Appliance Co.,Ltd.UNIVERSAL EgyptTOSHIBA INTERNATIONAL PROCUREMENTHONG KONG,LTD.Yunn

712、an Midea Refrigeration ProductionSales Co., LtdTotalRetailerRetailerRetailerRetailer127,383,504.7444,619,195.3941,775,010.5032,010,836.22472,269,192.42Within 1 yearWithin 1 yearWithin 1 yearWithin 1 year16.705.855.474.2061.91(5) Details of accounts receivables from related partiesUnit: yuanProportio

713、n to totalNamesRelationshipAmountaccountsReceivable (%)Midea (Singapore) Trading Co., Ltd.PT. Midea Planet IndonesiaMIDEA SCOTT & ENGLISH SDN BHDHefei Hualing Co., Ltd.MIDEA ITALIA S.R.L.Under control ofstockholders of the companyUnder control ofstockholders of the companyUnder control ofstockholder

714、s of the companyUnder control ofstockholders of the companyUnder control ofstockholders of the companyholdingholdingholdingholdingholding226,480,645.579,162,679.1312,244,315.71461,954.29706,673.2529.691.201.610.060.09Little Swan (JingAppliances Co., Ltd.Zhou)Electronic Under control ofstockholders o

715、f the companyholding55,579.280.01Hefei Royalstar Refrigerator Co., Ltd.Under control ofstockholders of the companyholding31,541.57Hefei Midea RoyalstarCo. , Ltd.TotalRefrigerator Under control ofstockholders of the companyholding12,005.81249,155,394.6132.66Other receivables(1) category analysis:Clos

716、ing balanceOpening balanceCategoryBalanceBad debtsBalanceBad debtsAmount(%)Amount(%)Amount(%)Amount(%)Individually significantother receivables onwhich the bad debtprovisions are providedindividually102Notes to the Financial StatementsClosing balanceWuxi Little Swan Company Ltd. Year 2012Opening bal

717、anceCategoryBalanceBad debtsBalanceBad debtsAmount(%)Amount(%)Amount(%)Amount(%)Other receivables on which the bad debt provisions are provided by combinationsCombination 1:according to account21,500,115.4298.984,515,597.9321.0018,288,490.7898.812,740,043.2814.98ageCombination 2:according to account

718、sin the scope ofcombinationstatementsSubtotal21,500,115.4298.984,515,597.9321.0018,288,490.7898.812,740,043.2814.98Other receivableswhich are notindividually significant,but still the bad debt221,066.341.02221,066.34100221,066.341.19221,066.34100provisions are providedindividuallyTotal21,721,181.761

719、004,736,664.2721.8118,509,557.121002,961,109.6216.00Categories of other receivablesThere were no individually significant other receivables on which the bad debt provisions are provided individually in thereporting period.Individually significant other receivables on which the bad debt provisions ar

720、e provided individually at the balance sheetdate Applicable Not ApplicableOther receivables on which the bad debt provisions are provided by combinations according to age Applicable Not ApplicableAging analysis for combination according to account age：Closing balanceUnit yuanOpening balanceAgingBala

721、nceBalanceAmount(%)Bad debtsAmount(%)Bad debtsWithin 1 year1-2 years2-3 years3-5 yearsOver 5yearsTotal12,717,942.28782,868.302,638,772.315,217,182.53143,350.0021,500,115.4259.153.6412.2724.270.67100635,897.1278,286.83527,754.463,130,309.52143,350.004,515,597.9312,046,610.072,968,361.21336,837.632,90

722、7,931.8728,750.0018,288,490.7865.8716.231.8415.900.16100606,818.71292,347.9267,367.531,744,759.1228,750.002,740,043.28103Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Other receivables on which the bad debt provisions are provided by combinations according to balance percen

723、tage method Applicable Not ApplicableOther receivables on which the bad debt provisions are provided by combinations with other methods Applicable Not ApplicableOther receivables which are not individually significant, but still the bad debt provisions are provided individually at thebalance sheet d

724、ate Applicable Not ApplicableOther receivables which are not individually significant, but still the bad debt provisions areprovided individuallyUnit: yuanItamsQingdao Bi Qin Electrical Co., Ltd.Wuxi Jitong electrical and Mechanical TechnologyDevelopment Co., Ltd.Wuxi Dongcheng Plastic & Metal Co. ,

725、 Ltd.Emerson Appliance Technology ( Shenzhen ) Co., Ltd.Wuxi Xishan Hengfeng Paper Co., Ltd.Wuxi Peng Pengde auto parts Co. , Ltd.Wuxi Ruilong Printing Co., Ltd.Wuxi Second Plastic Factory Co. , Ltd.Taizhou Yongsheng Color Printing Packaging Co. , Ltd.Wuxi Wanji Washing Machine Parts Co. , Ltd.Total

726、Balance126,359.5040,780.0030,100.0615,586.022,287.002,136.102,000.001,074.66500.00243.00221,066.34Bad debts126,359.5040,780.0030,100.0615,586.022,287.002,136.102,000.001,074.66500.00243.00221,066.34(%)100100100100100100100100100100100ReasonUncollectaUncollectaUncollectaUncollectaUncollectaUncollecta

727、UncollectaUncollectaUncollectaUncollecta(2) Other receivables written off in current period:Unit:yuanNameNature ofreceivablesTime of written offAmount writtenoffReason ofwritten-offOther receivablescaused by relatedtransactionsChangzhou DikaBen Electrical Co.,Other receivablesOct. 2012126,000.00Unco

728、llectibleNoLtd.Total126,000.00(3) There were no account receivables due from shareholders with more than 5% (including 5%) of thevoting shares of the Company.(4) The information list for the top 5 customers:Unit:yuanProportion toNamesRelationshipAmountAgingtotal accountsReceivable (%)Hefei High-tech

729、 Industrial DevelopmentZone, the National Treasury paymentcenterGovernmentdepartment1,000,000.002-3 years4.601046.Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Wuxi China Resources Gas Co., Ltd.Huang QingqingHefei Labor and Social Security BureauLiu JufengTotalCooperationpa

730、rtnerEmployee of thecompanyGovernmentdepartmentEmployee of thecompany-784,300.30633,000.00529,500.00399,000.003,345,800.30Within 1 yearWithin 1 year2-3 yearsWithin 1 year-3.612.912.441.8415.40Advances to the supplier(1) Aging analysis：Unit: yuanClosing balanceOpening balanceAging structureWithin 1 y

731、ear1-2 years2-3 yearsOver 3 yearsTotalAmount88,507,679.478,131,834.74548,920.0097,188,434.21Proportion（%）91.078.370.56100Amount240,224,053.719,071,326.54756,600.00250,051,980.25Proportion（%）96.073.630.30100The advances to the supplier aging over one year is mainly the advances to supplier for projec

732、ts and equitments.(2) Details of the prepayments of the top 5 suppliers are as follows.NameSales Branch of PETRO CHINACOMPANY LIMITED in East ChinaBeijing Zhongtian Riyue Advertising Co.,Ltd.Yanshan Sales Branch of SINOPECR Sumitomo Chemical Asia Pte LtdBasell Co., Ltd.RelationshipSupplierAdvertisin

733、gcompanySupplierSupplierSupplierAmount22,998,950.0017,591,093.008,741,702.288,484,565.856,406,870.93AgingWithin 1yearWithin 2yearWithin 1yearWithin 1yearWithin 1yearReason ofoutstandingAdvance paymentfor materialsServices notprovidedAdvance paymentfor materialsAdvance paymentfor materialsAdvance pay

734、mentfor materialsTotal64,223,182.06(3) There was no accounts receivable due from shareholders with more than 5% (including 5%) of thevoting shares of the Company.105(2)8.9.Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 20127.Inventory(1) CategoryUnit:yuanItemsClosing balanceOpen

735、ing balanceNet bookBalanceBad debtsNet book valueBalanceBad debtsvalueRaw materialsProduct inprocessFinished goodsin stock51,824,769.9010,576,555.01916,584,493.31717,694.8525,520,262.6951,107,075.0510,576,555.01891,064,230.6268,401,547.1122,713,702.97746,889,129.824,846,662.22763,423.7622,993,564.94

736、63,554,884.8921,950,279.21723,895,564.88Total978,985,818.2226,237,957.54952,747,860.68838,004,379.9 0 28,603,650.92809,400,728.98 Change of inventory impairment provisionsUnit:yuanProvided inDecreased this yearCategoryOpening balancecurrent yearWritten backWritten offClosingbalanceRaw materialsProdu

737、ct inprocessFinished goods instockTotal4,846,662.22763,423.7622,993,564.9428,603,650.92147,252.4410,741,142.5410,888,394.984,276,219.81763,423.768,214,444.7913,254,088.36717,694.8525,520,262.6926,237,957.54Other current assetUnit:yuanItemsBank financial productsDeferred expenses-MoldsTotalClosing ba

738、lance1,171,940,000.0029,231,819.721,201,171,819.72Opening balance112,052,669.26112,052,669.26Sellable financial assets（1）CategoryUnit:yuan106Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012CategoriesSellable equity instrument investmentWuhan Huaxin Hi-Tech Co. , Ltd.（400038）T

739、otalClosing balance286,944.00286,944.00Opening balance284,592.00284,592.0010. Co-operative & Joint-operative subsidiaries investmentsUnit:yuanInvested partyThe Thecompan compays nysshare votingproporti rightson (%) (%)Total assetsat the end ofyearTotalliabilities atthe end ofyearTotal netassets at t

740、heend of yearTotaloperatingrevenue ofcurrentyearNet profitof currentyearJoint operativeGuangzhouAntaida Material202020,500,662.694,071,408.6916,429,254.008,819,651.49-715,004.75Distribution Co.107Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 201211. Long-term equity investment(

741、1) List of long-term equity investmentNote forCompanyMethodAmount ofInitialinvestmentOpeningbalanceIncrease/DecreaseClosingbalanceProportions ofshareholding (%)Proportionsofvotingrights (%)differencebetweenproportions of votingrights andshareholdiProvision forimpairmentImpairmentprovided incurrent y

742、earCash dividendsin current yearng ratioGuangzhouAntaida MaterialDistribution Co.Equity2,000,000.003,428,851.75-143,000.953,285,850.802020P.T. Little SwanPrima Industries(Malaysia)Hengtai InsuranceBrokers Ltd.CostCost4,224,744.001,000,000.001,000,000.001,000,000.00513.33513.334,224,744.0055,000.00Su

743、zhou PeoplesShopping Centre(150000 shares)Bank of Jiangsu(2202564 shares)CostCost150,000.001,100,000.00150,000.001,210,000.00150,000.001,210,000.0040,000.00246,810.24InnerMongoliaBaotouDepartment StoreCost50,000.0050,000.0050,000.00Co., Ltd.Total8,524,744.005,838,851.75-143,000.955,695,850.804,224,7

744、44.00341,810.24108Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 201212. Investment Real Estate（1）Investment property measured at costUnit: yuanItemOpening balanceIncreaseDecreaseClosingbalance1.Total of CostProperty and buildings2. Total of deprivation andamortizationProperty a

745、nd buildings3.Total of net book valueProperty and buildings4. Total of carryingamount:Property and buildings6,948,011.116,948,011.111,705,063.631,705,063.635,242,947.485,242,947.485,242,947.485,242,947.48193,446.75193,446.75-193,446.75-193,446.75-193,446.75-193,446.756,948,011.116,948,011.111,898,51

746、0.381,898,510.385,049,500.735,049,500.735,049,500.735,049,500.73Unit: yuanAmonutDepreciation and amortization accrued in current year193,446.7513. Fixed assets(1) Details:Unit： yuanItemOpening balanceIncreaseDecreaseClosingbalance1.Total of Cost:Among which： Propertyand buildingsMachineriesVehiclesE

747、lectronic and otherequipment1,773,575,819.51815,492,151.98845,108,028.6424,790,333.5688,185,305.3352,027,706.3718,328,909.7824,100,931.822,707,749.336,890,115.4454,412,026.291,375,071.3847,076,443.751,119,573.074,840,938.091,771,191,499.59832,445,990.38822,132,516.7126,378,509.8290,234,482.68Opening

748、 balanceIncreaseAccrued in currentyearDecreaseClosingbalance2.Total of depreciation ：Among which： Propertyand buildingsMachineries382,756,933.7084,359,978.23246,699,298.80118,223,455.5430,379,678.9868,809,379.5543,392,411.98217,974.3938,927,899.96457,587,977.26114,521,682.82276,580,778.39VehiclesEle

749、ctronic and otherequipment8,232,096.4843,465,560.194,580,824.8514,453,572.16713,071.133,533,466.5012,099,850.2054,385,665.85109-Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Opening balanceClosingbalance3.Total of the net bookvalue：Among which： Propertyand buildingsMachiner

750、iesVehiclesElectronic and otherequipment4.Total of provisions forimpairment lossAmong which： Propertyand buildingsMachineriesVehiclesElectronic and otherequipment5.Total of carrying amount:Among which： Propertyand buildingsMachineriesVehiclesElectronic and otherequipment1,390,818,885.81731,132,173.7

751、5598,408,729.8416,558,237.0844,719,745.1425,486,225.4814,229,192.098,017,255.21400,745.052,839,033.131,365,332,660.33716,902,981.66590,391,474.6316,157,492.0341,880,712.011,313,603,522.33717,924,307.56545,551,738.3214,278,659.6235,848,816.8316,304,996.0215,098,707.55776,585.5524,351.50405,351.421,29

752、7,298,526.31702,825,600.01544,775,152.7714,254,308.1235,443,465.41Depreciation of the current period is RMB 118,223,455.54.The original carrying amount of fixed assets transferred from construction-in-progress during currentperiod is RMB2,883,924.42.14. Construction in progress(1) Details:Closingbal

753、anceOpening balanceImpaiItemsAmountImpairmentprovisionCarryingamountAmountrmentprovisCarryingamountionSpinning washing machinePlant Foundation Project inTianjinTotal5,533,291.005,533,291.005,533,291.005,533,291.00110Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012(2) Changes

754、of main construction in process:Unit： yuanPropo ConstruCapitalizrtionctionationof progressratio ofProjectBudgetOpening Increasedbalance this yearTransferredtofixedassetthisyearcurrentinvestmentin theconstructionOtherdecreased thisyearAggregateamountofinterestcapitalizedIncl.Amountofinterestcapitaliz

755、ationcurrentperiod(%)CapitalsourceClosingbalanceto thebudgetSpinningwashingmachinePlantFoundation7,617,600.005,533,291.0072.64100%Salf-raised5,533,291.00Project inTianjinTotal7,617,600.005,533,291.005,533,291.00(3) Impairment provision for construction in progressUnit: yuanItemOpening balanceIncreas

756、eDecreaseClosingbalanceReason for providingimpairment provisionsThe land and buildings onSpinning washingthe ground have beenmachine PlantFoundation Project5,533,291.005,533,291.00returned to localgovernment at the price ofin Tianjinthe original land grant afterthe balance sheet date.Total5,533,291.

757、005,533,291.00（4）Details of construction progressItemSpinning washing machine PlantFoundation Project in TianjinConstruction progressAlmost finishedNoteConstruction of Tianjin industrial Park hasbeen suspended111Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 201215. Intangible a

758、ssets(1) Details of intangible assetsUnit: yuanProjectOpening balanceIncreased this yearDecreased this yearClosingbalance1.Total of intangible assetsCostLand use rightNon-patented technologySoftware2.Total of amortization ：Land use rightNon-patented technologySoftware3.Total of the net bookvalue：Lan

759、d use rightNon-patented technologySoftware4.Total of provisions forimpairment lossLand use rightNon-patented technologySoftware5.Total of carrying amount:Land use rightNon-patented technologySoftware347,534,249.75343,859,928.191,992,000.001,682,321.5630,674,233.6727,720,807.361,842,600.001,110,826.3

760、1316,860,016.08316,139,120.83149,400.00571,495.25316,860,016.08316,139,120.83149,400.00571,495.253,716,499.753,716,499.757,679,470.847,256,527.52149,400.00273,543.32-3,962,971.09-3,540,027.77-149,400.00-273,543.32466,425.80466,425.80-4,429,396.89-4,006,453.57-149,400.00-273,543.324,043,414.084,043,4

761、14.08326,914.33326,914.333,716,499.753,716,499.753,716,499.753,716,499.75347,207,335.42343,533,013.861,992,000.001,682,321.5638,026,790.1834,650,420.551,992,000.001,384,369.63309,180,545.24308,882,593.31297,951.93466,425.80466,425.80308,714,119.44308,416,167.51297,951.93Amortization of the current p

762、eriod is RMB 7,679,470.8416. Long-term deferred expensesUnit: yuanProjectMoldingsIT consulting feeExpenditure onleaseholdOpening balance46,671,803.434,762,160.261,320,894.74Increased thisyear7,070,940.35933,368.88Amortization29,770,367.982,478,173.20565,039.10Otherdecrease215,669.51Closing balance23

763、,756,706.293,217,355.94755,855.64Reasons for otherdecreaseTransferred in toother current assets112improvementsNotes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Total52,754,858.438,004,309.2332,813,580.28215,669.5127,729,917.8717. Deferred income tax assets/deferred income tax l

764、iabilities（1）Deferred income tax assets and deferred income tax liabilities are listed before offsetConfirmed deferred tax assets and deferred tax liabilitiesUnit: yuanProjectDeferred tax assetsAsset impairment provisionPayroll and dismissal expensesAccrued expensesInternal unrealized profitsProvisi

765、ons for foreseeable liabilitiesClosing balance10,841,379.056,335,180.7569,848,344.209,669,597.272,106,204.21Opening balance13,848,685.407,208,346.0575,474,152.063,653,800.803,022,895.56Deferredrevenue(government190,770.00236,730.00subsidies)Investment differencesTotalDeferred tax liabilitiesValuatio

766、n of trading financialinstrumentsChanges in fair value of sellablefinancial assets which are accountedinto capital surplusTotal1,317,443.38100,308,918.86183,688.5027,996.60211,685.101,317,443.38104,762,053.25643,845.0027,643.80671,488.80Unconfirmed deferred tax assetsUnit: yuanItemsDeductible tempor

767、ary differencesDeductible lossTotalClosing balance21,677,550.5656,550,772.0978,228,322.65Opening balance15,607,860.9083,451,798.6499,059,659.54113Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Details of taxable differences and deductible differencesUnit: yuanAmount of tempo

768、rary differenceItemsTaxable differencesClosing balanceOpening balanceValuation of trading financial instrumentsChanges in fair value of sellable financial assetsSubtotalDeductible differencesAsset impairment provisionPayroll and dismissal expensesAccrued expensesInternal unrealized profitsForeseeabl

769、e liabilitiesDeferred revenue (government subsidies)Investment differencesSubtotal1,224,590.00186,644.001,411,234.0072,244,281.4942,234,538.30465,655,628.0564,463,981.8114,041,361.411,271,800.008,782,955.88668,694,546.944,292,300.00184,292.004,476,592.0092,267,684.6548,055,640.35503,161,013.7024,358

770、,671.9720,152,637.081,578,200.008,782,955.88698,356,803.6318. Provisions for impairment lossUnit: yuanItemOpening balanceIncreased thisyearDecreased this yearWritten back Written offClosing balance1. Provision for bad debts22.Provision for impairment ofnventories53.Provision for impairment ofong-ter

771、m equity investments74.Total provision for impairmentof fixed assets95.Provision for impairment ofconstruction in process6.Provision for impairment ofintangible assets53,785,669.1528,603,650.924,224,744.0025,486,225.481,999,315.0110,888,394.985,533,291.00466,425.8010,216,068.62158,175.0913,254,088.3

772、69,181,229.4645,410,740.4526,237,957.544,224,744.0016,304,996.025,533,291.00466,425.80Total112,100,289.5518,887,426.7910,216,068.62 22,593,492.9198,178,154.81114(1)(1)(2)19. Short-term loansCategories of Short-term loans：Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Pledge

773、loanCategoryTotalClosing balanceOpening balance6,961,486.366,961,486.36The pledge loan at the opening balance is RMB 6,961,486.36, which is pledged by the companys cash deposit of RMB7,090,000.00.20. Notes payableCategoryBank acceptanceTotalClosing balance1,003,090,693.951,003,090,693.95Opening bala

774、nce1,539,319,483.441,539,319,483.44The amount due in the next accounting period of RMB1,003,090,693.95 .21. Accounts payableDetails of accounts payableAging(year)Within 1 year1 -2 years2-3 years3-5 yearsOver 5 yearsTotalClosing balance2,044,635,160.0747,405,124.519,750,315.0315,836,998.9512,351,984.

775、742,129,979,583.30Opening balance2,732,569,705.5239,885,209.6118,043,425.8617,016,288.797,973,541.602,815,488,171.38Details of payables related to the shareholders holding over 5 percent stocks:There were no accounts payable due to shareholders with more than 5% (including 5%) of the votingshares of

776、 the Company.(3) Note for the accounts payable with the age of over one yearThe amount of accounts payable with the age of over one year at the balance sheet date is RMB 85.34million. The long term accounts payable are mainly composed by unpaid equipment and materialamount dues.115(2)22. Advance fro

777、m customersNotes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012(1)Aging analysis：ItemsWithin 1 year1-2 years2-3 years3-5 yearsOver 5 yearsTotalClosing balance770,534,048.237,213,629.281,928,106.7212,450,147.6112,315,711.00804,441,642.84Opening balance457,067,857.842,418,192.188,3

778、45,151.207,470,342.5410,452,506.04485,754,049.80Details of advance related to the shareholders holding over 5 percent stocks:There was no advance from customers due from shareholders with more than 5% (including 5%) of the voting shares of theCompany.(3) Note for the advance from customers with the

779、age of over one yearThe amount of advance from customers with the age of over one year at the balance sheet date is RMB33.91 million. The long-term advance from customers are mainly composed by the pending accountsreceived.23. Employees wage payableUnit：yuanItemsOpening balanceIncreaseDecreaseClosin

780、g balance1.Wage, bonus,allowance and59,019,889.96378,556,948.48379,440,324.0258,136,514.42subsidies2.Employee welfare3.Social insurance4.Housing fund5.Trade union and3,865,587.7710,514,172.975,347,178.363,941,653.6341,201,638.4656,068,393.5317,179,726.326,192,249.4240,844,708.3958,785,294.4816,364,9

781、89.446,324,009.274,222,517.847,797,272.026,161,915.243,809,893.78education6.Compensations forcancellation of thelabor relationship52,792,171.577,064,937.5414,082,559.3245,774,549.79with employeesTotal135,480,654.26506,263,893.75515,841,884.92125,902,663.09At the balance sheet date, the total amount

782、of trade union and education are RMB3,809,893.78, amount of compensations forcancellation of the labor relationship with employees is RMB 45,774,549.79. There is no non-monetary welfare benefits payable at the balance sheet date.The accrued wages payable at the end of current period has been complet

783、ely paid in January of 2013.116of(1)Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 201224. Tax payableUnit: yuanItemsVATBusiness taxEnterprise income taxPersonal income taxUrban maintenance and construction taxProperty taxLand using taxStamp taxEducation surtaxHousehold electric

784、al appliances recycling fundOther taxesTotalClosing balance-59,759,954.011,930,713.1338,520,975.001,541,484.10131,494.231,376,460.23350,261.21498,728.40106,658.879,612,869.001,869,261.43-3,821,048.41Opening balance-75,048,177.292,013,293.6063,401,496.70281,459.641,998,223.921,897,977.501,959,774.347

785、21,059.671,372,998.322,865,776.811,463,883.2125. Dividends payableUnit: yuanReason of unpaid overNamesClosing balanceOpening balance1 yearOther corporaterestricted sharesshareholders3,710,206.212,838,070.21Unable to pay26. Other payablesAging analysis of other payablesUnit:yuanWithin 1year1 -2years2

786、-3years3-5yearsOver 5yearsItemClosing balance39,791,570.0917,330,598.415,188,603.807,999,362.701,416,217.37Opening balance128,170,235.1422,787,614.918,593,080.062,291,622.533,562,718.52117(2)28.Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Total71,726,352.37165,405,271.16Li

787、st of other payables due to shareholders with more than 5% (including 5%) of the voting shares of the Company.Unit: yuanNameGD Midea Holding Co., Ltd.TotalClosing balanceOpening balance390,636.00390,636.00(3) Note for other payables aging more than one yearOther payables ageing more than one year we

788、re mainly composed of suspended temporary receipts andunpaid payables.(4) Details of other payables in large amountThe other payables in large amount are temporary deposits27.Estimated liabilitiesUnit: yuanItemQuality guarantee payablesCompensation for suppliersOpening balance18,953,235.001,199,402.

789、08Increase2,242,048.57334,452.02Decrease7,153,922.161,533,854.10Closing balance14,041,361.41inventory lossTotal20,152,637.082,576,500.598,687,776.2614,041,361.41The washing machines produced by subsidiary of the company, Wuxi Little Swan General Electric Co., Ltd., are mainly soldto the United State

790、s and other foreign markets. Overseas sale of these washing machines involves the two kinds of risks:1)The insurance company may only afford an insufficient compensation when the quality problems take place, and 2) there is arisk of liability for damages when the failure rate is higher than FCR stip

791、ulated in the contract with General ElectricCompany. As of December 31, 2012, the company has estimated a risk loss of RMB 14,041,400 for the sold products.Specific purpose account payableUnit: yuanItemrelocation compensationTotalClosing balance2,607,427.302,607,427.30Opening balance118Notes to the

792、Financial StatementsWuxi Little Swan Company Ltd. Year 2012Specific purpose account payable at the balance sheet date was the relocation compensation gained by thecompanys share-holding subsidiary Wuxi Filin Electronics Co., Ltd. from the resettlement office of WuxiNew District Xinan Street. They co

793、nducted a land exchange due to the need of urban planning and theresettlement office offered a compensation for original buildings on the ground.29. Other non-current liabilitiesUnit: yuanItemFunding for innovation capacity of the NationalEnterprise Technology CenterSubsidies for substations improve

794、mentProvincial financial fund for guidance of modernservice industry developmentMunicipal “international scientific andtechnological cooperation projects” fundProvincial technology trading fundSupport fund for service outsourcing of growingenterpriseWuxi New District Administrative CommitteeFinance

795、Bureau fundsTotalClosing balance600,000.00327,800.00344,000.001,271,800.00Opening balance1,200,000.00378,200.00396,800.00300,000.00500,000.00750,000.003,096,250.006,621,250.0030. Share capitalUnit: yuanIncrease/Decrease (+/-)Opening balanceIssuingnewBonussharesSharestransferred fromcapital surplusOt

796、hersSubtotalClosing balancesharesTotal shares632,487,764.00632,487,764.0031. Capital surplusUnit: yuanItemShare premiumCapital surplus of the originalOpening balance1,055,182,718.5739,179,385.00IncreaseDecreaseClosing balance1,055,182,718.5739,179,385.00system transferred inLoss/profit from change o

797、f fair156,648.201,999.20158,647.40119-valueNotes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Provision of equity investmentShare paymentTotal1,638,562.741,096,157,314.5133,250,000.0033,251,999.201,638,562.7433,250,000.001,129,409,313.71Of the increase of capital surplus during

798、this year, RMB1,999.20 was caused by gain from change of fair value of sellablefinancial assets, RMB33,250,000 was caused by the share payment Midea Group implemented to senior management of thecompany in current year.Details of share payment: During the reporting period，Midea Group Co., Ltd. implem

799、ented an equity incentive plan to thesenior management of the Group and its subsidiaries. Under the plan, Midea Holding Co. , Ltd. transferred its share ofproperty of Ningbo Meisheng equity investment partnership enterprise (limited partnership) to the related employees.Ningbo Meisheng equity invest

800、ment partnership enterprise held 3%, 30million shares, of the stock of Midea Group Co., Ltd.in total.On Nov.22th 2012, Midea Holding Co. , Ltd. signed the agreement for the transfer of the share of the property withmembers of senior management of the company, including Chai Xinjian, Yin Bitong, Fu W

801、ei, and Mao Zhiliang. Accordingto this agreement, Midea Holding Co. , Ltd.transferred its 6.3333% share of property of Ningbo Meisheng equity investmentpartnership enterprise (limited partnership) to senior management of the company.32. Surplus reservesUnit: yuanItemLegal reserveTotalOpening balance

802、249,433,912.28249,433,912.28Increase21,183,336.6521,183,336.65DecreaseClosing balance270,617,248.93270,617,248.9333. Retained earningsExtraction or allocationItemAmountsproportionBefore adjustmentRetained earnings at the end of last year1,465,610,508.78Adjusted retained earnings at the beginning of

803、the year1,465,610,508.78120-Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Plus: Net profit attributable to parent company transferred in338,387,680.99Less: Appropriation of statutory surplus reserveCommon share dividend payableRetained earnings at the end of the year21,183,

804、336.65126,497,552.801,656,317,300.3210%34. Operational turnover and costs（1）Operational turnover and costsUnit: yuanItemsMain business incomeOther operating incomeOperation costOccurred this year6,163,266,557.05736,597,369.765,339,914,557.98Occurred last year9,649,015,514.681,326,606,189.849,153,133

805、,555.97（2）Main operation（Categorize by industries）Unit: yuanName of industryOccurred this yearOccurred last yearOperating revenueOperating costOperating revenueOperating costHousehold appliancesmanufactureOthersTotal6,163,266,557.056,163,266,557.054,717,192,015.964,717,192,015.969,635,208,564.7013,8

806、06,949.989,649,015,514.687,939,708,858.0513,083,309.207,952,792,167.25（3）Main operation（Categorize by products）Unit: yuanName of productsOccurred this yearOccurred last yearOperating revenueOperating costOperating revenueOperating costWashing machinesOther goodsTotal6,163,266,557.056,163,266,557.054

807、,717,192,015.964,717,192,015.969,635,208,564.7013,806,949.989,649,015,514.687,939,708,858.0513,083,309.207,952,792,167.25（4）Main operation（Categorize by regions）Unit: yuanName of regionsOccurred this yearOccurred last yearOperating revenueOperating costOperating revenueOperating cost121Notes to the

808、Financial StatementsWuxi Little Swan Company Ltd. Year 2012HomelandOther countriesTotal4,131,737,749.772,031,528,807.286,163,266,557.052,785,735,439.421,931,456,576.544,717,192,015.967,408,801,707.322,240,213,807.369,649,015,514.685,742,172,092.362,210,620,074.897,952,792,167.25（5）Turnover from top

809、5 clients:Unit: yuanName of customersMidea (Singapore) Trading Co., Ltd.Nanjing Purchasing center of Suning ApplianceCo.,Ltd,Guizhou Midea Refrigeration Production SalesCo., Ltd.UNIVERSAL, EgyptTOSHIBAINTERNATIONALPRTotalMain business income1,088,619,499.50442,122,911.45137,786,041.24169,855,382.471

810、39,778,173.161,978,162,007.82Proportion to the whole operationalturnover of the company (%)15.786.412.002.462.0228.6735. Business tax and surchargeUnit: yuanItemsBusiness taxCity maintenance and constructiontaxEducation surtaxLocal feeTotalOccurred this year452,161.8317,517,312.7712,512,365.5730,481

811、,840.17Occurred last year117,960.5113,306,679.398,669,567.88341,688.3522,435,896.13Tax baseTaxable revenueTurnover taxTurnover tax36. Selling expensesUnit: yuanItemsEmployee paymentShipping and handling expensesTravelling expensesLeasing expensesInstallation costSpare and accessory partsMaintenance

812、costsAdvertising & promotion feesOccurred this year69,087,909.41263,884,652.6620,242,094.6498,471,959.3127,793,165.1021,319,907.1648,393,831.50233,637,297.55Occurred last year21,015,238.07355,888,060.172,522,396.0786,789,426.13600,100.007,153,661.8039,149,693.69316,652,673.48122ItemNotes to the Fina

813、ncial StatementsWuxi Little Swan Company Ltd. Year 2012OthersTotal57,729,665.20840,560,482.5364,264,165.41894,035,414.8237. G&A expensesUnit: yuanItemsEmployee paymentDepreciationWater & electricity feesQuality lossProperty taxProduct certification feeShare paymentOthersTotalOccurred this year131,78

814、2,669.3020,799,637.7710,401,122.6913,804,451.227,827,164.549,277,378.0433,250,000.00104,244,437.40331,386,860.96Occurred last year158,798,455.9619,582,542.235,927,036.2210,660,149.608,240,607.908,704,416.60161,401,999.35373,315,207.8638. Financial expensesUnit: yuanItemsInterest expensesInterest inc

815、omeExchange lossesCommission chargeTotalOccurred this year8,783,561.97-24,171,770.049,292,368.643,043,476.19-3,052,363.24Occurred last year10,987,739.4347,083,684.4931,172,114.973,905,552.17-1,018,277.9239. Gains from changes in fair valuesUnit: yuanOccurred this yearOccurred last yearTrading financ

816、ial assetsTotal-3,067,710.00-3,067,710.00-3,486,333.32-3,486,333.3240. Investment income(1) Details of investment incomeUnit: yuan123Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012ItemsLong-term equity investment gains oncost basis cash dividends from non-subsidiariesLong-te

817、rm equity investment gains on equity basisGains from disposal of long-term equity investmentInvestment gains from holding of trading financialassets, etc.OtherTotalOccurred this year341,810.24-143,000.956,782,220.0048,641,661.1155,622,690.40Occurred last year55,000.00-298,934.0345,306,566.9132,308,9

818、41.4077,371,574.28(2) Long-term equity investment gains on cost basisUnit: yuanName of InvesteeHengtai Insurance Brokers Co., Ltd.Suzhou Peoples Shopping CentreBank of JiangsuTotalOccurred this year55,000.0040,000.00246,810.24341,810.24Occurred last year25,000.0030,000.0055,000.00(3) Long-term equit

819、y investment gains on equity basisUnit: yuanName of InvesteeGuangzhou Antaida Material DistributionCo. , Ltd.TotalOccurred this year-143,000.95-143,000.95Occurred last year-298,934.03-298,934.0341. Impairment provisions of assetsUnit: yuanItems1.Bad debt losses2.Inventory impairmentOccurred this yea

820、r-8,216,753.6110,888,394.98Occurred last year2,183,677.244,695,209.213.Fixed assets impairment4.Construction in progress impairment5,533,291.007,456,985.075.Intangible assets impairmentTotal466,425.808,671,358.1714,335,871.52124Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012

821、42. Non-operating income(1) Details of non-operating incomeUnit: yuanAmount accounted intoItemsOccurred this yearOccurred last yearnon-recurring gain andloss in current yearGains from disposal of noncurrent assets10,850,074.4616,501,957.1010,850,074.46Inclusive of: Gains from disposal of fixedassets

822、Gains from debt restructuringGains from governmental subsidyPenalty incomeOtherTotal10,850,074.469,544,766.778,112,282.4523,335,697.60161,167.2852,003,988.5616,501,957.1010,188,474.847,038,247.9961,717,786.341,813,052.9797,259,519.2410,850,074.469,007,539.118,112,282.4523,335,697.60698,394.9452,003,

823、988.56(2) Details of gains from government subsidies:Unit: yuanItemsScience & TechnologyDevelopment Scheme BursaryVAT refund upon collectionWorkers resettlement fundsService Farming Out OperationSpecial FundBusiness Development SpecialFundSupport funds of foreign economy andtradeForeign Trade Zone D

824、evelopmentSubsidyCargos Development RewardsCompensation for DemolitionProvincial Science & Technologyfor Trades ProjectNew Product GovernmentSubsidySubsidies for export credit insurancepremiumsCitywide International Science &Technology Cooperation SchemeFundFund for InternationalFamousBrands Develop

825、ment in JiangsuOccurred this year5,494,857.822,814,198.282,705,680.004,912,850.001,694,300.001,080,000.00640,000.00531,060.00514,349.70500,000.00480,200.00353,200.00300,000.00200,000.00Occurred last year11,558,589.14945,814.00370,100.00706,323.00Province125Notes to the Financial StatementsWuxi Littl

826、e Swan Company Ltd. Year 2012Financial Department ThirdGeneration CommissionForeign Capital Import Rewards177,824.08150,000.00Patent fund from Science and TechnologyBureauSubsidies for special guide of modern service industryReturn of land grand feeAwards for growth maintenance of keyenterprisesHefe

827、i investment tax RewardsScience and technology award fundsNew District Administrative CommitteeFund grantsOthersTotal135,400.0052,800.00598,977.7223,335,697.60259,500.00753,200.0019,545,100.0014,487,000.009,901,000.001,800,000.00584,400.00806,760.2061,717,786.3443. Non-operating expensesUnit: yuanAm

828、ount accountedItemsOccurred this yearOccurred last yearinto non-recurringgain and loss incurrent yearLoss from disposal of noncurrent assetsInclusive of: Loss from disposal of fixed assetsDonations expensesPenalties paidCompensation expensesLocal fees (Flood control fund, etc.)OthersTotal5,461,998.0

829、53,704,732.8980,000.00169,742.93319,999.993,782,120.971,074,676.8510,888,538.798,207,434.688,207,434.68150,000.00248,359.752,939,257.297,311,295.351,299,349.0120,155,696.085,461,998.053,693,668.2280,000.00169,742.93319,999.991,074,676.857,106,417.8244. Income tax expensesUnit: yuanItemsIncome tax ca

830、lculated according to the law and regulations incurrent periodAdjustment of differed income taxTotalOccurred this year62,742,475.063,992,977.8966,735,452.95Occurred last year115,320,194.6516,488,154.05131,808,348.7012612413Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 201245. R

831、ate of return on common stockholders equity (ROE), primary earnings per share, and dilutedearnings per shareItemsNet profit attributable to commonshareholders of the CompanyNo.Current Year338,387,680.99Previous Year453,327,963.81Non-recurring gain/loss attributable to the netprofit of common shareho

832、lders of the parentcompany after deducting of income taxinfluencesNet profit attributable to common share-3,591,074.3788,969,743.80holders of the Company after deducting of3=1-2341,978,755.36364,358,220.01non-recurring gain/lossTotal of shares at beginning of year632,487,764.00632,487,764.00Amount o

833、f shares increased by capitalizing ofcommon reserves or share dividendAmount of shares increased by issuing of newshares or transforming of debt to shares56-Number of months from the nextmonth of new share issuing or converting of7-debt to shares to the end of report termAmount of shares decreased b

834、y repurchasingof shares in the report termNumber of months from the next month ofshare decreasing to the end of report termAmount of shares reduced in the report termNumber of months in the report termWeighted average of common shares issuedoutside (I)89101112=4+5+6711-8911-10-12632,487,764.00-12632

835、,487,764.00Weighted average of common shares issuedoutside adjusted for combination undercommon control (II)632,487,764.00632,487,764.00Basic earnings per share (I)Basic earnings per share (II)Diluting potential common share interestsrecognized as expensesIncome tax rateTransformation fees14=11215=3

836、131617180.540.54-15%-0.720.58-15%-127(1)Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012ItemsNo.Current YearPrevious YearAmount of shares increased by transformingor exercising of company bond, subscription19-certificate, or share optionDiluted earnings per share (I)Diluted e

837、arnings per share (II)20=1+(16-18)(1-17)(12+19)21=3+(16-18)(1-17)(13+19)0.540.540.720.5846. Other misc. incomesUnit: yuanItems1. Gains (losses) from sellable financial assetsLess: Income tax influence of sellable financial assetsSub-total2. Difference from translating of foreign currency financial s

838、tatementsSub-totalTotalOccurred this year2,352.00352.801,999.20-76,568.97-76,568.97-74,569.77Occurred last year-28,224.00-4,233.60-23,990.40-1,606,613.13-1,606,613.13-1,630,603.5347. Notes to the Cash Flow StatementOther cash inflow related to operationUnit: yuanItemsInterest incomeGovernment Subsid

839、iesRevenue from finesOther non-operating-related cash incomeTotalAmount24,171,770.0415,172,049.328,112,282.451,511,990.8048,968,092.61128(2)Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Other cash paid related to operationUnit: yuanItemsSales expenseAdministrative expenseTh

840、e amount of fee expenditures in financial expensesFund transferOthersTotalAmount805,404,415.09131,286,025.353,043,476.1996,890,543.4311,278,057.541,047,902,517.6048. Appendix of Cash Flow Statement（1）Appendix of cash flow statementUnit: yuanItems1.Net profit adjusted to cash flow of operation:Net pr

841、ofitPlus: Asset impairment provisionFixed asset depreciation, gas and petrol depreciation,production goods depreciationAmortizing of intangible assetsAmortizing of long-term expensesLoss from disposal of fixed assets, intangible assets, andother long-term assets (“-“ for gains)Loss from fixed asset

842、discardLoss from fluctuation of fair valueFinancial expensesInvestment loss (“-“ for gains)Decrease of deferred income tax asset (“-“ for increase)Increase of deferred income tax liabilities (“-“ fordecrease)Decrease of inventory (“-“ for increase)Decrease of operational receivable items (“-“ for in

843、crease)Increase of operational payable items (“-“ for decrease)OthersClosing balance378,836,167.468,671,358.17118,416,902.297,679,470.8432,813,580.28-7,145,341.573,067,710.00-55,622,690.404,453,134.39-460,156.50-154,235,526.68937,501,960.31-962,468,870.4433,250,000.00Opening balance538,564,751.5614,

844、335,871.52101,674,248.096,920,205.5434,041,049.28-8,294,522.423,486,333.32-77,371,574.2817,011,104.05-522,950.00237,385,810.71-1,121,381,670.27496,682,651.971291.2.Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Net cash flow generated by business operation2. Investment and f

845、inancing activities not involving in cashflowLiabilities converted to capitalConvertible bond expire within 1 yearFixed assets acquired under finance leases3. Change of cash and cash equivalentsBalance of cash at end of yearLess: Balance of cash at beginning of yearPlus: Balance of cash equivalents

846、at end of termLess: Balance of cash equivalents at beginning of termNet increase of cash and cash equivalents344,757,698.151,293,126,217.002,279,653,302.57-986,527,085.57242,531,309.072,279,653,302.572,119,023,194.93160,630,107.64（2）Details of acquisition or disposal of subsidiaries or other busines

847、s entities in current yearUnit: yuanSupplementary information1. Details of acquisition of subsidiaries or other businessentities：2. Details of acquisition of disposal or other businessentities：3Net cash inflows of disposal of subsidiaries and other businessOccurred this yearOccurred last year34,472,

848、210.51（3） Component of cash and cash equivalentsUnit: yuanItemsCashInclusive of： cash in treasuryCash in bankOther monetary fundsBalance of cash and cash equivalents at the endof termClosing balance1,293,126,217.00169,620.721,292,956,596.281,293,126,217.00Opening balance2,279,653,302.57184,735.571,8

849、80,762,967.00398,705,600.002,279,653,302.571301.Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 201249. Notes of the Changes in owners equityUnit: yuanItemsComponent of Capital surplus- other misc. incomes:Change of fair value of sellable financial assetsAmount of share payment a

850、ccounted into shareholders equityWuxi Little Swan Company Ltd.Component of others：Conversion difference of foreign currency statements of LittleAmount1,999.2033,250,000.00-76,568.97Swan International (Singapore) Co., Ltd.NOTE VIII：Relationship and Related party transactionsDetails of the parent part

851、y:Unit: yuanProportions ofparentProportions ofparentName oftheparentcompanyRelationshipEnterprise NatureRegisteredplaceCorporaterepresentativeBusiness NatureRegisteredCapitalcompanysshareholding tocompanysvotingright toUltimatecontrollerof thecompanyOrganizationCodeManufacture andsales ofthecompany

852、(%)thecompany (%)GD MIDEA HOLDING CO.,LTD.ParentCompanyJointstockcompanyFoshan,GuangdongFangHongbocommercial airconditioners、refrigerators、washing-machinesand compressors,3,384,350,000.0040.0840.08HeXiangjian19033709-2after-sale serviceof productions1312.Notes to the Financial StatementsWuxi Little

853、Swan Company Ltd. Year 2012Subsidiaries of the companyUnit: yuanName of thesubsidiariesCategoriesForm of Corporatbusiness Register eorganizati ed place represenon tativeBusinessNatureRegisteredCapitalProportions of thecompanysshareholding to thesubsidiary(%)Proportions of thecompanysvotingright to t

854、hesubsidiary(%)OrganizationCodeWuxi Little SwanGeneral ElectricAppliances Co. , Ltd.HoldingsubsidiariesLimitedCompanyWuxiChaiXinjianManufacture28,000,000.0070.0070.0076355342-0Wuxi Little SwanHoldingLimitedWuxiDriving & ControlDevelopmentsubsidiaries CompanyChaiXinjianR&D5,000,000.0097.30100.0079538

855、539-6Technology Co. , Ltd.Wuxi Filin ElectronicsCo. , Ltd.Holding Limitedsubsidiaries CompanyWuxiChaiXinjianManufactureUSD3,624,600.0073.0073.0074815875-6Wuxi Little Swan Holding LimitedWashing Machine Co. , subsidiaries CompanyLtd.WuxiChaiXinjianManufacture49,679,500.0099.9199.9160792331-1WuxiRefri

856、geratorHolding LimitedMeitian subsidiaries CompanyMarketWuxiChaiXinjianSaleUSD4,000,000.0075.0075.0071490141-7Co., Ltd.JiangsuMarketingLittleandSwan HoldingSales subsidiariesLimitedCompanyWuxiChaiXinjianSale419,500,000.0099.6399.6373330538-9Co. , Ltd.Wuxi Little Swan Import Holding Limited& Export C

857、o. , Ltd subsidiaries CompanyLimitedWholly-own CompanyP.T. Little Swan PrimaIndustriesedLittle Swan International subsidiaryLimited(Singapore) Co., Ltd.CompanyWuxiMalaysiaSingaporeChaiXinjianImport andexportSaleInvestment65,000,000.00USD1,000,000.00USD5,000,000.0088.4651.0010088.4651.0010013600714-8

858、Tianjin Little SwanWashing Machine Co.,Ltd.Wholly-ownedLimitedCompanyTianjinFangHongboManufacture 200,000,000.0010010057230359-2Little Swan (Jing Zhou) subsidiaryElectronic AppliancesCo., Ltd.LimitedCompanyJianzhouChaiXinjianManufacture11,070,200.0010010072614223-5Hefei Royalstar WashingMachine Manu

859、factureCo., Ltd.Hefei Midea WashingMachine ManufactureCo., Ltd.HoldingsubsidiariesHoldingsubsidiariesLimitedCompanyLimitedCompanyHefeiHefeiFangHongboFangHongboManufactureManufactureUSD135,520,000.0020,000,000.0069.479069.479014906761-767423819-71323.shareholding to the4.Notes to the Financial Statem

860、entsWuxi Little Swan Company Ltd. Year 2012Associated enterprise of the companyUnit: yuanProportions of theName of InvesteeForm ofbusiness Registerorganizati ed placeonCorporaterepresentativeBusinessNatureRegisteredCapitalcompany Proportions ofs the companysvoting right tothe investee(%)Relationship

861、OrganizationCodeinvestee(%)1.Associated enterpriseGuangzhou Antaida LimitedMaterial Distribution Co. , CompanyLtd.GuangzhouYeWeilonglogistics10,000,0002020Associated72993557-2Other related parties of the companyName of other related partiesGD MIDEA HOLDING CO.,LTD.RelationshipHolding shareholder of

862、the companyOrganization Code19033709-2Little Swan (JingAppliances Co., Ltd.Zhou)Electronic Under control of holding stockholdersof the company70696333-5Midea (Singapore) Trading Co., Ltd.Under control of holding stockholdersof the companyHefei Midea Materials Supply Co. , Ltd.Under control of holdin

863、g stockholdersof the company55183611-1Hefei Midea RoyalstarCo. , Ltd.Hefei Hualing Co., LtdRefrigerator Under control of holding stockholdersof the companyUnder control of holding stockholdersof the company14906759-661031550-1Guangdong Midea Heating Equipment Under control of holding stockholdersCo.

864、, Ltd of the company78115339-1MIDEA EUROPE GMBHPT. Midea Planet IndonesiaMIDEA SCOTT & ENGLISH SDN BHDMIDEA ITALIA S.R.L.Midea Electric Espana, S.L.Under control of holding stockholdersof the companyUnder control of holding stockholdersof the companyUnder control of holding stockholdersof the compan

865、yUnder control of holding stockholdersof the companyUnder control of holding stockholdersof the companyHefei Century molding Development Co.,Ltd.Hefei Huitong New Materials Co., LtdZhongshan Midea Environmentalelectrical engineering productsInstallation Services Co., Ltd.Under control of the company

866、sultimate controlling shareholders directrelativeUnder control of the companysultimate controlling shareholders directrelativeUnder control of holding stockholdersof the company66293360-067759766-268445743-01335.Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Wuhu Century Tec

867、hnology Co., Ltd.Wuhu Andhra Logistics Co., Ltd.Ninbo Andhra Logistics Co., Ltd.Under control of holding stockholdersof the companyUnder control of holding stockholdersof the companyUnder control of holding stockholdersof the company75096265-571992943-557051088-9Jiangsu MideaAppliance Co., Ltd.Chunh

868、uaElectric Under control of holding stockholdersof the company13479435-2Huaian Welling Motor Manufacturing Under control of holding stockholdersCo., Ltd. of the companyGuangdong GANEY Precision Machinery Under control of holding stockholdersCo., Ltd of the company75968160-672111191-5Related Party Tr

869、ansactions(1) Purchase of goods, services received from the related-partyUnit: yuanOccurred this yearOccurred last yearName of companyTransactionTypePricingmethod anddecisionprocedure ofrelated partytransactionsAmountProportion toamount ofthetransactioncategoryAmountProportion toamount ofthetransact

870、ioncategory（%）（%）GD MIDEA HOLDING CO.,LTD.Wuhu Andhra Logistics Co.,Ltd.Ninbo Andhra Logistics Co., Ltd.Hefei Midea Materials Supply Co., Ltd.Trustee fee ofprojectsLogisticsserviceLogisticsserviceMaterialspurchaseMarket priceMarket priceMarket priceMarket price36,672.84224,378.6860,504,801.61344,004

871、,324.750.011.206.80426,558.6148,983,203.44457,366,437.050.545.00Hefei CenturyDevelopment Co., Ltd.Huaian WellingManufacturing Co., Ltd.moldingMotorMaterialspurchaseElectricengines andmaterialsMarket priceMarket price80,541,848.99363,677,042.181.597.18198,596,885.62668,615,292.572.177.30Hefei Huitong

872、 New Materials Co.,LtdHefei Hualing Co., LtdTotalMaterialspurchaseMaterialspurchaseMarket priceMarket price81,120,196.7870,316.47930,179,582.301.6018.38139,640,481.391,513,628,858.681.5316.54134AmountAmountNotes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012(2) Sale of goods, ser

873、vices provided to the related-partyUnit: yuanName of companyTransactionTypePricingmethod anddecisionprocedure ofrelated partytransactionsOccurred this yearProportion toamount of thetransactioncategory（%）Occurred last yearProportion toamount of thetransactioncategory（%）MIDEA ITALIA S.R.LMIDEA EUROPE

874、GMBHSale of wash Market pricemachinesSale of wash Market pricemachines3,743,138.018,816,013.320.030.08MIDEA SCOTTENGLISH SDN BHD& Sale of wash Market pricemachines26,471,058.090.3812,699,462.280.12Midea Electric Espana, S.L.PT. Midea Planet IndonesiaSale of wash Market pricemachinesSale of wash Mark

875、et pricemachines16,077,304.140.232,371,230.0216,366,812.490.020.15Hefei HuitongMaterials Co., LtdNewSale ofmaterialsMarket price22,947,393.150.3371,124,816.230.65Hefei Century molding Development Co., Ltd.Hefei Hualing Co., LtdHefei Midea RoyalstarRefrigerator Co. , Ltd.Sale ofmaterialsSale ofmateri

876、alsSale ofrefrigeratorsMarket priceMarket priceMarket price59,308,524.149,446,882.460.860.14142,807,312.3343,359,555.1848,689.511.300.40Hefei Royalstar Sale of electric Market priceRefrigerator Co. , Ltd. products2,599,345.670.042,236,161.660.02Hefei MideaEquipment Co., LtdHeating Sale of electric M

877、arket priceproducts2,576,011.810.02GuangdongPrecisionCo., Ltd.MeizhiManufacturingSale of washmachinesMarket price23,170.41Huaian Welling MotorManufacturing Co., Ltd.Sale ofmaterialsMarket price5,432.19Sale ofMarket priceMidea (Singapore) Trading materials andCo., Ltd. washing1,088,619,499.5015.781,1

878、32,586,137.6610.32machinesGuangdong Midea Heating Equipment Co., Ltd.Guangdong Midea Heating Equipment Co., Ltd.TotalSale ofmaterialsSale ofequipmentsMarket priceMarket price848.16383,283.041,225,854,138.3517.761,438,763,943.1013.11(3) Guarantees among related partiesUnit: yuan135NoNoNoNoNoNoNoNo6.T

879、otalNotes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012GuarantorGuaranteed partyAmount ofguaranteeFromToGuaranteefulfilledWuxi Little SwanCompany Ltd.Hefei Royalstar WashingMachine Manufacture Co., Ltd.34,660,000.00 2012-7-172013-1-17Wuxi Little Swan Hefei Royalstar WashingCompa

880、ny Ltd. Machine Manufacture Co.Wuxi Little Swan Hefei Royalstar WashingCompany Ltd. Machine Manufacture Co.Wuxi Little Swan Hefei Royalstar WashingCompany Ltd. Machine Manufacture Co.Wuxi Little Swan Hefei Royalstar WashingCompany Ltd. Machine Manufacture Co.Wuxi Little Swan Hefei Royalstar WashingC

881、ompany Ltd. Machine Manufacture Co.Wuxi Little Swan Hefei Royalstar WashingCompany Ltd. Machine Manufacture Co.Wuxi Little Swan Hefei Royalstar WashingCompany Ltd. Machine Manufacture Co.Total101,114,233.85 2012-07-2586,624,200.00 2012-08-2243,130,000.00 2012-08-272,850,000.00 2012-09-2897,525,340.8

882、7 2012-10-3128,946,457.30 2012-11-2851,580,737.56 2012-11-28446,430,969.582013-01-252013-02-222013-02-222013-03-282013-04-302013-05-282013-05-28Amount due to/from related parties(1) Amount due from related partiesUnit: yuanClosing balanceOpening balanceItemsRelated partyBalanceBad debtsBalanceBad de

883、btsAccounts receivableMidea (Singapore) Trading Co.,Ltd.226,480,645.57 11,324,830.37 336,640,501.81 16,832,025.09Accounts receivableAccounts receivableAccounts receivableAccounts receivableAccounts receivableAccounts receivableAccounts receivablePT. Midea Planet IndonesiaMIDEA SCOTT & ENGLISHSDN BHD

884、Hefei Hualing Co., LtdMidea Electric Espana, S.L.Guangdong Midea Heating Equipment Co., LtdMIDEA ITALIA S.R.L.Little Swan (Jing Zhou)Electronic Appliances Co., Ltd.9,162,679.1312,244,315.71461,954.29383,283.04706,673.2555,579.28458,133.96612,215.7925,921.5019,164.1570,667.332,778.9614,234,767.838,95

885、7,356.605,451,575.782,397,592.231,013,933.83706,673.25245,238.66711,738.40447,867.84272,578.79119,879.6150,696.6935,333.6612,261.93Accounts receivableHefei RoyalstarCo. , Ltd.Refrigerator31,541.571,577.08206,182.5210,309.13Accounts receivableAccounts receivableJiangsu Midea Chunhua Electric Applianc

886、e Co., Ltd.Hefei Midea Royalstar Refrigerator Co. , Ltd.12,005.811,200.58100,000.0012,005.815,000.00600.29249,538,677.65 12,516,489.72 369,965,828.32 18,498,291.43136Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012(2) Amount due to related partiesUnit: yuanItemsAccountspayabl

887、eAccountspayableAccountspayableAccountspayableAccountspayableAccountspayableAccountspayableAccountspayableRelated partyHuaian Welling Motor ManufacturingCo., Ltd.Hefei Midea Materials Supply Co., Ltd.Hefei Century molding DevelopmentCo., Ltd.Wuhu Century Technology Co., Ltd.Hefei Huitong New Materia

888、ls Co., LtdWuhu Andhra Logistics Co., Ltd.Ninbo Andhra Logistics Co., Ltd.Zhongshan Midea Environmentalelectrical engineering productsClosing balance40,022,965.017,956,562.9415,932,705.631,420,794.54784,905.06331,939.49137,032.00Opening balance66,518,916.1926,951,123.9716,807,415.873,553,500.182,061

889、,078.86681,649.55228,417.39Installation Services Co., Ltd.AccountspayableAdvancesfrom thecustomersOtherpayablesGuangdong GANEY PrecisionMachinery Co., LtdTotalMIDEA SCOTT & ENGLISH SDNBHDTotalGD MIDEA HOLDING CO.,LTD.Total85,200.0066,672,104.67390,636.00390,636.00112,100.00116,914,202.0127,139.9327,

890、139.93390,636.00390,636.00Note IX、Share payment1、Details of share paymentDuring the reporting period，Midea Group Co., Ltd. implemented an equity incentive plan to the senior management ofthe Group and its subsidiaries. Under the plan, Midea Holding Co. , Ltd. transferred its share of property of Nin

891、gboMeisheng equity investment partnership enterprise (limited partnership) to the related employees. Ningbo Meisheng equityinvestment partnership enterprise held 3%, 30million shares, of the stock of Midea Group Co., Ltd. in total.On Nov.22th 2012, Midea Holding Co. , Ltd. signed the agreement for t

892、he transfer of the share of the property withmembers of senior management of the company, including Chai Xinjian, Yin Bitong, Fu Wei, and Mao Zhiliang. Accordingto this agreement, Midea Holding Co. , Ltd.transferred its 6.3333% share of property of Ningbo Meisheng equity investment137Notes to the Fi

893、nancial StatementsWuxi Little Swan Company Ltd. Year 2012partnership enterprise (limited partnership) to senior management of the company.2、Details of equity-settled share-based paymentUnit: yuanThe measures for the confirmation of the fair value of the equityinstrumentsThe measures for the confirma

894、tion of the best estimate of thenumber of the equity instruments about the exercisable rightReasons for the significant variance between estimate in thecurrent period and estimate in the prior periodAccumulative amount of equity-settled share-based payment inthe capital reserveThe total confirmed am

895、ount based on the equity-settledshare-based paymentsAdjustment on the basis of market price33,250,000.0033,250,000.003、Services obtained by share paymentUnit: yuanTotal amount of employee service obtained by share payment33,250,000.00Note X： Contingent events1. Contingent liability related to provid

896、ing debt guarantee for other companies(1) Considering the companys subsidiaries fund demand for production and operation as well as the business development,the company provided guaranteed transactions for bankers acceptance bill of Hefei Royalstar Washing MachineManufacture Co., Ltd. Details of gua

897、rantee amount are: RMB 446.431 million(2) The subsidiary Hefei Royalstar Washing Machine Manufacture Co., Ltd. has already provided the amount of cash depositRMB3,466,000 for the bank acceptance from Swan Lake Branch of Huishang Bank.(3) The company provided the amount of cash deposit RMB14,980,229.

898、20 for the bank acceptance from Wuxi Branch ofBank of China Co., Ltd(4) The company provided the amount of cash deposit RMB7,224,721.75 for the bank acceptance from Wuxi Branch of138TianjinNotes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012China construction bank corporation.Not

899、e XI： Commitment issuesAs of December 31, 2012, no significant commitment issues should be disclosed.Note XII.：Events after balance sheet date1. Allocation of Events after balance sheet dateItemsubstanceAmount ofeffect on thefinancial statusand operatingoutcomesReasons that theamount of theeffect ca

900、n not beestimatedOn Jan 10th 2013, Tianjin Little Swan Washing Machine Co., Ltd., asubsidiary of the company, signed a formal agreement with the Bureauof land management in Tianjin Airport Economic Zone. Agreement wasSpinning washingmachine PlantFoundation Project inmade that all the rights and obli

901、gations under the original AF-1122 land-5,999,716.80grant contract were discharged and the land-transferring fee, RMB80.65 million, was returned by the Bureau of land management inTianjin Airport Economic Zone.2. Allocation of profits after balance sheet dateThe Company held the Fourth Session of th

902、e Seventh Board meeting on Mar 4th, 2013. The meeting adoptedannual cash dividend distribution plan of year 2012: based on the total number of 632,487,764 shares at the endof 2012, the company will distribute cash dividend of RMB 3(including tax) for every 10 shares, the totalamount of dividend will

903、 be RMB 189,746,329.20. The remained undistributed profit, which is RMB1,519,680,747.79, will be carried forward to the next year. No capital surplus will transfer into share capital in2012.Unit: yuan1393.Notes to the Financial StatementsThe profits or dividends to be distributedWuxi Little Swan Com

904、pany Ltd. Year 2012189,746,329.20The profits or dividends declared to be distributed upon deliberation and approvalunder the profit distribution plan189,746,329.20Note XIII: Other significant events1. Assets and liabilities measured at their fair valueUnit: yuanItemsOpening balanceGain/Loss fromchan

905、ge of fairvalueAccumulatedchange of fairvalue accountedinto equityImpairmentaccrued duringcurrent periodClosing balanceFinancial assets1. Derivative financialassets - forward foreignexchange contracts2.Sellable financial assetsSubtotal of financialassets4,292,300.00284,592.004,576,892.00-3,067,710.0

906、02,352.00-3,065,358.00158,647.40158,647.401,224,590.00286,944.001,511,534.002. Financial assets and financial liabilities by foreign currencyUnit: yuanItemsOpening balanceGain/Loss fromchange of fairvalueAccumulatedchange of fairvalue accountedinto equityImpairmentaccrued duringcurrent periodClosing

907、 balanceFinancial assets1. Derivative financialassets - forward foreignexchange contractsSubtotal of financialassets4,292,300.004,292,300.00-3,067,710.00-3,067,710.001,224,590.001,224,590.00In 2012, the company initiatively adjusted its marketing mode andterminated all agent commissions with its sal

908、es partners. The marketing mode is now transformed into mixed direct sales & agent model. This simplified many middle stages and consumed a great deal of returned inventories,which is around RMB1,224.05 million. These returned inventories have been almost consumed in current year.Note XIV: Notes to

909、the financial statements of parent Company1401.Accounts receivableNotes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012(1)category analysis:Unit：yuanClosing balanceOpening balanceCategoryBalanceBad debtsBalanceBad debtsAmount(%)Amount(%)Amount(%)Amount(%)Individuallysignificant ac

910、countsreceivable on whichthe bad debtprovisions areprovidedindividuallyAccounts receivable on which the bad debt provisions are provided by combinations1.Combinationaccording to333,592,268.2499.7417,836,822.905.35389,054,823.7853.4420,278,446.255.21account age2.Combinationaccording toaccounts in the

911、scope of337,932,558.0546.41combinationstatementsSubtotal ofcombinations333,592,268.2499.7417,836,822.905.35726,987,381.8399.8520,278,446.252.79Accounts receivablewhich are notindividuallysignificant, but stillthe bad debt861,084.020.26861,084.021001,056,206.220.15606,206.4257.39provisions areprovide

912、dindividuallyTotal334,453,352.2610018,697,906.925.59728,043,588.0510020,884,652.672.87Categories of accounts receivableThere were no individually significant accounts receivable on which the bad debt provisions are provided individually in thereporting period.Individually significant accounts receiv

913、able on which the bad debt provisions are provided individually at the balance sheetdate Applicable Not ApplicableAccounts receivable on which the bad debt provisions are provided by combinations according to age Applicable Not ApplicableAging analysis for combination according to account age：141(2)

914、(4)Notes to the Financial StatementsClosing balanceWuxi Little Swan Company Ltd. Year 2012Unit：yuanOpening balanceAgingBalanceBalanceAmount(%)Bad debtsAmount(%)Bad debtsWithin 1 year1-2 years2-3 yearsTotal325,737,081.06210,685.977,644,501.21333,592,268.2497.650.062.2910016,286,854.0621,068.601,528,9

915、00.2417,836,822.90372,738,323.6616,217,699.5898,800.54389,054,823.7895.814.170.0210018,636,916.181,621,769.9619,760.1120,278,446.25Accounts receivable on which the bad debt provisions are provided by combinations according to balance percentage method Applicable Not ApplicableAccounts receivable on

916、which the bad debt provisions are provided by combinations with other methods Applicable Not ApplicableAccounts receivable which are not individually significant, but still the bad debt provisions are provided individually at thebalance sheet date Applicable Not ApplicableAccounts receivable which a

917、re not individually significant, but still the bad debt provisions areprovided individuallyUnit：yuanItamsWuxi Shengchao petrochemicalmetallurgical equipment accessoriesBalance861,084.02Bad debts861,084.02(%)100ReasonUncollectableAccounts receivables written off in current period:Unit:yuanNameNature

918、ofreceivablesTime of writtenoffAmount writtenoffReason ofwritten-offAccounts receivablecaused by relatedtransactionsLogisticsDepartment ofPeoples LiberationGoods paymentJun1th. 201230,640.00UncollectibleNoArmyTotal30,640.00(3) There was no accounts receivable due from shareholders with more than 5%

919、(including 5%) of thevoting shares of the Company.The information list for the top 5 customers:Unit:yuanProportion to totalNamesRelationshipAmountAgingaccountsReceivable (%)1422.Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Suning Purchasing center of SuningAppliance Co.,Lt

920、d,TOSHIBA INTERNATIONALPROCUREMENT HONG KONG,LTD.Midea (Singapore) Trading Co., Ltd.Jilin Province Midea RefrigerationProduction Sales Co., LtdYunnan Midea Refrigeration ProductionSales Co., LtdTotalRetailerRetailerRetailerRetailerRetailer96,849,417.2933,676,757.7815,852,401.0412,555,015.8511,073,53

921、8.21170,007,130.17Within 1 yearWithin 1 yearWithin 1 yearWithin 1 yearWithin 1 year28.9610.074.743.753.3150.83(5) Details of accounts receivables from related partiesUnit: yuanProportion to totalNamesRelationshipAmountaccountsReceivable (%)MIDEA ITALIA S.R.L.Under control ofstockholders of the compa

922、nyholding706,673.250.21Under control ofMIDEA SCOTT & ENGLISH SDN BHD stockholders of the companyholding2,400,281.720.72PT. Midea Planet IndonesiaMidea (Singapore) Trading Co., Ltd.TotalUnder control ofstockholders of the companyUnder control ofstockholders of the companyholdingholding5,061,504.6615,

923、852,401.0424,020,860.671.514.747.18Other receivables(1) category analysis:Unit: yuanClosing balanceOpening balanceCategoryBalanceBad debtsBalanceBad debtsAmount(%)Amount(%)Amount(%)Amount(%)Individually significantother receivables on whichthe bad debt provisions areprovided individuallyOther receiv

924、ables on which the bad debt provisions are provided by combinationsCombination 1: accordingto account age17,806,355.8116.263,787,364.4521.2714,162,247.8145.562,241,696.5915.83Combination 2: accordingto accounts in the scopeof combination statementsSubtotal91,716,023.13109,522,378.9483.7410091,637,47

925、2.4395,424,836.8899.9187.1316,925,787.4131,088,035.2254.4410016,915,989.3919,157,685.9899.9461.62143Notes to the Financial StatementsClosing balanceWuxi Little Swan Company Ltd. Year 2012Opening balanceCategoryBalanceBad debtsBalanceBad debtsAmount(%)Amount(%)Amount(%)Amount(%)Other receivables whic

926、hare not individuallysignificant, but still the baddebt provisions areprovided individuallyTotal109,522,378.94 10095,424,836.8887.1331,088,035.2210019,157,685.9861.62Categories of other receivablesThere were no individually significant other receivables on which the bad debt provisions are provided

927、individually in thereporting period.Individually significant other receivables on which the bad debt provisions are provided individually at the balance sheetdate Applicable Not ApplicableOther receivables on which the bad debt provisions are provided by combinations according to age Applicable Not

928、ApplicableAging analysis for combination according to account age：Unit:yuanClosing balanceOpening balanceAgingBalanceBalanceAmount(%)Bad debtsAmount(%)Bad debtsWithin 1 year1-2 years2-3 years3-5 yearsOver 5yearsTotal11,323,747.98532,175.301,034,500.004,887,182.5328,750.0017,806,355.8163.592.995.8127

929、.450.16100566,187.4053,217.53206,900.002,932,309.5228,750.003,787,364.4510,154,840.901,363,979.212,614,677.7028,750.0014,162,247.8171.719.6318.460.20100507,742.05136,397.921,568,806.6228,750.002,241,696.59Other receivables on which the bad debt provisions are provided by combinations according to ba

930、lance percentage method Applicable Not ApplicableOther receivables on which the bad debt provisions are provided by combinations with other methods Applicable Not ApplicableOther receivables which are not individually significant, but still the bad debt provisions are provided individually at thebal

931、ance sheet date Applicable Not Applicable144Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012(2) Other receivables written off in current period:Unit:yuanNameNature ofreceivablesTime of writtenoffAmount writtenoffReason ofwritten-offOther receivablescaused by relatedtransactio

932、nsChangzhou Dikaelectro-machanicalOther receivablesOct1th. 2012126,000.00UncollectibleNoCo. Ltd.Total126,000.00(3) There were no account receivables due from shareholders with more than 5% (including 5%) ofthe voting shares of the Company.(4) The information list for the top 5 customers:Unit:yuanPro

933、portion to totalNamesRelationshipAmountAgingaccountsReceivable (%)Wuxi Huarun Gas Co. Ltd.Huang QingqingLiu JufengJiang HuangfangXie XinhaiTotalCooperation partnerEmployee of thecompanyEmployee of thecompanyEmployee of thecompanyEmployee of thecompany-784,300.30633,000.00399,000.00298,000.00298,000.

934、002,412,300.30Within 1 yearWithin 1 yearWithin 1 yearWithin 1 yearWithin 1 year-0.720.580.360.270.272.20（5） Other receivables due from related partiesUnit: yuanNamesRelationshipAmountProportion to total otherReceivables (%)Wuxi Meitian Refrigerator Marketingand sale Co., Ltd.Wuxi Little Swan Washing

935、 MachineryCo., Ltd.Wuxi Little Swan General ElectricAppliances Co. , Ltd.Wuxi Little Swan Driving & ControlDevelopment Technology Co. , Ltd.Wuxi Little Swan Import & ExportCo. , LtdJiangsu Little Swan Marketing andSales Co. , Ltd.TotalSubsidiarySubsidiarySubsidiarySubsidiarySubsidiarySubsidiary-10,9

936、68,856.343,396,198.023,355.3575,195.35445,318.0476,827,100.0391,716,023.1310.013.100.070.4170.1583.741453.Long-term equity investmentNotes to the Financial StatementsNote forWuxi Little Swan Company Ltd. Year 2012CompanyMethodAmount ofInitialinvestmentOpeningbalanceIncrease/DecreaseClosingbalancePro

937、portions ofshareholding(%)Proportions ofvotingRights(%)Differencebetweenproportionsof votingrights andProvision forimpairmentImpairment provisionsincrease incurrentyearCashdividendsin currentyearshareholdingGuangzhouAntaida MaterialDistribution Co.,Equity2,000,000.003,428,851.75-143,000.953,285,850.

938、8020.0020.00-Ltd.Wuxi Little SwanImport & ExportCost57,500,000.0057,500,000.00-57,500,000.0088.4688.46-Co., Ltd.Wuxi Little SwanCostWashing Machine37,259,587.5037,259,587.50-37,259,587.5075.0075.00-Co., Ltd.Wuxi MeitianCostRefrigeratorMarketing and24,840,000.0024,840,000.00-24,840,000.0075.0075.00-s

939、ale Co., Ltd.Jiangsu LittleCostSwan Marketingand Sales Co. ,417,550,000.00417,550,000.00-417,550,000.0099.5499.54-Ltd.Wuxi FilinCostElectronics Co. ,19,620,041.5025,660,308.10-25,660,308.1073.0073.00-Ltd.Wuxi Little SwanCostGeneral ElectricAppliances Co. ,19,600,000.0019,600,000.00-19,600,000.0070.0

940、070.00-Ltd.San Jin (JingCostZhou) Electrical11,869,431.1211,869,431.12-11,869,431.12100.00100.00-Appliances146-Notes to the Financial StatementsNote forWuxi Little Swan Company Ltd. Year 2012CompanyMethodAmount ofInitialinvestmentOpeningbalanceIncrease/DecreaseClosingbalanceProportions ofshareholdin

941、g(%)Proportions ofvotingRights(%)Differencebetweenproportionsof votingrights andProvision forimpairmentImpairment provisionsincrease incurrentyearCashdividendsin currentyearshareholdingWuxi Little SwanDriving & ControlCostDevelopment4,500,000.004,500,000.00-4,500,000.0090.0090.00-Technology Co. ,Ltd

942、.Little SwanCostInternational(Singapore) Co.,34,052,500.0034,052,500.00-34,052,500.00100.00100.00-Ltd.Hefei RoyalstarCostWashing MachineManufacture Co.,830,962,252.35830,962,252.35-830,962,252.3569.4769.47-Ltd.P.T. Little SwanCostPrima Industries4,224,744.00-51.0051.00-4,224,744.00-(Malaysia)Tianjin

943、 LittleCostSwan Washing200,000,000.00200,000,000.00-200,000,000.00100.00100.00-Machine Co., Ltd.Hengtai InsuranceBrokers Ltd.Cost1,000,000.001,000,000.00-1,000,000.003.333.33-55,000.00Suzhou PeoplesCostShopping Centre(150000 shares)150,000.00150,000.00-150,000.00-40,000.00Bank of Jiangsu(2202564 sha

944、res)Cost1,100,000.001,210,000.00-1,210,000.00-246,810.24Total-1,666,228,556.47 1,669,582,930.82-143,000.951,669,439,929.87-4,224,744.00-341,810.24147Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 20124.Operational turnover and costs(1) Operational turnover and costsUnit: yuanIte

945、msMain business incomeOther operating incomeTotalOperation costOccurred this year4,074,944,500.64397,582,914.054,472,527,414.693,374,118,170.00Occurred last year6,157,113,735.76697,768,316.136,854,882,051.895,890,472,346.59（2）Main operation（Categorize by industries）Unit: yuanName of industryOccurred

946、 this yearOccurred last yearOperating revenueOperating costOperating revenueOperating costHousehold appliancesmanufactureTotal4,074,944,500.644,074,944,500.643,012,031,852.163,012,031,852.166,157,113,735.766,157,113,735.765,226,671,876.875,226,671,876.87（3）Main operation（Categorize by products）Unit:

947、 yuanName of productsOccurred this yearOccurred last yearOperating revenueOperating costOperating revenueOperating costWashing machinesTotal4,074,944,500.644,074,944,500.643,012,031,852.163,012,031,852.166,157,113,735.766,157,113,735.765,226,671,876.875,226,671,876.87（4）Main operation（Categorize by

948、regions）Unit: yuanName of regionsOccurred this yearOccurred last yearOperating revenueOperating costOperating revenueOperating costHomelandOther countriesTotal3,505,118,756.45569,825,744.194,074,944,500.642,421,497,568.72590,534,283.443,012,031,852.165,325,317,741.09831,795,994.676,157,113,735.764,3

949、56,718,350.48869,953,526.395,226,671,876.871484.Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012（5）Turnover from top 5 clientUnit: yuanName of customersMidea (Singapore) Trading Co., Ltd.Nanjing Purchasing center of Suning ApplianceCo.,Ltd,TOSHIBAINTERNATIONALPRGuizhou Midea

950、Refrigeration Production SalesCo., LtdDanyang Xinhuamei Plastic Co., Ltd.TotalMain business income298,902,994.30177,839,544.90110,714,689.2080,059,643.3949,151,282.05716,668,153.84Proportion to the whole operationalturnover of the company (%)6.683.982.471.791.1016.02Investment income(1) Details of i

951、nvestment incomeUnit: yuanItemsLong-term equity investment gains oncost basis cash dividends from non-subsidiariesLong-term equity investment gains on equity basisGains from disposal of long-term equity investmentInvestment gains from holding of trading financialassets, etc.Investment gains from hol

952、ding of bank financialproductsTotalOccurred this year341,810.24-143,000.954,313,120.0037,566,106.1342,078,035.42Occurred last year36,721,000.00-298,934.0350,227,037.2718,914,551.40105,563,654.64(2) Long-term equity investment gains on cost basisUnit: yuanName of InvesteeHengtai Insurance Brokers Co.

953、, Ltd.Suzhou Peoples Shopping CentreBank of JiangsuWuxi Little Swan General ElectricAppliances Co. , Ltd.TotalOccurred this year55,000.0040,000.00246,810.24341,810.24Occurred last year25,000.0030,000.0036,666,000.0036,721,000.00(3) Long-term equity investment gains on equity basis1496.Notes to the F

954、inancial StatementsWuxi Little Swan Company Ltd. Year 2012Unit: yuanName of InvesteeGuangzhou Antaida Material DistributionCo. , Ltd.TotalAppendix of Cash Flow StatementOccurred this year-143,000.95-143,000.95Occurred last year-298,934.03-298,934.03Items1.Net profit adjusted to cash flow of operatio

955、n:Net profitPlus: Asset impairment provisionFixed asset depreciation, gas and petrol depreciation,production goods depreciationAmortizing of intangible assetsAmortizing of long-term expensesLoss from disposal of fixed assets, intangible assets,and other long-term assets (“-“ for gains)Loss from fixe

956、d asset discardLoss from fluctuation of fair valueFinancial expensesInvestment loss (“-“ for gains)Decrease of deferred income tax asset (“-“ forincrease)Increase of deferred income tax liabilities (“-“ fordecrease)Decrease of inventory (“-“ for increase)Decrease of operational receivable items (“-“

957、 forincrease)Increase of operational payable items (“-“ fordecrease)OthersNet cash flow generated by business operation2. Investment and financing activities not involving incash flowCurrent year-211,833,366.5178,550,923.1249,818,195.322,801,855.6328,220,247.32-7,195,752.011,664,430.00-42,078,035.42

958、-3,882,174.38-249,311.70-150,498,562.28786,484,163.66-1,018,496,681.8233,250,000.00-29,777,336.05-Last year-365,442,988.35-55,746,896.4148,555,026.502,841,779.0024,287,853.45-23,681,336.42-2,668,300.00-105,563,654.6412,724,230.82400,245.0037,927,053.19-3,002,073,187.332,653,684,434.81-43,869,763.68-

959、Liabilities converted to capitalConvertible bond expire within 1 yearFixed assets acquired under finance leases1501.Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 20123. Change of cash and cash equivalentsBalance of cash at end of yearLess: Balance of cash at beginning of yearPl

960、us: Balance of cash equivalents at end of termLess: Balance of cash equivalents at beginning oftermNet increase of cash and cash equivalents-848,257,647.961,472,529,354.18-624,271,706.22-1,472,529,354.181,492,995,931.54-20,466,577.36Note XV： Supplementary Info.Rate of return on common stockholders e

961、quity (ROE) and primary earnings per shareUnit: yuanEarnings per shareProfit of the reporting periodNet profit attributable to common share holdersof the CompanyWeighted AverageROE（%）9.59%Basic earnings pershare0.54Diluted earnings pershare0.54Net profit attributable to common share holdersof the Co

962、mpany after deducting the9.69%0.540.54non-recurring gain/loss2. Explanations for abnormal changes of main accounting statements items Unit: (RMB 0000)ItemsThis yearLast yearIncrease/decreaseChangepercentage%NotesInvestment on bank financialMonetary Fund140,429.11241,545.04-101,115.93-41.86products l

963、eads to decrease ofidle fund of the companyDecrease of Foreign ExchangeTrading financial assets122.46429.23-306.77-71.47Forward Contract with banksin this term due to the changeof exchange-rateAccounts receivable72,219.8992,938.91-20,719.02-22.29Change of marketing modeleads to decrease of the sale1

964、51-Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012ItemsThis yearLast yearIncrease/decreaseChangepercentage%NotesAdvances to suppliers ofAdvances to suppliers9,718.8425,005.20-15,286.36-61.13materials and constructionprojects decreased in currentyearInvestment on bank financi

965、alOther current assets120,117.1811,205.27108,911.91971.97products by idle fund incurrent yearLong-termexpenseShort-term loansNotes payabledeferred2,772.99100,309.075,275.49696.15153,931.95-2,502.50-696.15-53,622.88-47.44-100.00-34.84Change of amortization ofmouldThe loans were due and repaidin curre

966、nt yearBank acceptance was due andpaidInfluenced by the decrease ofAccounts payable212,997.96281,548.82-68,550.86-24.35production scale, short-tempurchasing scale decreasedChange of domestic marketingAdvance from customers80,444.1648,575.4031,868.7665.61mode leads to increase ofadvance from customer

967、sInfluenced by the productionand sales cycle, tax payableTax payable-382.10146.39-528.49-361.02decreased in this term, it wasmainly caused by decrease ofincome taxDividends of 2011 for someDividends payable371.02283.8187.2130.73shareholders were not paidyet.Other payables7,172.6416,540.53-9,367.89-5

968、6.64Temporary non-operationalreceipts decreased.Estimated quality guaranteeEstimated liabilities1,404.142,015.26-611.12-30.32payables decreased with thedecrease of products saleDecrease of changes in fairDeferred income taxliabilities21.1767.15-45.98-68.48value of trading financialassets and sellabl

969、e financialassets152Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012ItemsThis yearLast yearIncrease/decreaseChangepercentage%NotesGovernment subsidies gainedOtherliabilitiesnon-current127.18662.13-534.95-80.79in previous periods wereaccounted into incomesaccording to actual r

970、elatedexpendituresSale volume decreased due toOperational turnover689,986.391,097,562.17-407,575.78-37.13industry environment and thecompanys change ofmarketing modeOperationalcostdecreasedOperational cost533,991.46915,313.36-381,321.90-41.66withthedecreaseofoperational turnoverInfluenced by product

971、ion andBusinesssurchargetaxand3,048.182,243.59804.5935.86sale period, business tax andsurcharge increased with theincrease of turnover tax.Financial expenses-305.24-101.83-203.41-199.76Decrease of exchange lossImpairmentof assetsprovisions867.141,433.59-566.45-39.51Impairment provisionsdecreased wit

972、h the decrease ofaccounts receivableInvestments income occurredInvestment income5,562.277,737.16-2,174.89-28.11in last year included the gainof disposal of long-termequity investment.Non-operating income5,200.409,725.95-4,525.55-46.53DecreasesubsidiesofgovernmentDecrease of loss from disposalNon-ope

973、rating expenses1,088.852,015.57-926.72-45.98of fixed assets andcompensation expensesSale volume in short termIncome tax expenses6,673.5513,180.83-6,507.29-49.37decreased leads to decrease intotal profitDecrease of current year profitMinority interest4,044.858,523.68-4,478.83-52.55of non wholly-owned

974、subsidiaries compared to lastyear153Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012ItemsThis yearLast yearIncrease/decreaseChangepercentage%NotesInfluenced by fluctuations ofexchange rate, currencyOther misc. incomes-7.46-163.06155.6095.43translation differences fromthe comp

975、anys subsidiary inSingapore changed.154Notes to the Financial StatementsWuxi Little Swan Company Ltd. Year 2012Section XI Documents Available for ReferenceI. Annual Report with the signature of the Chairman of the Board;II. Accounting statements with the signatures and seals of the Legal Representat

976、ive, the Chief Financial Officerand the person in charge of the accounting work;III. Originals of Auditors Reports with the seals of the Certified Public Accountants as well as the signatures andseals of the CPAs firm;IV. Texts of all the Companys documents ever disclosed on Securities Times and Hong Kong Ta Kung Pao in thereporting period, and the originals of the public notices.Chairman of the Board: Fang HongboWuxi Little Swan Company Limited6 March 2013155