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深中华B:2022年年度报告(英文版)

深圳证券交易所 2023-04-25 查看全文

Shenzhen China Bicycle Company (Holdings) Limited

Annual Report 2022

April 2023Annual Report 2022

Section I. Important Notice Contents and Interpretation

Board of Directors Supervisory Committee all directors supervisors and senior

executives of Shenzhen China Bicycle Company (Holdings) Limited (hereinafter

referred to as the Company) hereby confirm that there are no any fictitious

statements misleading statements or important omissions carried in this report

and shall take all responsibilities individual and/or joint for the reality

accuracy and completion of the whole contents.Wang Shenghong Principal of the Company Sun Longlong person in charge of

accounting works and She Hanxing person in charge of accounting organ

(accounting principal) hereby confirm that the Financial Report of 2022 Annual

Report is authentic accurate and complete.All directors are attended the Board Meeting for Report deliberation.The Company plans not to distribute cash dividends not to send bonus shares

and no reserve capitalizing.Contents

Section I. Important Notice Contents and Interpret... 2

Section III Management Discussion and Analysis ..... 11

Section IV Corporate Governance .................... 35

Section VII. Changes in Shares and Particulars abo.. 72

Section VIII. Preferred Stock ...................... 82

3Documents Available for Reference

1. Accounting statement carrying the signatures and seals of the legal representative person in charge of

accounting and person in charge of accounting organ.

2. Originals auditing report carried with the seal of accounting firm and signature & seal of the CPA.

3. Originals documents of the Company and manuscripts of public notices that disclosed in the newspaper

designated by CSRC during the reporting period.

4. English version of the Annual Report 2022

4Interpretation

Items Refers to Contents

Company the Company the listed Shenzhen China Bicycle Company

Refers to

company CBC Group (Holdings)Limited

Wansheng Industrial Holdings

Wansheng Industrial Refers to

(Shenzhen) Co. Ltd.Shenzhen Guosheng Energy Investment

Guosheng Energy Refers to

Development Co. Ltd.CSRC Refers to China Securities Regulatory Commission

SSE Refers to Shenzhen Stock Exchange

SGE Refers to Shanghai Gold Exchange

SDE Refers to Shanghai Diamond Exchange

CNY Refers to RMB/CNY

Stock of the Company listed on Stock

Listing Refers to

Exchange

5Section II. Company Profile and Main Financial Indexes

I. Company information

Short form of the stock Zhonghua A Zhonghua B Stock Code 000017 200017

Short form of the Stock

N/A

before changed (if applicable)

Stock Exchange for listing Shenzhen Stock Exchange

Name of the Company (in

深圳中华自行车(集团)股份有限公司

Chinese)

Short form of the Company深中华

(in Chinese)

Foreign name of the

Shenzhen China Bicycle Company (Holdings)Limited

Company (if applicable)

Short form of foreign name of

CBC

the Company (if applicable)

Legal representative Wang Shenghong

Registrations add. No. 3008 Buxin Rd. Luohu District Shenzhen

Code for registrations add 518019

Historical changes of

N/A

registered address

Offices add. 501 Zhongxin Technology Building No.31 Bagua Rd. Bagualing Futian District Shenzhen

Codes for office add. 518029

Internet Web Site www.szcbc.com

E-mail dmc@szcbc.com

II. Person/Way to contact

Secretary of the Board Rep. of security affairs

Name Sun Longlong Yu Xiaomin Zhong Xiaojin

501 Zhongxin Technology Building 501 Zhongxin Technology Building

Contact add. No.31 Bagua Rd. Bagualing Futian No.31 Bagua Rd. Bagualing Futian

District Shenzhen District Shenzhen

Tel. 0755-2551699828181666 0755-2551699828181666

Fax. 0755-28181009 0755-28181009

E-mail dmc@szcbc.com dmc@szcbc.com

III. Information disclosure and preparation place

Website of the Stock Exchange where the annual report

Shenzhen Stock Exchange(http://www.szse.cn)

disclosed

Media and Website where the annual report disclosed Securities Times Juchao Website (http://www.cninfo.com.cn)

6501 Zhongxin Technology Building No.31 Bagua Rd.

Preparation place for annual report

Bagualing Futian District Shenzhen

IV. Registration changes of the Company

Uniform Social Credit Code 914403006188304524

Main products or services provided at present: Emmelle

Changes of main business since listing (if applicable) bicycle electric bicycle lithium battery materials and gold

jewelry.

1. In March 1992 the Stock of the Company was listed in

Shenzhen Stock Exchange and 23.28% equity of the Company

was held by Shenzhen Lionda Holding Co. Ltd. and Hong

Kong Dahuan Bicycle Co. Ltd respectively. 2. In March 2002

legal shares 13.58% A-stock of the Company was obtained by

China Huarong Asset Management Co. Ltd. through court

auction and became the first majority shareholder of the

Company. 3. On 13 November 2006 the 65098412 legal

shears of CBC held by Huarong Company was acquired by

Shenzhen Guosheng Energy Investment Development Co. Ltd.via the “Equity Transfer Agreement” signed and first majority

of the Company comes to Guosheng Energy. Guosheng Energy

is the wholly-owned subsidiary of National Investment actual

controller was Zhang Yanfeng. 4. In January 2011 controlling

shareholder of Shenzhen Guosheng Energy Investment

Development Co. Ltd.—Shenzhen National Investment

Development Co. Ltd. entered into equity transfer agreement

Previous changes for controlling shareholders (if applicable) with Mr. Ji Hanfei 100% equity of Guosheng Energy was

transfer to Mr. Ji Hanfei with price of 70 million. Shenzhen

Guosheng Energy Investment Development Co. Ltd. Shenzhen

Guosheng Energy Investment Development Co. Ltd. holds

63508747 A-stock of the Company with 11.52% in total share

capital of the Company. 5. On February 20 2017 Ji Hanfei and

Guosheng Energy made an “Explanation” to abandon the actual

control of the Company after Ji Hanfei made the declaration to

abandon the actual control of the Company the investment

from CBC by Mr. Ji changed to general investment instead of

actual controlling and the actual controller of the Company

changed from Ji Hanfei to no actual controller. 6. On

November 7 2022 the newly added non-public offering of

shares of the company were listed on the Shenzhen Stock

Exchange. Wansheng Industrial holds 137836986 shares of

the company through the subscription of non-public offering of

shares accounting for 20% of the total share capital after the

completion of the non-public offering. On November 28 2022

7the company held the second interim general meeting of

shareholders in 2022 to review and approve the Proposal on

Nominating Candidates for Non-Independent Director and the

Proposal on Nominating Candidates for Independent Director

and the board of directors of the company completed the

change of the term of office. Given that Wansheng Industrial

holds 20% of the stock equity of the company and determines

more than half of the seats on the board of directors of the

company Wansheng Industrial can therefore have a significant

influence on the resolutions of the company's general meeting

of shareholders and the board of directors. Therefore the

company was changed from a company without controlling

shareholder and actual controller to a company with controlling

shareholder and actual controller the controlling shareholder of

the company was changed to Wansheng Industrial and the

actual controller of the company was changed to Mr. Wang

Shenghong.V. Other relevant information

Accounting firm engaged by the Company

Name of the accounting firm Baker Tilly China CPA (LLP)

A-1 and A-5 of No.68 Building No.19 Chegongzhuang West

Offices add. for CPA

Road Haidian District Beijing

Signatory accountant Qu Xianfu Deng Jun

Sponsor engaged by the Company for performing continuous supervision duties in reporting period

□Applicable □Not applicable

Sponsor Office address of the sponsor Sponsor representatives Continuing supervision period

23/F Zizhu International

Building No. 1088 Fangdian 7 November 2022-31

Sinolink Securities Co. Ltd. Li Hong Xu Juan

Rd. Pudong New Area December 2023

Shanghai

Financial consultant engaged by the Company for performing continuous supervision duties in reporting period

□Applicable □Not applicable

VI. Main accounting data and financial indexes

Whether it has retroactive adjustment or re-statement on previous accounting data or not

□Yes □No

Changes in the current

2022 2021 year over the previous 2020

year (+-)

Operation

444762238.25165246577.95169.15%117857480.17

revenue(RMB)

Net profit attributable -7616378.75 -1986692.82 -283.37% 3785834.68

8to shareholders of the

listed company (RMB)

Net profit attributable

to shareholders of the

listed company after

-7644167.31-4548872.83-68.05%3071751.90

deducting non-

recurring gains and

losses(RMB)

Net cash flow arising

from operating -261419066.03 15673932.87 -1767.86% 3942228.96

activities(RMB)

Basic

-0.013-0.004-225.00%0.0069

EPS(RMB/Share)

Diluted

-0.013-0.004-225.00%0.0069

EPS(RMB/Share)

Weighted average ROE -14.30% -20.04% 5.74% 42.01%

Changes at end of the

current year compared

Year-end of 2022 Year-end of 2021 Year-end of 2020

with the end of

previous year (+-)

Total assets(RMB) 397253487.93 97363437.22 308.01% 91742769.99

Net assets attributable

to shareholder of listed 290129318.51 8918538.16 3153.10% 10905230.98

company (RMB)

The lower of the company’s net profit before or after deduction of non-recurring profit (gain)/loss for the last three financial years

is negative and the audit report for the latest year indicates that there is uncertainty about the company’s ability to continue as a

going concern

□Yes □No

The lower of the net profit before or after deduction of non-recurring profit (gain)/loss is negative

□Yes □No

VII. Difference of the accounting data under accounting rules in and out of China

1. Difference of the net profit and net assets disclosed in financial report under both IAS (International

Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)

□Applicable □Not applicable

The Company had no difference of the net profit or net assets disclosed in financial report under either IAS (International

Accounting Standards) or Chinese GAAP (Generally Accepted Accounting Principles) in the period.

2. Difference of the net profit and net assets disclosed in financial report under both foreign accounting

rules and Chinese GAAP (Generally Accepted Accounting Principles)

□Applicable □Not applicable

The Company had no difference of the net profit or net assets disclosed in financial report under either foreign accounting rules or

Chinese GAAP (Generally Accepted Accounting Principles) in the period.

9VIII. Quarterly main financial index

Unit: RMB/CNY

Q 1 Q 2 Q 3 Q 4

Operation revenue 50246951.40 56418495.18 42497879.73 295598911.94

Net profit attributable

to shareholders of the -903991.16 -579373.26 2695178.23 -8828192.56

listed company

Net profit attributable

to shareholders of the

listed company after

-1190923.81-1084990.332327827.29-7696080.46

deducting non-

recurring gains and

losses

Net cash flow arising

from operating -8930326.51 -349150.01 -5918237.69 -246221351.82

activities

Whether there are significant differences between the above-mentioned financial index or its total number and the relevant

financial index disclosed in the company’s quarterly report and semi-annual report

□Yes □No

IX. Items and amounts of extraordinary(non-recurring) profit (gains)/loss

□Applicable □Not applicable

The Company has no non-recurring gain/loss in the reporting period

10Section III Management Discussion and Analysis

I. Industry of the Company during the reporting periodThe Company shall comply with the disclosure requirement of jewelry-related industries in the “Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 3- Industry Disclosure”

(1) Industry development

China is one of the most important jewelry producer and consumer in the world at present. With the growth of national economy and

the accumulation of residents' wealth people gradually increase their consumption of high-end consumer goods after meeting the

basic living needs. Jewelry with the property of preserving value and showing personality has become the consumption hotspots of

Chinese residents. At the same time with the rise of young consumers and emerging middle class the demand for quality personal

consumption is gradually upgrading and the young generation's consumption of jewelry tends to be more routine which can improve

the repurchase rate of jewelry products under various occasions providing greater development space for the jewelry industry.Jewelry can be divided into gold diamond jade colored jewelry and others. Under the background of China’s cultural tradition of

advocating gold jewelry and the Investment real estate of gold gold products occupies a relatively high proportion in the domestic

jewelry market in 2022 reaching 57.02%. Diamond and jade are also the main categories of jewelry in China accounting for 11.40%

and 20.45%. From the international market the jewelry markets of developed countries such as the United States Japan and Europe

are all dominated by diamond jewelry. Compared with the international market the main categories of China’s jewelry market are

more abundant and the proportion of various jewelry markets is more balanced the categories of products are more rich.In 2022 China's consumer market continued to maintain its recovery momentum and remain resilient. According to the data of the

National Bureau of Statistics in 2022 the total retail sales of consumer goods reached 43.97 trillion yuan among which the retail

sales of gold silver and jewelry by units above the quota reached 301.4 billion yuan and the total retail sales remained above 300

billion yuan. According to the 2022 China Jewelry Industry Development Report" released by GEMS & Jewelry Trade Association of

China in terms of sales volume China's jewelry and jade jewelry industry market scale was about 719 billion yuan in 2022 which

basically remained unchanged from the previous year. The market scale of gold products was about 410 billion yuan and the market

scale of diamond products was about 82 billion yuan. China has been the world's largest gold consumer since 2013. According to

historical data from 1992 to 2022 the average annual growth rate of China's demand for gold jewelry was 5%. In 2022 the Chinese

market accounted for more than 27% of the total global demand for gold jewelry.

(2) Industry development trend analysis

1. The increased industry concentration has become the mainstream trend

For the past few years consumers’ brand awareness has been increasing. In addition at the end of 2014 the National JewelryStandards Technical Committee revised the mandatory national standard “Regulations on the Purity of Precious Metals in Jewelryand Naming” (GB11887-2012) which deleted the “pure gold” and other titles guided consumers to pay more attention to jewelry

design craftsmanship style and brand value and no longer be attracted by the words “pure gold” in the slogan and pay more

attention to product quality prompting small jewelry enterprises to move closer to large jewelry enterprises. The increasing

concentration of the jewelry industry has become the mainstream trend. In contrast some regional branded or unbranded small

jewelry companies are at a disadvantage in terms of scale capital cost etc. coupled with their own lack of ability in brand operation

management product marketing design and enterprise operation in the case of consumers paying more and more attention to brand

11they will have to choose to rely on the development of jewelry brands with larger brand awareness which will further promote the

improvement of the industry concentration and the national jewelry brands will gain an opportunity for vigorous development.

2. The development trend of industrial clustering is more obvious

The cluster development of the jewelry industry has now become an important direction for China's jewelry industry to improve its

comprehensive competitiveness and promote the extension and upgrade of the characteristic industry chain of the regional jewelry.At present there are more than ten jewelry industry bases in China all of which have distinctive characteristics and outstanding

advantages. Whether it is pearl cultivation jade carving or jewelry processing they all add charm to the city and also bring vitality to

the prosperity of the jewelry industry. Special jewelry industry bases such as Shenzhen Luohu Guangzhou Panyu mainly focus on

precious metal jewelry inlay processing diamond cutting and supporting products forming a series of leading enterprises and many

small and medium-sized enterprises. At the same time with the strong support of the local government the supporting system such

as logistics services information services and technical services have been continuously improved.

3. The Third- and fourth-tier cities become important consumer markets for the jewelry industry

In recent years the pace of urbanization in China has gradually accelerated and the urbanization rate has continued to grow.Residents in rural areas are gradually relocating and settling in nearby third- and fourth-tier cities which steadily deliver new vitality

to the third- and fourth-tier cities. In the future the third- and fourth-tier cities will have broad market space and show huge growth

potential. With the sinking trend of the jewelry consumption market the third- and fourth-tier cities will become the main markets

for the growth of jewelry companies in the future.

4. Channel strength will be regarded as the core competitiveness of enterprises for a long time

The internal competition in the jewelry industry is relatively large and the fierce market competition makes the construction and

control of sales channels for jewelry companies crucial. At the same time due to the high value of jewelry consumers are often

worried about the quality of the product and the reasonableness of the price when purchasing which often prompts them to purchase

through physical channels. There is a certain scarcity of high-quality physical channels and the number of high-quality shops in a

region’s high-quality business districts is scarce. Such high-quality shops can not only provide higher traffic improve the retail

performance of jewelry but also have the important value of brand promotion. Therefore in the fierce market competition it is very

important for jewelry enterprises to control high-quality physical channels which reflects the core competitiveness of enterprises on

the other side.

5. Brand and design capabilities will become a new driving force for the development of the industry

With the change of consumer demographic structure and the increase of per capital income the middle and upper middle class and

wealthy people have gradually become the main force of consumption and the mainstream consumption concept has also quietly

changed. Compared with traditional consumers emerging consumer groups pay more attention to the design craftsmanship style

and brand value of jewelry products hoping to meet their needs to show their taste and personality. In addition the National JewelryStandards Technical Committee has removed titles such as “pure gold from the national standards further prompting consumers topay attention to the design craftsmanship style and brand value of jewelry rather than overemphasizing purity.

6. There is large space for improving the penetration rate of diamond jewelry

In China different jewellery products have different market maturity levels. Among them gold jewelry has a relatively deep

foundation in Chinese culture and it is still the main jewelry consumption type so far. The diamond jewelry is small in volume but is

growing rapidly and has a broad space for industry development in the future. With the further reduction of diamond inventory and

promotion of the resume dynamic between international contact and trading cooperation China’s diamond imports and consumption

is expected to recover rapidly.

127. The rapid development of e-commerce market creates omni-channel marketing model

The Internet has provided more convenient and more widely spread way of information sharing guiding the consumers' demands and

choices. In recent years jewelry retail enterprises have further strengthened online layout built new media matrix through various

social communication platforms formed multi-channel customer sources realized rapid spread of online brands and drainage and

sales of offline stores and created a new mode of omni-channel marketing. The development of sharing platforms and e-commerce

platforms has changed the consumption habits of consumers especially the young generation.Online consumers can more conveniently understand product features and share user experience which has become an important

trend of product promotion and future sales. Especially with the rise of live streaming platforms of e-commerce and social contact

the market share of live streaming e-commerce is increasing rapidly.

8. Supply chain management has become an important business method for jewelry enterprises

From the perspective of supply chain in the jewelry industry it mainly involves raw material mining processing and smelting blank

processing jewelry production warehousing distribution and sales. The jewelry enterprise continue to optimize their supply chain

management in order to shorten the supplying cycle and lower operating costs while guarantee the quality. More and more well-

known domestic jewelry brands have outsourced part or all of the intermediate processing links with low gross profit and large

investment over recent years focusing on premium front-end design brand operation and back-end marketing network construction.Supply chain management has become a major means for jewelry enterprise to improving their operational efficiency.

(3) Competitive advantages of the company to engage in the jewelry and gold business

1. Superior quality of upstream supplier system

As things are at the moment the company has established relatively stable cooperative relationships with major diamond suppliers

and processors at home and abroad and has advantages in raw material procurement cost order production cycle and product quality

control which can continuously reduce supply cost and improve operational efficiency.

2. Diversified downstream market channels and customer resources

The company is actively expanding its gold jewelry customers now. In addition to customers with clear orders it is currently

negotiating business cooperation with a number of domestic jewelry brands. The above customers include three types of customers

of which Class A customers are national well-known brand customers with more than 500 retail stores; Class B customers are small

and medium-sized/regional/segmented brands with 300-500 retail stores; Class C customers are small and medium-sized brands

with 50-100 retail stores.

3. Improve the industrial chain of production and design

The company has a one-stop industrial chain of design production processing testing and wholesale. Brand owners can rely on our

jewelry processing resources to hand over lower value-added links such as manufacturing and distribution to the company so as to

focus on the higher value-added brand operation and sales links. Outsourcing in the production and design process can improve the

homogenization of gold jewelry products.

4. Closed-loop business process and risk control system

The company has formulated strict business internal control processes such as supplier admittance standards customer evaluation

system full-process order tracking system and procurement price comparison system and has realized the closed-loop control of

capital flow information flow and logistics and the multi-level risk control through the integrated service platform of supply system

and the integrated solution of capital management.In the bicycle and new-energy lithium battery materials industry as a traditional manufacturing industry the bicycle industry

13continues the dilemma of rising labor costs manufacturing costs capital costs and material costs. The new national standard of

safety technical specifications for electric bicycles implemented in April 2019 accelerated the industry reshuffle and formed a new

round of industry shock. The market share showed a trend of concentration to large-scale enterprises leading enterprises and brand

enterprises and the industry order was accelerated and optimized and the market concentration degree was continuously improved.China is the world's largest country in the production and sales of electric bicycles. After years of development electric bicycles have

gradually become an important means of transportation for consumers' daily short-distance trips. At present there are about 200

million vehicles in the whole society. Under the macro background of economic transformation information technology and carbon

dioxide emission and carbon neutrality policy the consumer market of two-wheeled electric vehicles gradually presents three trends

namely the consumption upgrading and personalized consumption demand the consumer awareness of environmental protection

and the consumer pursuit of convenience and intelligence. Structural body motor power battery and control system as the core

components of electric bicycles Shenzhen China Bicycle has closely followed up and studied their technological development

application development and commercial value for a long time and determined the list of qualified suppliers for core components

year by year. As one of the core components of electric bicycle lead-acid batteries have been mainly used as the power batteries in

the past ten or twenty years. With the development and popularization of new energy technologies and new energy materials it is

expected that they will be replaced by lithium batteries on a large scale in the future. The implementation of the new national

standards for safety technical specifications of electric bicycle has comprehensively improved the safety performance of electric

bicycles adjusted and improved technical indicators such as speed limit vehicle quality and pedaling ability. The new standards that

are close to the people's livelihood and serve the people's livelihood have increased the application space of lithium battery energy

storage and lithium battery electric bicycles will usher in a new stage of development.II. Main businesses of the Company during the reporting periodThe Company shall comply with the disclosure requirement of jewelry-related industries in the “Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 3- Industry Disclosure”

During the reporting period the company mainly engaged in jewelry gold business bicycle and new-energy lithium battery material

business: (1) Gold jewelry business -The company connected with downstream gold jewelry brands purchased gold and diamonds

according to their product needs and then entrusted gold jewelry processing plants for processing and delivered the inspected and

qualified finished products to downstream customers after making product certificate for them. Through the integration of upstream

supplier resources and downstream customer resources the turnover speed of gold jewelry products in upstream and downstream has

been improved the cost of circulation has been reduced and the overall competitive advantage of upstream and downstream has

formed. (2) Bicycle and new-energy lithium battery material business includes production assembly procurement and sales of

bicycles and electric bicycles and procurement sales and consigned processing of lithium batteries materials etc.As the operation revenue from jewelry-related business for year of 2022 accounts for more than 30% of the Company’s audited

operation revenue for the most recent fiscal year the Company is required to comply with the disclosure requirement of jewelry-

related industries in the “Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 3- Industry Disclosure”

specific disclosures are as follow:

(1) Main business models during the reporting period

1. Sales model

According to the annual order planning and regular procurement requirements of brand retailers the company provided B-end

customers with various forms of supply chain management services such as spot procurement order production and customized

development so as to minimize product inventory and improve the supply chain effectiveness for customers.Spot procurement: Organized the goods through the integration of upstream factories and exhibition halls and suppliers' product

14styles and spot resources and provided corresponding product structure according to the customer's brand characteristics and

terminal market needs;

Order production: Customers placed orders to the company according to their own needs and the company purchased raw materials

and subcontracted processing to form finished products and sell them to customers;

Customized development: According to the characteristics of their own brands and future development needs customers entrusted

the company to develop and design the product styles and produce finished products to sell to customers.

2.Procurement model

The upstream raw material suppliers of the company’s gold jewelry supply chain business were mainly diamonds and gold of which

the diamond suppliers were mainly source producers or wholesalers from India or Hong Kong and domestic mature diamond

wholesalers (generally members of the Shanghai Diamond Exchange) ) gold was mainly purchased from the Shanghai Gold

Exchange through the company's membership qualifications at Shanghai Gold Exchange. The company has established professional

procurement department and team to be responsible for the procurement of diamond products and jewellery. The specific

procurement models varied according to customer needs.

3. Production model

By integrating upstream commissioned processing plants the company outsourced the production of products ordered by customers

to professional jewelry manufacturers to give full play to their professional and scale effect. In view of the current situation and

characteristics of domestic jewelry processing enterprises the company established a set of effective supplier management

mechanisms and evaluation standards to achieve a benign interaction between the production system of outsourced manufacturers

and the company's business development.

(2) Operation of the physical store during the reporting period

During the reporting period gold and jewelry business of the Company mainly provides supply chain management and services in

the vertical field of gold and jewelry it connects with the downstream gold jewelry brand and does not have the physical stores.

(3) Operation of the on-line sales in reporting period

The Company does not have on-line sales in the Period

(4) Inventory in the reporting period

Unit: RMB/CNY

Item Types Amount Proportion

Finished goods Jewelry 1607746.86 3.42%

Gold jewelry 21711885.06 46.12%

Other 2287.90 0.00%

Total 23321919.82 49.55%

Raw materials Gold 21309167.26 45.27%

Platinum - -

Diamond 1259273.89 2.68%

Total 22568441.15 47.94%

Wrappage 105670.36 0.22%

Goods in process 1075997.14 2.29%

Total 47072028.47 100.00%

III. Core Competitiveness Analysis

In 2022 based on its own poor economic conditions after the reorganization the company continued to adhere to the business of

bicycle and electric bicycles strive to carry out new product research and development and carried out online and offline sales and

15brand management; Meanwhile based on the long-term process of the electric bicycle business correspondingly carried out follow-

up research on related industrial projects and technical applications in the upstream and downstream of the industrial chain. On the

basis of extensive commercial contacts and previous businesses the company continued to follow the new energy development and

conduct business. On the one hand the company continued to promote the jewelry and gold business to expand business dimension.In August 2019 the Company and Shenzhen Zuankinson Jewelry Co. Ltd jointly established a Shenzhen Xinsen Jewelry Gold

Supply Chain Co. Ltd with contribution of 6.5 million yuan. Of which the Company holds 65% equity and is the controlling

shareholder of Shenzhen Xinsen Jewelry Gold Supply Chain Co. Ltd while 35% equity held by Zuankinson Jewelry. In the first

half of 2020 the investment parties increased the capital to Xinsen Company in the same proportion to 20 million yuan; In August

2020 the two investment parties signed another capital increase contract to increasing the capital to Xinsen Company in the same

proportion the registered capital increased to 200 million yuan from 20 million yuan. Among them the company has contributed 117

million yuan which will be invested one after another according to the self-owned funds and funds raised from the non-public

offering of A shares. On the other hand making more efforts to promote the selection of restructuring party and planning for the

non-public offering of shares in the hope of improving the business strength and development momentum of the Company.From October to November 2022 the company successfully made a non-public offering of 138 million shares raising funds of 294

million yuan all of which is to be used to supplement the working capital after deducting issuance expenses. Through internal

development jewelry and gold business has gradually become the core business of the company. Competitive advantages of the

company in jewelry and gold business:

1. High-quality upstream supplier system

At present the company has established stable cooperative relations with major diamond suppliers and processors at home and

abroad and has advantages in raw material purchase cost order production cycle and product quality control which can

continuously reduce the supply cost and operation efficiency.

2. Diversified downstream market channels and customer resources

At present the company is actively developing gold and jewelry customers. In addition to customers placed orders the company is

negotiating business cooperation with many domestic jewelry brands. There are three types of customers type A customers are

national well-known brand customers with more than 500 retail stores; type B customers are small and medium-

sized/regional/segmented brands with 300-500 retail stores; type C customers are small and medium-sized brands with 50-100 retail

stores.

3. Industrial chain improvement of production and design links

The company has an industrial chain process coordinating design production processing inspection and wholesale. Brand owners

can rely on our jewelry processing resource advantages and hand over low value-added links such as manufacturing and distribution

to the company so as to focus on the brand operation and sales links with higher added value. Outsourcing of production and design

can improve the homogeneity of gold and jewelry products.

4. Closed-loop business process and risk control system

The company has developed strict internal business control processes such as supplier admittance criterion customer evaluation

system whole-process order tracking system and purchase price comparison system. Through integrated service platform of supply

system and integrated solution of fund management the company has realized closed-loop control of capital flow information flow

and logistics and realized multi-level risk control.

16IV. Main business analysis

1. Overview

In 2022 based on its own poor economic conditions after the reorganization the company continued to adhere to the business of

bicycle and electric bicycles strive to carry out new product research and development and carried out online and offline sales and

brand management; Meanwhile based on the long-term process of the electric bicycle business correspondingly carried out follow-

up research on related industrial projects and technical applications in the upstream and downstream of the industrial chain. On the

basis of extensive commercial contacts and previous businesses the company continued to follow the new energy development and

conduct business. On the one hand the company continued to promote the jewelry and gold business to expand business dimension.In August 2019 the Company and Shenzhen Zuankinson Jewelry Co. Ltd jointly established a Shenzhen Xinsen Jewelry Gold

Supply Chain Co. Ltd with contribution of 6.5 million yuan. Of which the Company holds 65% equity and is the controlling

shareholder of Shenzhen Xinsen Jewelry Gold Supply Chain Co. Ltd while 35% equity held by Zuankinson Jewelry. In the first

half of 2020 the investment parties increased the capital to Xinsen Company in the same proportion to 20 million yuan; In August

2020 the two investment parties signed another capital increase contract to increasing the capital to Xinsen Company in the same

proportion the registered capital increased to 200 million yuan from 20 million yuan. Among them the company has contributed 117

million yuan which will be invested one after another according to the self-owned funds and funds raised from the non-public

offering of A shares. On the other hand making more efforts to promote the selection of restructuring party and planning for the

non-public offering of shares in the hope of improving the business strength and development momentum of the Company.From October to November 2022 the company successfully made a non-public offering of 138 million shares raising funds of 294

million yuan all of which is to be used to supplement the working capital after deducting issuance expenses. Share capital of the

Company increased to 689 million yuan and completed the general election of Board. Wansheng Industrial Holdings (Shenzhen) Co.Ltd comes to the controlling shareholder of the Company and Mr. Wang Shenghong is the actual controller of the Company

The fund raised this time should be mainly used to supplement the working capital for the development of jewelry and gold business.Through internal development jewelry and gold business has gradually become the core business of the company. After the raised

fund was fully funded in the fourth quarter of 2022 the company further planned to expand the jewelry and gold business and

further planned to develop the bicycle electric bicycle and new energy lithium battery material business. Through various efforts the

company achieved an operating revenue of 444.76 million yuan in 2022 with a significant increase in both revenue and gross profit

compared with the same period last year. In addition as the business condition of Guangshui Jiaxu Company one customer of the

company's lithium battery material business turned bad and stopped production the company increased the provision for bad debts

of its accounts receivable of 21.86 million yuan resulting in a loss this year and the net profit attributable to the shareholders of the

listed company in 2022 was -7.62 million yuan.

2. Revenue(income) and cost

(1) Constitute of operation revenue

Unit: RMB/CNY

20222021

Y-o-y changes (+-

Ratio in operation Ratio in operation

Amount Amount )

revenue revenue

17Total operation

444762238.25100%165246577.95100%169.15%

revenue

According to industries

Sales of bicycles

4778433.291.07%9629736.295.83%-50.38%

and spare parts

Lithium battery

12258681.612.76%19745299.2411.95%-37.92%

material

Jewelry and gold 427725123.35 96.17% 132915435.90 80.43% 221.80%

Other 2956106.52 1.79%

According to products

Sales of bicycles

4778433.291.07%9629736.295.83%-50.38%

and spare parts

Lithium battery

12258681.612.76%19745299.2411.95%-37.92%

material

Jewelry and gold 427725123.35 96.17% 132915435.90 80.43% 221.80%

Other 2956106.52 1.79%

According to region

Domestic 444762238.25 100.00% 165246577.95 100.00% 169.15%

According to sale model

Direct sales 444762238.25 100.00% 165246577.95 100.00% 169.15%

(2) Industries products regions and sales model that account for more than 10% of the operating revenue or operating

profit of the Company

□Applicable □Not applicable

Unit: RMB/CNY

Change of

Change of Change of

Operation Gross profit operation

Operation cost operation cost gross profit

revenue ratio revenue y-o-

y-o-y(+-) ratio y-o-y(+-)

y(+-)

According to industries

Sales of

bicycles and 4778433.29 1485365.25 68.92% -50.38% -71.20% 22.47%

spare parts

Lithium

battery 12258681.61 12117531.87 1.15% -37.92% -38.44% 0.84%

material

Jewelry and

427725123.35403281856.055.71%221.80%222.79%-0.29%

gold

Other

According to products

Sales of

bicycles and 4778433.29 1485365.25 68.92% -50.38% -71.20% 22.47%

spare parts

Lithium

battery 12258681.61 12117531.87 1.15% -37.92% -38.44% 0.84%

material

Jewelry and

427725123.35403281856.055.71%221.80%222.79%-0.29%

gold

Other

According to region

Domestic 444762238.25 416884753.17 6.27% 169.15% 173.18% 1.38%

18According to sale model

Direct sales 444762238.25 416884753.17 6.27% 169.15% 173.18% 1.38%

Under circumstances of adjustment in reporting period for statistic scope of main business data adjusted main business based on

latest one year’s scope of period-end

□Applicable □Not applicable

(3) Income from physical sales larger than income from labors

□Yes □No

Y-o-y changes (+-

Industries Item Unit 2022 2021

)

Sales volume In 10 thousand 6.32 10.83 -41.64%

Bicycle electric Output In 10 thousand 10.83

bicycle Inventory In 10 thousand 6.32 0.02

Sales volume Ton 152.59913 538.38666 -71.66%

Lithium battery Output

material Inventory 9.6278

Purchasing volume Ton 162.22693 538.38666 -69.87%

Sales volume 10000 sets 603 1930 -68.76%

Lithium battery Output

material Inventory

Purchasing volume 10000 sets 603 1930 -68.76%

Sales volume 10000 M2 40 136.3 -70.65%

Lithium battery Output

material Inventory

Purchasing volume 10000 M2 40 136.3 -70.65%

Sales volume In 10 thousand 31.04 34.585 -10.25%

Lithium battery Output

material Inventory

Purchasing volume In 10 thousand 31.04 34.585 -10.25%

Sales volume Piece 42270 73628 -42.59%

Output

Jewelry and gold

Inventory Piece 2137 3803 -43.81%

Purchasing volume Piece 40604 74412 -45.43%

Reasons for y-o-y relevant data with over 30% changes

□Applicable □Not applicable

1.Decline of the electric vehicle lithium battery material business and down in physical sales;

2. Growth of the jewelry and gold business the physical sales goes up.

(4) Performance of significant sales contracts major procurement contract entered into by the company

up to the current reporting period

□Applicable □Not applicable

(5) Constitute of operation cost

Classification of industries

Unit: RMB/CNY

1920222021

Ratio in Y-o-y changes Industries Item Ratio in

Amount Amount operation (+-)

operation cost

cost

Sales of Sales of

bicycles and bicycles and 4778433.29 0.36% 5156724.06 3.38% -71.20%

spare parts spare parts

Lithium

Lithium battery

battery 12117531.87 2.90% 19684264.57 12.90% -38.44%

material

material

Jewelry and Jewelry and

403281856.0596.74%124935947.8381.87%227.79%

gold gold

Other IT business 0 0 2830050.13 1.85%

Explanation

Nil

(6) Whether the changes in the scope of consolidation in Reporting Period

□Yes □No

(7) Major changes or adjustment in business product or service of the Company in Reporting Period

□Applicable □Not applicable

(8) Major sales and main suppliers

Major sales client of the Company

Total top five clients in sales (RMB) 337536027.69

Proportion in total annual sales volume for top five clients 75.89%

Ratio of related parties in annual total sales among the top five

21.77%

clients

Information of top five clients of the Company

Proportion in total annual

Serial Name Sales (RMB)

sales

1 Client 1 126045889.28 28.34%

2 Client 2 96810724.94 21.77%

3 Client 3 45015802.21 10.12%

4 Client 4 43576834.56 5.87%

5 Client 5 26086776.71 9.80%

Total -- 337536027.70 75.89%

Other notes of main clients

□Applicable □Not applicable

Main suppliers of the Company

Total purchase amount from top five suppliers (RMB) 43385829361.06

Proportion in total annual purchase amount for top five

94.98%

suppliers

Ratio of related parties in annual total sales among the top five

0.00%

suppliers

20Information of top five suppliers of the Company

Proportion in total annual

Serial Name Purchase (RMB)

purchase

1 Shanghai Gold Exchange 279994024.80 61.30%

2 Supplier 2 105239983.50 23.04%

3 Supplier 3 40948456.55 8.96%

4 Supplier 4 4312416.64 0.94%

5 Supplier 5 3363412.17 0.74%

Total -- 433858293.66 94.98%

Other notes of main suppliers

□Applicable □Not applicable

Shanghai Gold Exchange is the only legal trading market of precious metals in China. The gold materials required during the

reporting period were mainly purchased through Shanghai Gold Exchange and there is no affiliation between the Company and

top five suppliers.

3. Expenses

Unit: RMB/CNY

2022 2021 Y-o-y changes (+-) Note of major changes

The sale expenses

Sales expenses 5688257.68 3303956.30 72.17% increased due to the

growth of revenue

Administrative

7525176.166154605.2922.27%

expenses

Financial expenses -196347.38 10640.11 -1945.35%

R&D expenses 924567.70 2037197.58 -54.62%

4. R&D investment

□Applicable □Not applicable

Estimated Impact on

Name of Main R&D

Project Purpose Project Progress Goal to Achieve the Company's Future

Projects

Development

The technical level and

quality level of electric Improving the drum

Research and vehicle products have brake control

development on drum great improvement. Improve the drum performance of electric

brake control Improving the drum Completed check brake control vehicles to improve

technology of electric brake control before acceptance performance of electric customer experience

vehicles with heat performance of electric vehicles and create more

radiation structure vehicles can further revenue for the

improve the company.performance of electric

21vehicle products.

Improving the safety

Research and

performance of electric

development on Prevent battery leakage Further improve the

vehicle products to

leakage protection of electric vehicles and Completed check leakage protection

ensure the safety of

technology of the strengthen the safety of before acceptance effect of the battery of

customers and create

battery of U-shaped electric vehicles electric vehicles

more revenue for the

electric vehicles

company.Improving the

The special

Research and component force and

environment of

development on shock-absorbing ability

mountain has high Further improve the

component force and Completed check of mountain bikes to

requirements for overall performance of

shock-absorbing before acceptance improve customer

mountain bike in mountain bikes

technology of experience and create

component force and

mountain bike more revenue for the

shock-absorbing

company.A professional

Improving the safety

mountain bike is often

Research and performance of

ridden on the

development on anti- mountain bikes to

mountains the bike Avoid the rear wheel to

detachment variable Completed check ensure the safety of

keeps bouncing during fall off ensure the

speed technology of before acceptance customers and riders

riding so that the rear safety of rider

rear wheel of mountain and create more

wheel is easy to fall off

bike revenue for the

from the slot causing

company.injury to the rider

Improving the anti-

It solves the problem shock performance of

Research and

that lead-acid batteries Improve the strength of the batteries of electric

development on anti-

with graphene the graphene composite bicycles to increase the

shock technology of Completed check

composite electrodes electrode by the battery life improve

graphene lead-acid before acceptance

are difficult to apply to improvement of battery customer experience

batteries for electric

electric bicycles due to case and create more

bicycles

collisions revenue for the

company.Improving the anti-

Research and Anti-theft design for theft performance of

development on anti- hydraulic disc brake Improve the anti-theft mountain bikes to

Completed check

theft technology of effectively protects the performance of improve customer

before acceptance

hydraulic disc brake of safety of hydraulic disc mountain bikes experience and create

mountain bikes brake more revenue for the

company.Research and The gems need to be Replacement of manual Improve the efficiency

Under check before

development on pressed after inlaying pressing in the jewelry of jewelry inlaying

acceptance

jewelry inlay and to improve the strength pressing and inlaying save the production

22pressing technology of inlaying and the process can closely fit cost of jewelry

adhesion degree of the jewelry and bracket improve the company's

glue which requires profit

manual pressing. This

process increases the

labor intensity of

workers and affects the

overall processing

efficiency due to the

instability of workers'

force

Personnel of R&D

2022 2021 Change ratio(+-)

Number of R&D (people) 14 19 -26.32%

Ratio of number of R&D 22.22% 31.15% -8.93%

Educational background

Undergraduate 7 6 66.67%

Master 0 0 0%

Below bachelor’s degree 7 13 -46.15%%

Age composition

Under 30 2 2 -

30~4041400.00%

Over 40 8 16 -50%

Investment of R&D

2022 2021 Change ratio(+-)

R&D investment (RMB) 924576.70 2037197.58 -54.62%

R&D investment/Operation

0.21%1.23%-1.02%

revenue

Capitalization of R&D

0.000.000.00%

investment (RMB)

Capitalization of R&D

0.00%0.00%0.00%

investment/R&D investment

Reasons and effects of significant changes in composition of the R&D personnel

□Applicable □Not applicable

The reason of great changes in the proportion of total R&D investment accounted for operation revenue than last year

□Applicable □Not applicable

Reason for the great change in R&D investment capitalization rate and rational description

□Applicable □Not applicable

5. Cash flow

Unit: RMB/CNY

23Item 2022 2021 Y-o-y changes (+-)

Subtotal of cash in-flow

arising from operation 290169218.26 208259853.20 39.33%

activity

Subtotal of cash out-flow

arising from operation 551588284.29 192585920.33 186.41%

activity

Net cash flow arising from

-261419066.0315673932.87-1767.86%

operating activities

Subtotal of cash in-flow

arising from investment 50000.00 100.00%

activity

Subtotal of cash out-flow

arising from investment 40164.10 18890.56 112.61%

activity

Net cash flow arising from

9835.90-18890.56-152.07%

investment activities

Subtotal of cash in-flow

arising from financing 299292780.18

activity

Subtotal of cash out-flow

arising from financing 20207638.62 2296062.44 780.10%

activity

Net cash flow arising from

279085141.56-2296062.44-12254.95%

financing activities

Net increased amount of cash

17675911.4313358979.8732.31%

and cash equivalent

Main reasons for y-o-y major changes in aspect of relevant data

□Applicable □Not applicable

Mainly due to the funding of private placement in the Period business expansion and return of sales.Reasons of major difference between the cash flow of operation activity in report period and net profit of the Company

□Applicable □Not applicable

Mainly due to the business expansion during the Period.V. Analysis of the non-main business

□Applicable □Not applicable

VI. Analysis of assets and liability

1. Major changes of assets composition

Unit: RMB/CNY

Year-end of 2022 Year-begin of 2022

Ratio Note of major

Ratio in total Ratio in total

Amount Amount changes(+-) changes

assets assets

24Mainly due to

the jewelry &

gold business

that with the

replenishment

Monetary fund 54699491.18 13.77% 33246957.92 34.15% -20.38%

of working

capital from

non-public

offering in the

Period

Mainly due to

the jewelry &

gold business

that with the

Account replenishment

250069301.9362.95%46850083.5948.12%14.83%

receivable of working

capital from

non-public

offering in the

Period

Inventory 48206866.81 12.14% 8248573.77 8.47% 3.67%

Fix assets 2304402.38 0.58% 3439212.00 3.53% -2.95%

Right-of-use

173936.710.04%1505258.901.55%-1.51%

assets

Contractual

791762.840.20%124328.070.13%0.07%

liability

Lease liability 228302.37 0.23% -0.23%

Foreign assets account for a relatively high proportion

□Applicable □Not applicable

2. Assets and liability measured by fair value

□Applicable □Not applicable

3. The assets rights restricted till end of the period

1.Among the closing monetary funds there has 3776621.83 yuan bank deposits were judicially frozen due to case litigation.

2. At the end of the current period the total fixed output value included six suites of house properties at Lianxin JiaYuan Luohu

District Shenzhen purchased in 2016 with original value of 2959824.00 Yuan which were affordable housing purchased from the

Housing and Construction Bureau of Luohu District to provide to enterprise talents for living. The contract stipulated that the

purchasing enterprise is not allowed to conduct any form of property rights transaction with any units or individual other than the

government.VII. Investment analysis

1. Overall situation

□Applicable □Not applicable

252. The major equity investment obtained in the reporting period

□Applicable □Not applicable

3. The major non-equity investment doing in the reporting period

□Applicable □Not applicable

4. Financial assets investment

(1) Securities investment

□Applicable □Not applicable

The company had no securities investment in the Period.

(2) Derivative investment

□Applicable □Not applicable

The Company had no derivatives investment in the Period

5. Application of raised proceeds

□Applicable □Not applicable

(1) General application of raised proceeds

□Applicable □Not applicable

Unit: 10000 Yuan

Usage of

the

Cumulat retained

Total Ratio of

ive raised

Total raised cumulati Raised

Total raised capitals

accumul capital ve raised Total capitals

Raisi Total raised capitals accumul and what

ative has capitals idle for

ng Way raised capital has ative is

raised purpose has raised more

year capitals used purpose expected

capitals of uses purpose capitals than two

in Period of uses unused to

used changed of uses years

changed invested

in Period changed

in total with

those

capitals

Non-public Deposite

offering of d in

28882.728424.328424.3

2022 RMB 0 0 0.00% 463.57 special 0

255

ordinary account

shares (A for fund

26stock) raising

28882.728424.328424.3

Total -- 0 0 0.00% 463.57 -- 0

255

Explanation

1.According to the Official Reply on Approval of Non-Public Offering of Shares of Shenzhen China Bicycle Company(Holdings)

Limited (ZJXK [2021] No.3552) approved by China Securities Regulatory Commission agreed that the Company shall issue

137836986 RMB ordinary shares (A shares) to a specific object Wansheng Industrial through a private offering at 2.13 yuan a

share with total raised funds of 293592780.18 yuan. After deducting the expenses of 4765621.08 yuan (excluding tax) related

to the issuance the actual net funds raised amounted to 288827159.10 yuan. Baker Tilly China Certified Public Accountants

(LLP) has conducted an examination on the fund allocation of the company's non-public offering on October 21 2022 and issued

the Capital Verification Report on the Fund Allocation of Non-Public Offering of A Shares of Shenzhen China Bicycle Company

(Holdings) Limited TZYZ[2022] No.42018. As of December 31 2022 the company had raised funds of 284243500 yuan to

supplement the working capital and the unused raised funds deposited in the special fund-raising account was 4635700

yuan(including interest income). The use of the raised funds is detailed in the following table - Conditions of Fund-Raising

Projects.

2. During the reporting period the company neither changed the fund-raising investment projects nor changed the location and

method of implementing the fund-raising investment projects.

3. During the reporting period the company deposited used and managed the raised funds in strict accordance with the Three-

party Supervision Agreement on the Deposit of Special Accounts for Raised Funds and performed relevant obligations in

accordance with relevant laws and regulations and timely truly accurately and completely disclosed information related to the

use of raised funds. There is no violation of the Management System for Raised Funds and relevant laws and regulations.

(2) Committed projects of the raised proceed

□Applicable □Not applicable

Unit: 10000 Yuan

Committ

ed Cumulat

Change Investme

investme ive

the nt Date of Major

nt Total investme Achieve

project Investme progress reach a Benefit changes

projects raised- Invested nt d

(Y/N) nt after till end predeter achieved of

and fund in the amount expected

(includin adjustme of mined in the project

over- commit period till end benefits

g nt (1) period- state of Period feasibilit

raised ment of (Y/N)

partially end (3) use y (Y/N)

fund Period-

changed) =(2)/(1)

investme end (2)

nt

Committed investment project

Supplem

Not

ental 28882.7 28882.7 28424.3 28424.3

N 98.41% 0 applicabl N

working 2 2 5 5

e

capital

Subtotal

of

28882.728882.728424.328424.3

committ -- -- -- 0 -- --

2255

ed

investme

27nt

project

Investment of the over-raised fund

Not

applicabl

e

Payment

of bank

loans (if -- 0 0 0 0 0.00% -- -- -- --

applicabl

e)

Supplem

entary

the

working

--00000.00%--------

capital

(if

applicabl

e)

Subtotal

of over-

raised

--0000----0----

fund

investme

nt

28882.728882.728424.328424.3

Total -- -- -- 0 -- --

2255

Conditio

ns and

reasons

of

failure to

meet

schedule

or

predicte

d

income

(by

specific

projects) Not applicable

(includin

g the

reasons

for

selecting“Notapplicable ” for“Achieved

expected

benefits(Y/N)”)

Descripti Not applicable

28on of

major

changes

in

project

feasibilit

y

Amount

use of

purpose

and

usage

Not applicable

progress

of the

excessiv

e raised

fund

Change

of the

impleme

ntation

location

of

Not applicable

project

with

investme

nt of

raised

fund

Adjustm

ent of

the

impleme

ntation

ways of

Not applicable

project

with

investme

nt of

raised

fund

Early

investme

nt and

replacem

Not applicable

ent with

the

raised

fund

Tempora

ry Not applicable

replacem

29ent of

the

working

capital

with idle

raised

funds

Amount

and

reasons

of cash

surplus

in raised Not applicable

funds

during

impleme

nting the

project

Use

purpose

and

destinati

As of 31 December 2022 balance of previous proceeds was 4635700 yuan all of which are demand deposit. The

on of the unused funds are deposited in the special account for fully supplementing the working capital.raised

funds

un-used

Problem

s or

other

circumst

ances in

the use Not applicable

of raised

funds

and its

disclosur

e

Change of fund raised projects

□Applicable □Not applicable

The Company had no change of fund raised projects in the Period

30VIII. Sales of major assets and equity

1. Sales of major assets

□Applicable □Not applicable

The Company had no major assets sold in the Period.

2. Sales of major equity

□Applicable □Not applicable

IX. Analysis of main holding company and stock-jointly companies

□Applicable □Not applicable

Particular about main subsidiaries and stock-jointly companies net profit over 10%

Unit: RMB/CNY

Company Main Register Operation Operation

Type Total assets Net assets Net profit

name business capital revenue profit

Shenzhen

Xinsen Supply

Jewelry Subs chain

2000000456655372711497.42539293.1

Gold idiar business of 43904659.26 39255440.47

000.3708

Supply y jewelry and

Chain Co. gold

Ltd

Shenzhen Distribution

Subs - -

Emmelle of bicycles 11615189.idiar 5000000 11104098.26 -423219.19 4092575.6 4098820.3

Industrial and spare 72

y 9 5

Co. Ltd. parts

Particular about subsidiaries obtained or disposed in report period

□Applicable □Not applicable

Notes of holding and shareholding companies

1.The Company holds 65 percent equity of the Shenzhen Xinsen Jewelry Gold Supply Chain Co. Ltd the balance of minority

equity at period-end amounting to 14181927.65 Yuan.X. Structured vehicle controlled by the Company

□Applicable □Not applicable

XI. Future Development Prospects

From October to November 2022 the company successfully made a non-public offering of 138 million shares raising funds of 294

million yuan all of which is to be used to supplement the working capital after deducting issuance expenses. Share capital of the

Company increased to 689 million yuan and completed the general election of Board. Wansheng Industrial Holdings (Shenzhen) Co.Ltd comes to the controlling shareholder of the Company and Mr. Wang Shenghong is the actual controller of the Company

31The fund raised this time should be mainly used to supplement the working capital for the development of jewelry and gold business.

Through internal development jewelry and gold business has gradually become the core business of the company. After the raised

fund was fully funded in the fourth quarter of 2022 the company further planned to expand the jewelry and gold business and

further planned to develop the bicycle electric bicycle and new energy lithium battery material business.ii. Operation plan for the new year:

On the basis of business work over the past few years the business plan of the Company for 2023 is:

1. Continue to actively cooperate with shareholders and the board of directors to promote the reorganization of the company

2. Enhancing corporate governance standardize operations further reform and improve the internal operation management system

assessment mechanism strengthen the construction of management teams business teams and technical teams. Perfected the

development plan of the Company.

3. In terms of gold and jewelry business further establish supplier systems and expand customer resources the business cooperation

between the well-known brands and listed company in particular expanding international business improve internal business

processes and internal control system construction promote the construction of a supply chain system platform to improve

operational quality and efficiency and strive to achieve greater growth in operating income.

4. In terms of bicycle business the company negotiated and promoted the business cooperation on EMMELLE with big dealers in

order to maintain the brand and expand the national market as the goal. In terms of electric bicycles the company organized source

control quality coordination transportation and improvement of after-sales service order by order in Shandong Henan Hebei

Jiangsu and other key and mature regions to ensure the stability and improvement of order and business. For other regions the

company strengthened communication and cooperation with ODM factories utilized their existing sales network for distribution and

cooperation and promoted the growth of order and business.

5.The company has been tracking the new energy and lithium electric new materials fields for many years. Benefiting from policy

promotion technological progress and popularization of supporting facilities and under the guidance of the goal of carbon peaking

and carbon neutrality the global new energy industry has developed rapidly and the market has a sustainable growth. In 2023 the

company will further explore and make overall arrangements in the fields of new energy and new materials to seek new

breakthroughs.

6. The company continued to complete the rights and interests maintenance of the Guangshui Jiaxu lawsuit and the lawsuit

concerning the termination of the cooperation contract of the Urban Renewal and Reconstruction Project for the Second Phase of

Zhonghua Garden and continued to cooperate with the manager to carry out assets escrow business and deal with relevant litigation

so as to ensure the safety of assets and safeguard the rights and interests of relevant parties.

7. Strengthen the background management and office automation and improve the support degree of background departments to

front desk business.iii. Risks for the Company:

(1) Price fluctuation risk of major raw materials

The main raw materials of the company are gold diamonds etc. In recent years affected by changes in the international and

domestic economic situation the listed price of gold at the gold exchange fluctuates greatly. The market price of platinum is

32generally positively correlated with the market price of gold. In the long run the market price of diamond is in a moderate rising

trend. The selling price of the company's gold products calculated by gram is linked with the listed price of gold and platinum at the

gold exchange. If the market prices of gold platinum diamonds and other raw materials fall significantly during the inventory

turnover period of the company on the one hand the company has the risk of gross profit margin decline due to the decline in

product selling price; on the other hand the company will also face the risk of decline in operating performance due to the provision

for inventory write down. At the same time the rise in selling price caused by the sharp rise in the market price of raw materials such

as gold and diamonds may lead to the decrease of consumers' willingness and the decline of sales volume thus adversely affecting

the business performance.

(2) The risk of intensifying market competition

In recent years the jewelry market in China has been developing continuously and the consumption demand of jewelry has been

developing in the direction of individuation and diversification. At present China's jewelry industry has presented diversified

competitions. Excellent enterprises in the industry have formed competitive advantages in a certain segment by deeply exploring the

consumption preferences of specific groups. The market competition has gradually changed from price competition to comprehensive

competition among brand business model marketing channel product design and quality the competition tends to be fierce. In the

future development if the company cannot continue to give full play to its advantages there will be a risk of profitability decline due

to intensified competition in the industry.

(3) Risk of market demand decline

As an optional consumption jewelry is especially sensitive to market demand economic outlook and consumer preference. China

has become one of the countries with the most obvious growth in the jewelry and jade jewelry industry in the world. If the economic

growth rate declines in the future the growth of market consumption demand may slow down accordingly which will adversely

affect the company's business condition.XII. Reception of research communication and interview during the reporting period

□Applicable □Not applicable

Basic situation

Reception Reception Main content and

Time Way Object index of

location type information provided

investigation

Telephone Consulting company

Individual

Jan.-Mar. 2022 The Company communicati Individual restructuring N/A

investor

on problem

Telephone

April- June Individual Inquiry progress of

The Company communicati Individual N/A

2022 investor the private placement

on

July - Telephone

Individual Inquiry litigation of

September The Company communicati Individual N/A

investor the Company

2022 on

Telephone Consulting the

October - Individual

The Company communicati Individual general election of N/A

December 2022 investor

on the Company

The investors Found more inThe on-line participated in “InvestorsOperation of the

platform of the online Relations

Company and

2022-05-19 “Value On- Other Other performance Activitiesprogress of theLine” (www.ir- briefing for year Sheet”(No.:

private placement

online.cn) of 2021 through 2022-001)

the internet released on

33Juchao Website

(www.cninfo.co

m.cn) dated 19

May 2022

The investors Found more inparticipated in “Investorsgroup reception Relations

The

day for Activities“Interactiveinvestors of the The general election Sheet”(No.:

Platform for

listed of the Board and 2022-002)

2022-11-09 Investor Other Other

companies in reorganization of the released onRelations” on

Shenzhen for Company Juchao Website

(https://ir.p5w.n

year of 2022 (www.cninfo.co

et)

through m.cn) dated 9

(https://ir.p5w.n November

et) 2022

34Section IV Corporate Governance

I. Corporate governance of the Company

During the reporting period the company strictly complied with the Company Law the Securities Law the Governance Code for

Listed Companies the Rules for Listing Stocks of Shenzhen Stock Exchange the Guidelines for the Self-Regulation of Listed

Companies of Shenzhen Stock Exchange No. 1 -- Standardized Operation of Listed Companies on the Main Board and other

relevant laws and regulations constantly improved the corporate governance structure improved the enterprise management and

internal control system deeply and meticulously carried out corporate governance activities and constantly improved the corporate

governance level. The general meeting of shareholders the board meeting and the meeting of supervisors of the company were held

in strict accordance with relevant rules and regulations and the directors and supervisors can diligently perform their duties. During

the reporting period the actual situation of corporate governance met the requirements of the regulatory documents on corporate

governance issued by China Securities Regulatory Commission and Shenzhen Stock Exchange.

1. Shareholders and general meeting of shareholders

The company convened and held the general meeting of shareholders in strict accordance with the Company Law the Securities Law

and other laws and regulations and the stipulations of the Articles of Association and the Rules of Procedure of the General Meeting

of shareholders sent out meeting notice at the prescribed time before the general meeting of shareholders and employed lawyers to

witness the meeting and give legal opinions on the convening and holding of the meeting and the validity of the resolution ensured

that all shareholders especially minority shareholders enjoy equal status and fully exercise their rights. During the reporting period

the company held three general meetings of shareholders and considered 11 proposals.

2. Controlling shareholders and the listed company

The company's controlling shareholders exercised their rights and undertook corresponding obligations in accordance with the law

there was no direct or indirect interference in the company's decision-making and business activities beyond the company's general

meeting of shareholders. The company had an independent and complete operating system and independent operating ability and

was independent and separated from the controlling shareholders actual controllers and other enterprises controlled by them in terms

of business personnel assets institutions and finance. The company's board of directors board of supervisors and other internal

organs operated independently and major decisions were made by the general meeting of shareholders and the board of directors in

accordance with the law.

3. Directors and the board of directors

The board of directors of the company has 9 members including 3 independent directors. The number and composition of the board

of directors meet the relevant laws and regulations and the requirements of the Articles of Association. During the reporting period

all directors of the company performed their duties diligently and responsibly in strict accordance with relevant laws and regulations

the Articles of Association Rules of Procedure of the Board of Directors and other relevant provisions attended the board meetings

and the general meeting of shareholders on time carefully deliberated various proposals and ensured the standard efficient operation

and prudent and scientific decision-making of the board of directors. In order to further improve the corporate governance structure

the board of directors of the company has set up four special committees namely strategy audit nomination compensation and

assessment to provide scientific and professional opinions for the decision-making of the board of directors. During the reporting

period the board of directors held 9 meetings and deliberated 26 proposals.

4. Supervisors and the board of supervisors

35The company's board of supervisors has 3 members including 1 employee representative supervisor. The number and composition of

the board of supervisors meet the relevant laws and regulations and the requirements of the Articles of Association. During the

reporting period the board of supervisors of the Company convened meetings in strict accordance with the Articles of Association

the Rules of Procedure of the Board of Supervisors and other relevant provisions. All supervisors attended meetings on time

earnestly performed their duties independently and effectively exercised the right to supervise and examine the financial affairs of

the company and the legal compliance of the duties performed by directors and senior managers in a responsible attitude towards all

shareholders supervised and expressed their opinions on major matters related transactions and financial conditions of the company

and effectively safeguarded the legitimate rights and interests of the company and shareholders. During the reporting period the

board of supervisors held 6 meetings and deliberated 11 proposals.

5. Performance appraisal and incentive and constraint mechanism

The company has gradually established and improved the fair and transparent performance appraisal standards and incentive and

restraint mechanisms for directors supervisors and senior managers and the appointment of senior managers of the company is open

and transparent and in line with the provisions of laws and regulations.

6. Stakeholders

The company fully respected the legitimate rights and interests of stakeholders treated suppliers and customers in good faith

carefully cultivated every employee strengthened the communication and exchange among all parties jointly promoted the

sustainable and healthy development of the company and achieved the coordination and balance of the interests of shareholders

employees and the society while maximizing the profits of the company.

7. Information disclosure and transparency

The company attached great importance to information disclosure and investor relationship management strictly implemented the

Information Disclosure Management System and designated Securities Times and http://www.cninfo.com.cn as the company's legal

information disclosure media and website fairly treated all investors and truly accurately completely and timely made information

disclosure improved the transparency of the company and protected the legitimate rights and interests of all shareholders.

8. Investor relations

The Company lays great stress on maintaining the good communication with investors. During the reporting period by means of the

performance communication meeting and various means such as online group reception days for listed companies the Company

introduce the development strategy and business development to the investors; the Company actively uses the investor relations

interactive platform as an important channel of communication with investors especially small and medium-sized investors and

answers investor’s questions on the platform in a timely and serious manner.Is there any difference between the actual condition of corporate governance and relevant regulations about corporate governance for

listed company from CSRC?

□Yes □No

There are no differences between the actual condition of corporate governance and relevant regulations about corporate

governance for listed company from CSRC.

36II. Independence of the Company relative to controlling shareholder and the actual

controller in ensuring the Company’s assets personnel finance organization and businesses

The company has an independent supply and marketing system and is independent and separated from the controlling shareholders

actual controllers and other enterprises controlled by them in terms of business personnel assets institutions and finance and has

the independent and complete business system and the ability to operate independently in the market.

1.Independent business

The company has an independent supply and marketing system and has the ability to operate independently and directly to the

market. There is no other situation that needs to rely on the controlling shareholders for production and operation activities. There is

no horizontal competition between the company and the controlling shareholders and the controlling shareholders do not directly or

indirectly interfere in the operation of the company.

2. Independent personnel

The company is independent of the controlling shareholders in labor personnel and salary management. The general manager

deputy general manager chief financial officer secretary of the board and other senior executives of the company neither hold other

positions except directors and supervisors in the controlling shareholders actual controllers and other enterprises controlled by them

nor receive salary from the controlling shareholders actual controllers and other enterprises controlled by them; The company's

directors supervisors general manager and other senior executives are selected through legal procedures and there is no controlling

shareholder any other unit department or person violating the relevant provisions of the Articles of Association to interfere in the

appointment and removal of the company's personnel.

3. Independent assets

The company has a complete supply production and marketing system and supporting facilities required for production and

operation and legally owns land use rights housing property rights ownership of trademark and other assets related to production

and operation and does not rely on the assets of controlling shareholders for production and operation. The company has registered

established accounts checked and calculated and managed all assets and the property rights of all assets are clearly defined and the

ownership is clear.

4. Independent institutions

The company has set up necessary functional departments in line with its own characteristics and each department operates

according to the company's management system and under the leadership of the company management. There is no confusion with

the controlling shareholders the actual controllers and other enterprises controlled by them and there is no subordinate relationship

with the controlling shareholders.

5. Independent finance

The company has set up an independent finance department allocated full-time financial personnel and established a complete

accounting system which enable it to make financial decisions independently possess normative financial and accounting system

and financial management system for subsidiaries. The company has independent bank accounts and pays taxes independently in

accordance with the law. There is no situation of sharing bank accounts or tax payments with the controlling shareholders.III. Horizontal competition

□Applicable □Not applicable

37IV. In the reporting period the Company held annual shareholders’ general meeting and

extraordinary shareholders’ general meeting

1. Annual Shareholders’ General Meeting in the reporting period

Ratio of investor

Session of meeting Type Date Date of disclosure Resolutions

participation

Refer to the

Juchao Website

(www.cninfo.com.Annual General

AGM 11.60% 29 June 2022 30 June 2022 cn): Resolution of

Meeting of 2021

Annual General

Meeting 2021

(No.: 2022017)

Refer to the

Juchao Website

(www.cninfo.com.First Extraordinary

Extraordinary cn): Resolution of

shareholders

shareholders 11.68% 17 October 2022 18 October 2022 First Extraordinary

general meeting

general meeting shareholders

2022

general meeting

2022 (No.:

202026)

Refer to the

Juchao Website

(www.cninfo.com.Second

cn): Resolution of

Extraordinary Extraordinary

Second

shareholders shareholders 29.54% 28 November 2022 29 November 2022

Extraordinary

general meeting general meeting

shareholders

2022

general meeting

2022 (No.:

2022041)

2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore

□Applicable □Not applicable

V. Directors supervisors and senior executives

1. Basic information

Amou Amou

nt of nt of Reaso

Shares Shares

Start shares shares ns for

End held at Other held at

Worki dated increas decrea increas

date of period- change period-

Name Title ng Sex Age of ed in sed in e or

office begin s end

status office this this decrea

term (Share (share) (Share

term period period se of

))

(Share (Share shares

))

Wang Curre Not

Chairma Mal 2022- 2025-

Shenghon ntly in 41 0 0 0 0 0 applica

n e 11-28 11-27

g office ble

Li Hai Director Curre Mal 54 2010- 2025- 0 0 0 0 0 Not

38ntly in e 08-26 11-27 applica

office ble

Curre Not

Presiden Mal 2013- 2025-

ntly in 54 0 0 0 0 0 applica

t e 09-26 11-27

office ble

Curre Not

Mal 2017- 2025-

Director ntly in 50 0 0 0 0 0 applica

e 06-29 11-27

office ble

Sun Secretar Curre Not

Mal 2012- 2025-

Longlong y of the ntly in 50 0 0 0 0 0 applica

e 05-17 11-27

Board office ble

Curre Not

Mal 2017- 2025-

CFO ntly in 50 0 0 0 0 0 applica

e 05-22 11-27

office ble

Yao Curre Not

Mal 2010- 2025-

Zhengwa Director ntly in 48 0 0 0 0 0 applica

e 08-26 11-27

ng office ble

Curre Not

Yuan Mal 2022- 2025-

Director ntly in 44 0 0 0 0 0 applica

Kang e 11-28 11-27

office ble

Curre Not

Wang Mal 2022- 2025-

Director ntly in 69 0 0 0 0 0 applica

Guoxiang e 11-28 11-27

office ble

Indepen Curre Not

Guo Mal 2022- 2025-

dent ntly in 40 0 0 0 0 0 applica

Qiuquan e 11-28 11-27

director office ble

Indepen Curre Not

Zhan Mal 2022- 2025-

dent ntly in 41 0 0 0 0 0 applica

Qiyong e 11-28 11-27

director office ble

Indepen Curre Not

Yuan Mal 2022- 2025-

dent ntly in 44 0 0 0 0 0 applica

Qinghui e 11-28 11-27

director office ble

The

convene

Curre Not

r of the Mal 2022- 2025-

Guo Yong ntly in 48 0 0 0 0 0 applica

board of e 11-28 11-27

office ble

supervis

ors

Li Curre Not

Supervis Mal 2022- 2025-

Nianshen ntly in 39 0 0 0 0 0 applica

or e 11-28 11-27

g office ble

Staff Curre Not

Yi Mal 2022- 2025-

Supervis ntly in 53 0 0 0 0 0 applica

Wenzhi e 11-28 11-27

or office ble

Not

Yang Outgo Mal 2006- 2022-

Director 66 0 0 0 0 0 applica

Fenbo ing e 06-30 11-28

ble

Not

Outgo Mal 2010- 2022-

Cao Fang Director 49 0 0 0 0 0 applica

ing e 08-26 11-28

ble

Not

Zhong Outgo Mal 2017- 2022-

Director 59 0 0 0 0 0 applica

Hua ing e 06-29 11-28

ble

Indepen Not

Yang Outgo Fem 2017- 2022-

dent 54 0 0 0 0 0 applica

Lang ing ale 06-29 11-28

director ble

Song Indepen Outgo Mal 60 2017- 2022- 0 0 0 0 0 Not

39Xishun dent ing e 06-29 11-28 applica

director ble

Indepen Not

Zhang Outgo Mal 2017- 2022-

dent 58 0 0 0 0 0 applica

Zhigao ing e 06-29 11-28

director ble

The

convene

Not

r of the Outgo Mal 2014- 2022-

Li Xiang 49 0 0 0 0 0 applica

board of ing e 06-27 11-28

ble

supervis

ors

Staff Not

Outgo Mal 2014- 2022-

Li Jialin Supervis 62 0 0 0 0 0 applica

ing e 05-22 11-28

or ble

Zheng Not

Supervis Outgo Mal 2011- 2022-

Zhonghua 61 5276 0 0 0 5276 applica

or ing e 06-27 11-28

n ble

Total -- -- -- -- -- -- 5276 0 0 0 5276 --

During the reporting period whether there was any departure of directors and supervisors and dismissal of Senior executives

□Yes □No

During the reporting period the general election of the BOD and Supervisory has completed on 28 November 2022 relevant

information found more in the “Change of the Director Supervisor and Senior Executives” in this Section

Changes of directors supervisors and senior executives

□Applicable □Not applicable

Name Position Type Date Cause

General election of

Wang Shenghong Chairman Election 2022-11-28

BOD

General election of

Yuan Kang Director Election 2022-11-28

BOD

General election of

Wang Guoxiang Director Election 2022-11-28

BOD

General election of

Guo Qiuquan Independent director Election 2022-11-28

BOD

General election of

Zhan Qiyong Independent director Election 2022-11-28

BOD

General election of

Yuan Qinghui Independent director Election 2022-11-28

BOD

The convener of the General election of

Guo Yong Election 2022-11-28

BOS BOS

General election of

Li Niansheng Supervisor Election 2022-11-28

BOS

General election of

Yi Wenzhi Staff Supervisor Election 2022-11-28

BOS

Li Hai President Engagement 2022-11-28 Re-engagement

Sun Longlong Secretary of the Board Engagement 2022-11-28 Re-engagement

Sun Longlong CFO Engagement 2022-11-28 Re-engagement

Outgoing for the office Outgoing for the office

Li Hai Chairman 2022-11-28

term expired term expired

Outgoing for the office Outgoing for the office

Yang Fenbo Director 2022-11-28

term expired term expired

Outgoing for the office Outgoing for the office

Cao Fang Director 2022-11-28

term expired term expired

40Outgoing for the office Outgoing for the office

Zhong Hua Director 2022-11-28

term expired term expired

Outgoing for the office Outgoing for the office

Yang Lang Independent director 2022-11-28

term expired term expired

Outgoing for the office Outgoing for the office

Song Xishun Independent director 2022-11-28

term expired term expired

Outgoing for the office Outgoing for the office

Zhang Zhigao Independent director 2022-11-28

term expired term expired

The convener of the Outgoing for the office Outgoing for the office

Li Xiang 2022-11-28

BOS term expired term expired

Outgoing for the office Outgoing for the office

Zheng Zhonghuan Supervisor 2022-11-28

term expired term expired

Outgoing for the office Outgoing for the office

Li Jialin Staff Supervisor 2022-11-28

term expired term expired

2. Post-holding

Professional background major working experience and present main responsibilities in Company of directors supervisors and

senior executive

Mr. Wang Shenghong born in 1982 is a Chinese national without the right of permanent residence abroad. Mr. Wang Shenghong is

currently an executive director and general manager of Wansheng Industrial Holdings (Shenzhen) Co. Ltd. an executive director and

general manager of Shenzhen Wansheng Kejiao Holding Co. Ltd. an executive director and general manager of Shenzhen Huaxia

Juanyong Cultural Tech. Co. Ltd. and the Chairman of the Company.Mr. Li Hai born in 1969 graduated from Economic department of Shenzhen University in major of accounting; Mr. Li took the turns

of deputy manager of finance department assistant CFO secretary of the Board and vice president etc. of the Company and now he

serves as President of the Company.Mr. Sun Longlong born in 1973 graduated from Shanghai University of Finance and Economics in 1995 with a bachelor degree a

bachelor of Economics. Mr. Sun successively worked as financial affairs in Shenzhen Qiongjiao Industry Co. Ltd. and Shenzhen

Solar Pipe Co. Ltd.; he worked in the Company since May 1999 and successively served as Deputy Manager of financial

department Manager manager of comprehensive management department manager of enterprise management department now he

serves as Director secretary of the Board and CFO of the Company.Mr. Yao Zhengwang born in 1975 received a Bachelor of Law degree. Mr. Yao Zhengwang is currently a director of Shenzhen

China Bicycle Company (Holdings) Limited the general manager of Jilin Fude Investment Holding Co. Ltd. a director of Jiaxing

Zhishifang Food Technology Co. Ltd. a supervisor of Le Shan City Commercial Bank Co. Ltd. and a Director of the Company.Mr. Yuan Kang born in 1979 graduated from Seneca College in Toronto Canada served as a supervisor of Fujian Fenghe Group

Co. Ltd. and now serves as a director of the Company.Mr. Wang Guoxiang born in 1954 is a Chinese national without the right of permanent residence abroad. He is currently a

supervisor of Wansheng Industrial Holdings (Shenzhen) Co. Ltd. a supervisor of Shenzhen Wansheng Kejiao Holdings Co. Ltd. a

supervisor of Shenzhen Huaxia Juanyong Cultural Tech. Co. Ltd. and a director of the Company.

41Mr. Guo Qiuquan born in 1983 is a member of the Communist Party of China and a Chinese national a PhD of Biomedical

Engineering the University of Western Ontario Canada a bachelor of Engineering Mechanics and a master of Physical Electronics

from Beijing Institute of Technology and he belongs to Class-C in the peacock plan of recruiting high-level overseas talents of

Shenzhen. In 2016 he was sponsored by the Ministry of Human Resources and Social Security for overseas students. So far he has

published more than 70 papers in international advanced journals and has 12 authorized invention patents and 12 authorized utility

model patents. Some of his patented technologies won the technology transformation award of WorlDiscovery of the University of

Western Ontario. Mr. Guo Qiuquan is currently an associate researcher of the Institute for Advanced Study of University of

Electronic Science and Technology of China (Shenzhen) general manager of Jiangsu Xinchengrui Material Technology Co. Ltd.the president and general manager of Shenzhen Topmembranes Technology Co. Ltd. and an independent director of the Company.Mr. Zhan Qiyong born in 1982 is a member of the Communist Party of China and a Chinese national. He has a master's degree in

accounting from Jiangxi University of Finance and Economics. He is a certified public accountant and a certified tax agent. Mr. Zhan

Qiyong once served successively as an accountant of Finance Department of Shenzhen Wang Xin Linkage Technology Co. Ltd. an

accountant and an assistant manager of Finance Department of Shenzhen Gold Coin Co. Ltd.. Now he is the deputy manager of

Finance Department of Shenzhen Gold Coin Co. Ltd. and an independent director of the Company.Mr. Yuan Qinghui born in 1979 is a Chinese national has a bachelor 's degree in law and is a lawyer. He passed the China Judicial

Examination in 2002 and began practicing law in 2003. Now he is the director of Fujian Luyuan Laws Firm and an independent

director of the Company.Mr. Guo Yong born in 1975 graduated as a major in economy and trade from Henan Agricultural University in 1995. He is a master

of Arts and Crafts in Henan Province and a representative inheritor of national intangible cultural heritage (jun porcelain firing

technique). Mr. Guo Yong successively served as the general manager of the First Branch of Henan Provincial Wood Corporation

the general manager of Yuzhou Longyu Tungsten & Molybdenum Material Co. Ltd. and the chairman of Huangshi Wanjun

International Art (Shenzhen) Co. Ltd. Currently he is the chairman and general manager of Henan Wanjuntang Porcelain Culture

Development Co. Ltd. an executive director and general manager of Yuzhou Wanjuntang Culture Development Co. Ltd. an

executive director and general manager of Zhengzhou Baoshang Jewelry Co. Ltd. director of Intangible Cultural Heritage

Committee of Chinese Traditional Culture Promotion Association and convener of the Board of Supervisors of the Company.Mr. Li Niansheng born in 1984 Chinese nationality has a bachelor degree in biological engineering from Tianjin University of

Science and Technology. He successively served as the investment director and general manager of Shenzhen Runjing Asset

Management Co. Ltd.. Currently he is the general manager of Shenzhen Xinsen Jewelry Gold Supply Chain Co. Ltd. and a

supervisor of the Company.Mr. Yi Wenzhi born in 1970 has a college degree. He joined the Company in 1992 and successively served as a member of the life

management committee of Longhua Plant #2 an equipment manager of painting workshop a production dispatcher of painting

workshop the chairman of the labor union of painting workshop and a member of Youth League Committee of Longhua Plant #2.He is currently the deputy director of the company's general affairs office the chairman of the company's labor union a member of

the company's party committee and the secretary of the second branch a member of the trade union committee of Shenzhen Yuanling

Street and an employee representative supervisor of the Company.Post-holding in shareholder’s unit

42□Applicable □Not applicable

Received

Position in

Name of Start dated of End date of office remuneration from

Name shareholder’s unit

shareholder’s unit office term term shareholder’s unit

n

(Y/N)

Wansheng

Industrial

Executive Director

Wang Shenghong Holdings 2017-06-13 - N

and GM

(Shenzhen) Co.Ltd.Wansheng

Industrial

Wang Guoxiang Holdings Supervisor 2018-08-13 - N

(Shenzhen) Co.Ltd.Explanation N/A

Post-holding in other unit

□Applicable □Not applicable

Received

Name of other Position in other Start dated of End date of office

Name remuneration from

units unit office term term

other unit (Y/N)

Shenzhen Huaxia

Executive Director

Wang Shenghong Junyong Cultural 2020-5-9 - N

and GM

Tech. Co. Ltd.Shenzhen

Executive Director

Wang Shenghong Wansheng Kejiao 2019-6-6 - N

and GM

Holding Co. Ltd.Shenzhen

Chanjuan Holding Executive Director

Wang Shenghong 2020-1-7 - N

Development Co. and GM

Ltd.Shenzhen

Executive Director

Wang Shenghong Chanjuan 2017-12-21 - N

and GM

Industrial Co. Ltd.Shenzhen

Wang Shenghong Chanjuan Jewelry Director 2022-8-22 - N

Co. Ltd.Shenzhen Huhui

Alliance E-

Li Hai Director 2015-4-10 - Y

Commerce Co.Ltd.Huizhou Daya Bay

Merchant in

Sun Longlong Longzhen Trading 2021-11-10 Y

charge

Firm

Jilin Fude

Yao Zhengwang Investment GM 2014-11-21 Y

Holding Co. Ltd.Jiaxing Zhishifang

Yao Zhengwang Food Tech. Co. Director 2012-12-24 Y

Ltd.Le Shan City

Yao Zhengwang Supervisor 2019-06-21 Y

Commercial Bank

Zhengda Energy

Yao Zhengwang Development Supervisor 2017-02-09 Y

(China) Co. Ltd.

43Shenzhen

Guosheng Energy

Yao Zhengwang Investment Supervisor 2006-10-12 Y

Development Co.Ltd.Shenzhen

Longpeng

Yao Zhengwang Supervisor 2009-07-21 Y

Investment Co.Ltd.Shenzhen

Yao Zhengwang Zhengrui Energy Supervisor 2016-02-25 Y

Tech. Co. Ltd.Shenzhen

Longgang

Merchant in

Yao Zhengwang Henggang 2000-02-17 Y

charge

Zhengwang Store

Co. Ltd.Fujian Chanjuan Executive Director

Yuan Kang 2020-12-22 N

Jewelry Co. Ltd. and GM

Shenzhen Huaxia

Executive Director

Wang Guoxiang Junyong Cultural 2020-5-9 - N

and GM

Tech. Co. Ltd.Shenzhen

Executive Director

Wang Guoxiang Wansheng Kejiao 2019-6-6 - N

and GM

Holding Co. Ltd.Shenzhen

Guo Qiuquan Topmembranes Chairman 2015-08-25 Y

Tech. Co. Ltd.Jiangsu

Xinchengrui

Guo Qiuquan GM 2019-10-24 Y

Material Tech. Co.Ltd.Nanjing Jusixing

Guo Qiuquan IntelligentTech. GM 2022-8-9 Y

Co. Ltd.Shensi Laifu

Guo Qiuquan (Shenzhen) Tech. Supervisor 2022-10-19 Y

Co. Ltd.Shenzhen Gold Deputy financial

Zhan Qiyong May 2015 Y

Coin Co. Ltd. manager

Fujian Luyuan

Yuan Qinghui Chief lawyer September 2008 Y

Laws Firm

Henan Wanjuntang

Porcelain Culture Executive Director

Guo Yong 2016-01-12 Y

Development Co. and GM

Ltd.Yuzhou

Wanjuntang

Executive Director

Guo Yong Culture 2019-11-14 Y

and GM

Development Co.Ltd.Zhengzhou

Executive Director

Guo Yong Baoshang Jewelry 2015-07-23 Y

and GM

Co. Ltd.Henan Jianhe

Guo Yong Traditional Supervisor 2019-7-31 Y

Chinese Medicine

44Hospital Co. Ltd.

Henan Jianhe

Guo Yong Pharmacy Co. Supervisor 2020-10-26 Y

Ltd.Shenzhen Runjing

Assets

Li Niansheng GM 2016-09-19 Y

Management Co.Ltd.Shenzhen

Bochuangke

Yi Wenzhi Information Supervisor 2011-05-11 Y

Consulting Co.Ltd.Explanation N/A

Punishment of securities regulatory authority in recent three years to the company’s current and outgoing directors supervisors

and senior management during the reporting period

□Applicable □Not applicable

3. Remuneration for directors supervisors and senior executives

Decision-making procedures recognition basis and payment for directors supervisors and senior executives

Decision procedure of

remuneration of directors According to relevant rules of the Article of Association the general meeting of shareholders decides

supervisors senior remuneration of directors and supervisors. The Board of Directors decides senior management’s.management

Confirmation basis of The Company refers to the position rank and comprehensive industry level. And then general meeting of

remuneration of directors shareholders approves compensation standard and allowance of independent directors. According to the

supervisors and senior "Interim Measures to Annual Performance Assessment of Executives" and performance evaluation

management standards the Company issues annual performance salary.Actual payment of The Company strictly paid remuneration of directors supervisors and senior management accordingly

remuneration of directors with decision procedure and confirmation basis. Total payment for remuneration of directors

supervisors and senior supervisors and supervisors amounted to 1.3951 million yuan from January to December in 2022.management

Remuneration for directors supervisors and senior executives in reporting period

Unit: 10000 Yuan

Total Whether

remuneration remuneration

Post-holding

Name Title Sex Age obtained from obtained from

status

the Company related party of

(before taxes) the Company

Currently in

Li Hai Director Male 54 62.07 N

office

Currently in

Sun Longlong Director Male 50 23.9 N

office

Currently in

Li Niansheng Supervisor Male 39 1.8 N

office

Currently in

Yi Wenzhi Supervisor Male 53 1.01 N

office

Zhong Hua Director Male 59 Outgoing 16.58 N

45Zheng

Supervisor Male 61 Outgoing 10.06 N

Zhonghuan

Staff

Li Jialin Male 62 Outgoing 9.81 N

Supervisor

Independent

Yang Lang Female 54 Outgoing 4.76 N

director

Independent

Song Xishun Male 60 Outgoing 4.76 N

director

Independent

Zhang Zhigao Male 58 Outgoing 4.76 N

director

Total -- -- -- -- 139.51 --

VI. Responsibility performance of directors during the reporting period

1. The board of directors during the reporting period

Session of meeting Date of meeting Disclosure date Meeting resolutions

Refer to the Juchao Website

(www.cninfo.com.cn):

The 37th Session of 10th BOD 2022-04-22 2022-04-26

Resolution of the 37th Session

of 10th BOD (No.: 2022003)

Deliberated only one proposal

The 38th Session (interim) of as the Q1 Report of 2022

2022-04-282022-04-29

10th BOD which was disclosed on April

292022

Refer to the Juchao Website

The 39th Session (interim) of (www.cninfo.com.cn):

2022-06-062022-06-07

10th BOD Resolution of 39th Session of

10th BOD (No.: 2022011)

Deliberated only one proposal

as the Semi-Annual Report of

The 40th Session of 10th BOD 2022-08-24 2022-08-26

2022 which was disclosed on

August 26 2022

Refer to the Juchao Website

(www.cninfo.com.cn):

The 41st Session (interim) of

2022-09-29 2022-09-30 Resolution of 41st Session

10th BOD

(interim) of 10th BOD (No.:

2022022)

Refer to the Juchao Website

(www.cninfo.com.cn):

The 42nd Session (interim) of

2022-10-25 2022-10-26 Resolution of 42nd Session

10th BOD

(interim) of 10th BOD (No.:

2022027)

Deliberated only one proposal

The 43rd Session (interim) of as the Q3 Report of 2022

2022-10-272022-10-28

10th BOD which was disclosed on

October 28 2022

Refer to the Juchao Website

(www.cninfo.com.cn):

The 44th Session (interim) of

2022-11-10 2022-11-11 Resolution of 44th Session

10th BOD

(interim) of 10th BOD (No.:

2022035)

Refer to the Juchao Website

(www.cninfo.com.cn):

The 1st Session of 11th BOD 2022-11-28 2022-11-29

Resolution of 1st Session of

11th BOD (No.: 2022042)

462. The attending of directors to Board meetings and shareholders general meeting

The attending of directors to Board Meeting and Shareholders General Meeting

Times of Times of

Absent the

Board attending the Times of

Times of Meeting for

meeting Times of Board Times of attend the

Director entrusted the second

supposed to Presence Meeting by Absence general

presence time in a row

attend in the communicati meeting

(Y/N)

report period on

Wang

1 1 0 0 0 N 0

Shenghong

Li Hai 9 9 0 0 0 N 3

Sun

9 9 0 0 0 N 3

Longlong

Yao

9 4 5 0 0 N 3

Zhengwang

Yuan Kang 1 0 1 0 0 N 0

Wang

1 0 1 0 0 N 0

Guoxiang

Guo Qiuquan 1 0 1 0 0 N 0

Zhan Qiyong 1 0 1 0 0 N 0

Yuan

1 0 1 0 0 N 0

Qinghui

Yang Fenbo 8 5 3 0 0 N 1

Cao Fang 8 1 7 0 0 N 1

Zhong Hua 8 8 0 0 0 N 3

Yang Lang 8 0 8 0 0 N 1

Song Xishun 8 0 8 0 0 N 1

Zhang

8 0 8 0 0 N 1

Zhigao

Explanation of absent the Board Meeting for the second time in a row

Nil

3. Objection for relevant events from directors

Directors come up with objection about Company’s relevant matters

□Yes □No

No directors come up with objection about Company’s relevant matters in the Period

4. Other explanation about responsibility performance of directors

The opinions from directors have been adopted

□Yes □No

Director's statement to the Company that a proposal has been or has not been adopted

During the reporting period the directors carefully deliberated all proposals submitted to the BOD and voted in favor of the

proposals that required voting without any opposition or abstention and raised no objection to the proposals of the Board for the

year.

47VII. Performance of Duties by Specialized Committees under the Board Meeting in the

Reporting Period

Important Specific

Number of comments Other circumstance

Committee Meeting

Members meetings Date of and performance s of the

name content

held meeting suggestions of duties objection (if

made applicable)

Deliberation

of the Annual Draws

Report 2021 management’

2022-04-19 and related s attention on Yang Lang N/A N/A

internal relevant

Audit Zhang

2 control proposals

committee Zhigao and reports

Cao Fang Renewal of

the

2022-06-02 accounting N/A N/A N/A

firms

Guo Nominated

Qiuquan and approval

Nomination Wang the candidate

1 2022-11-28 N/A N/A N/A

Committee Shenghong of senior

and Yuan executives of

Qinghui the Company

VIII. Works from Supervisory Committee

The Company has risks in reporting period that found in supervisory activity from supervisory committee

□Yes □No

Supervisory committee has no objection about supervision events in reporting period

IX. Particulars of workforce

1. Number of Employees Professional composition Education background

Employee in-post of the parent Company at period-end

36

(people)

Employee in-post of main Subsidiaries at period-end (people) 27

The total number of current employees at period-end (people) 63

The total number of current employees to receive pay (people) 63

Retired employee’ s expenses borne by the parent Company

0

and main Subsidiaries (people)

Professional composition

Category of professional composition Numbers of professional composition (people)

Production personnel 8

Salesperson 16

Technicians 18

Financial personnel 7

Administrative personnel 14

48Total 63

Education background

Type of Education Numbers (people)

Postgraduate 1

Undergraduate 23

Junior college 21

Below junior college 18

Total 63

2. Remuneration Policy

Formulated the remuneration policy according to the position title and comprehensive industry salary standards

3. Training programs

In order to improve the quality of staff the company has planned and targeted training activities every year. The training activities

for administrative personnel and technical staff mainly to improve their professional skills management quality and ability

4. Labor outsourcing

□Applicable □Not applicable

X. Profit distribution plan and capitalizing of common reserves plan

Formulation Implementation and Adjustment of common stock Profit Distribution Policy Especially Cash Dividend policy during

the Reporting Period

□Applicable □Not applicable

The company is profitable during the reporting period and the parent company has positive profit available for distribution to

shareholders but no cash dividend distribution plan has been proposed

□Applicable □Not applicable

Profit distribution plan and capitalizing of reserves for the Period

□Applicable □Not applicable

The Company has no plans of cash dividend distributed no bonus shares and has no share converted from capital reserve either for

the year.XI. Implementation of the Company’s stock incentive plan employee stock ownership plan

or other employee incentives

□Applicable □Not applicable

During the reporting period the Company has no stock incentive plan employee stock ownership plan or other employee

incentives that have not been implemented.

49XII. Construction and implementation of internal control system during the reporting

period

1. Construction and implementation of internal control

In accordance with the provision of Basic Standards for Enterprise Internal Control and its supporting guidelines the Company

renewal and improve the internal control system of the Company during the reporting period. Established a set of internal control

system with scientific design simple application and effective operation. Regularly the Company carried out special work of system

combing and optimization every year and the work is effectively integrated with the internal control assessment of the Company.Through the system evaluation achieved the improvement of the system standardization of the effectiveness of the establishment

and optimization of the process and full implementation.

2. Details of major defects in internal control identified during the reporting period

□Yes □No

XIII. Management and controls on the subsidiary during reporting period

Problems

Integration Integration Measures taken Progress in Follow-up

Name encountered in

plans progress to resolve solution solution plan

integration

Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable

XIV. Internal control self-appraisal report or internal control audit report

1. Self-appraisal Report of Internal Control

Disclosure date of full internal control

25 April 2023

evaluation report

Disclosure index of full internal control

Self-Appraisal Report of Internal Control 2022 of CBC released on Juchao website

evaluation report

The ratio of the total assets of units

included in the scope of evaluation

accounting for the total assets on the 100.00%

company's consolidated financial

statements

The ratio of the operating income of

units included in the scope of evaluation

accounting for the operating income on 100.00%

the company's consolidated financial

statements

Defects Evaluation Standards

Category Financial Reports Non-financial Reports

Material defect: (1) inefficiency of Material defect: (1) inefficiency of

environment control; (2) inefficiency of environment control; (2) inefficiency of

internal supervision; (3) direct impact on internal supervision; (3) direct impact on

major mistakes of investment decisions; major mistakes of investment decisions;

(4) directly make the significant error in (4) directly make the significant error in

Qualitative criteria

the financial statements; (5) violation of the financial statements; (5) violation of

the laws regulations rules and other the laws regulations rules and other

normative documents resulting in normative documents resulting in

investigation of the central government investigation of the central government

and regulatory agencies and being and regulatory agencies and being

50sentenced to a fine or penalty being sentenced to a fine or penalty being

restricted industry exit canceling restricted industry exit canceling

business license and being forced the business license and being forced the

closure of etc. Major defect: (1) indirect closure of etc. Major defect: (1) indirect

impact on major mistakes of investment impact on major mistakes of investment

decisions; (2) indirectly make the decisions; (2) indirectly make the

significant error in the financial significant error in the financial

statements; (3) Lack of important statements; (3) Lack of important

system; (4) violation of the laws system; (4) violation of the laws

regulations rules and other normative regulations rules and other normative

documents resulting in investigation of documents resulting in investigation of

the local government and regulatory the local government and regulatory

agencies and being sentenced to a fine agencies and being sentenced to a fine

or penalty and being ordered to suspend or penalty and being ordered to suspend

business for rectification and cause the business for rectification and cause the

Company’s business stop of etc. General Company’s business stop of etc. General

defect: other control defect besides defect: other control defect besides

material defect and major defect. material defect and major defect.

1. Potential loss or potential error of total 1. Potential loss or potential error of total

profit: (1) General defect: less than or profit: (1) General defect: less than or

equal to pre-tax total profit of 3% (2) equal to pre-tax total profit of 3% (2)

Major defect: more than pre-tax total Major defect: more than pre-tax total

profit of 3%( and absolute amount more profit of 3%( and absolute amount more

than RMB 0.5 million) (3) Material than RMB 0.5 million) (3) Material

defect:: more than 5% of pre-tax total defect:: more than 5% of pre-tax total

profit and absolute amount more than profit and absolute amount more than

RMB 1 million; 2. Potential loss or RMB 1 million; 2. Potential loss or

potential error of operating income: (1) potential error of operating income: (1)

General defect: less than or equal to General defect: less than or equal to

Quantitative standard operating income of 1% (2) Major operating income of 1% (2) Major

defect: more than 1% of operating defect: more than 1% of operating

income and less than or equal to 3% of income and less than or equal to 3% of

operation income (3) Material defect:: operation income (3) Material defect::

more than 3% of operating income; 3. more than 3% of operating income; 3.Potential loss or potential error of total Potential loss or potential error of total

assets: (1) General defect: less than or assets: (1) General defect: less than or

equal to 1% of total assets (2) Major equal to 1% of total assets (2) Major

defect: more than 1% of total profit and defect: more than 1% of total profit and

less than or equal to 3% of total profit less than or equal to 3% of total profit

(3) Material defect:: more than 3% of (3) Material defect:: more than 3% of

total profit total profit

Amount of significant defects in

0

financial reports

Amount of significant defects in non-

0

financial reports

Amount of important defects in financial

0

reports

Amount of important defects in non-

0

financial reports

2. Auditing report of internal control

□Applicable □Not applicable

Deliberations in Audit Report of Internal Control

We considers that China Bicycle Company (Holdings) Limited in line with Basic Norms of Internal Control and relevant

regulations shows an effectiveness internal control of financial report in all major aspects dated 31 December 2022.Disclosure details of audit report of internal control Disclosed

Disclosure date of audit report of internal control (full-text) 25 April 2023

Juchao Website- Audit Report of Internal Control of Shenzhen

Index of audit report of internal control (full-text) China Bicycle Company (Holdings) Limited (TZY Zi[2023]

No.11694-2

Opinion type of auditing report of IC Standard unqualified

Whether the non-financial report had major defects No

51Carried out modified opinion for internal control audit report from CPA

□Yes □No

The internal control audit report issued by CPA has concerted opinion with self-evaluation report issued from the Board

□Yes □No

XV. Rectification of Self-examination Problems in Special Governance Actions in Listed

Company

Not applicable

52Section V. Environmental and Social Responsibility

I. Major environmental

The listed Company and its subsidiary whether belongs to the key sewage units released from environmental protection

department

□Yes □No

Administrative punishment for environmental problems during the reporting period

Impact on the

The company’s

Company name or Reason for production and

Violation Punishment result rectification

subsidiary name punishment operation of listed

measures

company

Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable

Other environmental information disclosed refer to key polluters

Not applicable

Measures taken to reducing the carbon emissions during the reporting period and their effectiveness

□Applicable □Not applicable

Reasons for not disclosing other environmental information

Not applicable

II. Social responsibility

During the reporting period the company conscientiously fulfilled its corporate social responsibility paid attention to protecting the

interests of shareholders especially minority shareholders; Treated suppliers customers and consumers with integrity; Earnestly

fulfilled the responsibilities and obligations to the society shareholders employees and other stakeholders created a harmonious

environment for enterprise development and realized the common development of the enterprise and stakeholders.

1. Protection of shareholders' rights and interests

The company strictly complies with the provisions of relevant laws and regulations such as the Company Law the Securities Law

and the Governance Code for Listed Companies continuously improves the corporate governance structure adheres to handing over

the important matters to the resolutions of the shareholders' meeting provides convenience for medium and small investors to

participate in the shareholders' meeting fully listens to the small and medium-sized investors’ reasonable advice on the company's

development and governance and safeguards the legitimate rights and interests of shareholders.In 2022 the board of directors of the company convened 3 shareholders' meetings the meeting adopted the combination of on-site

voting and online voting the votes of small and medium investors were counted separately provided convenience for the majority of

investors to participate in the voting at the shareholders' meeting and ensured the participation right and supervision right of the

small and medium-sized investors.

53In 2022 the company strengthened communication with investors especially investors from the public answered questions about

which the public and investors concerned and ensured the investors' right to know in line with the Information Disclosure Affairs

Management System and Reception and Promotion Work System and by means of various forms such as the interactive platform of

Shenzhen Stock Exchange hotline of the company’s securities affairs department and so on.On May 19 2022 the company held the 2021 annual performance briefing in which the company made online communication with

investors on the company's performance operating conditions development prospects and other issues of interest to investors. A

total of 11 questions were raised by investors during the briefing which were answered by directors and senior management

personnel.On November 9 2022 the company participated in the collective reception day for investors of listed companies in Shenzhen in

2022 and conducted online communication with investors on corporate reorganization change of office term of the board and other

issues concerned by investors. During the reception day the directors and senior management at the meeting responded to all

questions raised by investors.The company is committed to protecting the rights and interests of investors by improving the corporate governance structure

improving the level of information disclosure and investor relationship management and carrying out investor education and

guiding investors to form value investment concept through real and effective communication. In order to effectively ensure smooth

service channels for investors the company has arranged full-time personnel to answer investors' hotline calls and answer questions

on the interactive platform and relevant staff has patiently analyzed the announcement information for investors to help investors

understand the company's situation in time.

2. Protection of workers' rights and interests

The company adheres to the people-oriented comprehensively implements the Labor Law and Labor Contract Law attaches great

importance to guarantee of the employees' rights and interests at the same time establishes good communication channels

throughout the whole process of staff management and care pays attention to staff growth improves the staff overall quality

cultivates excellent internal training culture system creates a good learning environment. Meanwhile the company pays attention to

enriching the spiritual life of employees regularly carries out staff activities and improves team cohesion. In accordance with the

Labor Contract Law of the People's Republic of China and other relevant national and local labor laws and regulations the company

signs labor contracts with employees to protect their rights and interests. The company and its subsidiaries strictly implement the

national employment system labor protection system social security system and medical security system and pay the housing

provident fund medical insurance endowment insurance unemployment insurance work-related injury insurance and maternity

insurance for employees according to the state regulations. The company adheres to corporate culture of efficient coordination

people-oriented on-demand training training by level and echelon training. The company establishes internal knowledge sharing

system promotes information and knowledge exchange among various modules of the company and improves team coordination

ability. It encourages employees to participate in continuing education and enhances the knowledge structure optimization and

professional quality promotion of workers at various positions.

3. Protection of rights and interests of suppliers customers and consumers

The company actively organizes and carries out customer management takes measures to ensure the rights and interests of customers

and actively promotes customer satisfaction and service excellence. It makes full use of the rich social resources in the market and

establishes a good partnership with suppliers. The company promises not to abuse or misuse consumer information for the protection

of rights and interests of consumers.

54III. Consolidating and expanding the achievements of poverty alleviation and rural

revitalization

Not applicable

55Section VI. Important Events

I. Implementation of commitment

1. Commitments completed in Period and those without completed till end of the Period from actual controller shareholders related parties purchaser

and companies

□Applicable □Not applicable

Commitment Implemen

Commitment Type Content Date Term

party tation

After the completion of the non-public offering within the scope of shareholder rights that can be

exercised by Wansheng Industrial \ I myself the independence of the listed company in terms of

personnel assets finance organization and business will be guaranteed as follows:

I Personnel independence

1. Ensure that the general manager deputy general manager chief financial officer secretary of the

board and other senior executives of the listed company work full-time in the listed company and do

Wansheng not hold other positions except director and supervisor in other enterprises controlled by Wansheng

Commitments Commitment

Industrial

made in to maintain Industrial \ I myself and do not receive salary in other enterprises controlled by Wansheng Industrial

Holdings Normal

acquisition the \ I myself. 7 November Valid for (Shenzhen) performan

report or report independence 2022 long term

Co. Ltd. and 2. Ensure that the financial personnel of the listed company are independent and do not take part- ce

on changes in of listed

Wang

equity company time jobs or receive remuneration in other enterprises controlled by Wansheng Industrial \I myself.Shenghong

3. Ensure that the listed company has a complete and independent labor personnel and salary

management system which is completely independent from other enterprises controlled by

Wansheng Industrial \I myself.II Assets independence

1. Ensure that the listed company has independent and complete assets all assets of the listed

company are under the control of the listed company and are independently owned and operated by

56the listed company. Ensure that other enterprises controlled by Wansheng Industrial \I myself shall

not occupy the funds and assets of the listed company in any illegal way.

2. Ensure that the assets of the listed company will not be used to illegally guarantee the debts of

other enterprises controlled by Wansheng Industrial \I myself .III Financial independence

1. Ensure that the listed company establishes independent financial departments and independent

financial accounting systems.

2. Ensure that the listed company has a normative and independent financial accounting system and

a financial management system for its subsidiaries.

3. Ensure that the listed company opens bank accounts independently and does not share bank

accounts with Wansheng Industrial \ I myself and other enterprises under my control.

4. Ensure that the listed company can make independent financial decisions and Wansheng

Industrial \ I myself and other enterprises under my control do not interfere in the use and

procurement of funds of the listed company through illegal means.

5. Ensure that the listed company pays taxes independently according to law.

IV Business independence

1. Ensure that the listed company has the assets personnel qualifications and ability to carry out

business activities independently and has the ability to operate independently and sustainably in the

market.

2. Guarantee to minimize related transactions between Wansheng Industrial \ I myself and other

enterprises controlled by myself and the listed company. Related transactions that cannot be avoided

or have reasonable reasons shall be conducted in accordance with the the law and the principle of

openness fairness and justice.V Institutional independence

1. Ensure that the listed company establishes and improves the corporate governance structure of the

joint-stock company in accordance with the law and has an independent and complete organizational

structure.

2. Ensure that the shareholders' meeting board of directors independent directors board of

supervisors and senior executives of the listed company independently exercise their functions and

powers in accordance with laws regulations and the company's articles of association.

573. Ensure that the listed company has an independent and complete organizational structure and

there is no confusion between the listed company and other enterprises controlled by Wansheng

Industrial \ I myself .VI Ensure that the listed Company is otherwise independent from Wansheng Industrial \ I myself

and other enterprises under my control

In case of any breach of the above commitments thus causing economic losses to the listed

company Wansheng Industrial \ I myself will indemnify the listed company.

1. Wansheng Industrial \ I myself do not and will not directly or indirectly engage in any business

or activity at home and abroad which is the same or similar to the existing business of the listed

company and which constitutes or may constitute direct or indirect competition to the existing

business of the listed company in any aspect in any way (including but not limited to sole

proprietorship joint venture cooperation and joint venture) nor provides any assistance in fund

business and management or provides any technical information business operation sales channels

and other trade secrets to enterprises institutions or other economic organizations competing with

the listed company's existing business in any way;

2. Wansheng Industrial \ I myself do not establish or acquire any business entity that is engaged in

Wansheng the same or similar business as the listed company's existing business or any company enterprise or

Commitments

Industrial Commitment

made in other institution or organization that competes with the listed company's existing business in any

Holdings to avoid Normal

acquisition aspect; 7 November Valid for (Shenzhen) competition in performan

report or report 2022 long term

Co. Ltd and the same 3. From the date of issuance of this letter of commitment if any business opportunity obtained by ce

on changes in

Wang industry

equity Wansheng Industrial \ I myself from any third party constitutes or may constitute material

Shenghong

competition with the existing business of the listed company Wansheng Industrial \ I myself will

immediately notify the listed company and try its best to transfer such business opportunity to the

listed company;

4. This letter of commitment takes effect from the date of issuance and remains valid and irrevocable

during the period when Wansheng Industrial \ I myself am a shareholder holding more than 5%

equity of the list company.

5. In case of direct or indirect economic losses caused to the listed company due to its failure to

fulfill the above commitments Wansheng Industrial \ I myself shall compensate the listed company

for all the losses suffered thereby.

581. As of the date of issuance of this letter of commitment there was no related transaction between

Wansheng Industrial/I myself and other companies controlled by Wansheng Industrial/I myself and

the listed company or any related transaction that should be disclosed in accordance with laws and

regulations but not disclosed .

1. Upon completion of the transaction Wansheng Industrial/I myself and other companies controlled

by Wansheng Industrial/I myself will avoid and reduce related transactions with the listed company

as far as possible in accordance with laws regulations and other normative documents. For related

transactions that cannot be avoided or occur for reasonable reasons Wansheng Industrial/I myself

and other companies controlled by Wansheng Industrial/I myself will follow the market principles of

Wansheng

Commitments justice fairness and openness sign agreements with the listed company according to law perform

Industrial

made in Commitment legal procedures comply with relevant laws regulations other normative documents and the articles

Holdings Normal

acquisition on regulating 7 November Valid for

(Shenzhen) of association of the listed company and perform relevant internal decision-making procedures in performan

report or report the related 2022 long term

Co. Ltd and

on changes in transactions accordance with the law and timely fulfill the obligations of information disclosure ensure that the

ce

Wang

equity pricing of related transactions is fair and reasonable and the trade terms are fair guarantee not to use

Shenghong

related transactions to illegally transfer the funds and profits of the listed company nor to use such

transactions to engage in any behavior that damages the legitimate rights and interests of the listed

company and other shareholders.

3. This Commitment shall remain valid during the period when Wansheng Industrial/I myself serve

as the direct/indirect controlling shareholder/actual controller of the listed company. Wansheng

Industrial/I myself guarantee to strictly fulfill all commitments in this letter of commitment. If any

loss is caused to the listed company due to violation of such commitments Wansheng Industrial/I

myself will bear the corresponding liability for compensation.After the completion of this non-public offering the shares subscribed by Wansheng Industrial is not

Wansheng allowed to be transferred within 36 months from the date of listing of this stock issue. The non-

Industrial

public offering of shares of the company acquired by the issuing object and the shares acquired as a

Commitments Holdings Commitment Normal

7 November

made at IPO or (Shenzhen) on shares result of the company's allocation of stock dividends and the capital reserve converted into share 36 months performan

2022

refinancing Co. Ltd and restriction capital shall also comply with the above share lock-in arrangement. After the expiration of the ce

Wang restriction period it will be subject to the relevant regulations of China Securities Regulatory

Shenghong

Commission and Shenzhen Stock Exchange.

59For the next three years after the completion of the non-public offering of shares and the completion

of the adjustment of the board of directors and the board of supervisors of Shenzhen China Bicycle

by Wansheng Industrial the net profit of the listed company shall be no less than 30 million yuan 35

million yuan and 40 million yuan respectively that is the cumulative net profits shall be 105 million

yuan.Wansheng

Industrial If the actual cumulative net profits of the listed company fails to reach the cumulative net profits of

1 Jan.

Commitments Holdings Performance the listed company in any year within the performance commitment period Wansheng Industrial Normal 7 November 2023-31

made at IPO or (Shenzhen) compensation performan

shall compensate the listed company in cash within ten working days after the issuance of audit 2022 December

refinancing Co. Ltd and commitment ce

Wang report of the listed company in the current year within the performance commitment period.

2025

Shenghong The amount of compensation for the current year shall be calculated as follows:

Amount payable in the current year = Cumulative net profit committed by the end of the current

period - Cumulative net profit realized by the end of the current period - Cumulative amount

compensated (if any)

1. Do not interfere with the company's operation and management activities beyond its authority and

do not occupy the company's interests;

2. Effectively perform the relevant measures formulated by the company to fill out the returns and

fulfill any commitments made to fill out the returns.

3. From the issuance date of this Commitment to the completion of the non-public offering of shares

Commitment

of the company if the China Securities Regulatory Commission makes other new regulations on

Wansheng on dilution of

Industrial the immediate filling out the return measures and commitments and the above-mentioned commitments cannot

Commitments Holdings return on non- meet such regulations of the China Securities Regulatory Commission I myself promise to issue Normal 7 November Valid for

made at IPO or (Shenzhen) public performan

supplementary commitments in accordance with the latest regulations of the China Securities 2022 long term

refinancing Co. Ltd and offering of A ce

Wang share and Regulatory Commission at that time;

Shenghong measures to 4. As one of the subjects responsible for filling out the return measures if I myself violate the above

be taken

commitments or refuse to perform the above commitments I myself agree that China Securities

Regulatory Commission Shenzhen Stock Exchange and other securities regulatory authorities

punish me or take relevant management measures according to the relevant regulations and rules

formulated or issued by them.

60Wansheng

Commitment

Industrial Within 12 months after the completion of this issuance Wansheng Industrial did not plan to launch

not to initiate

Commitments Holdings major asset reorganization asset acquisition and other major matters affecting the stock price of the Normal

major assets 7 November

made at IPO or (Shenzhen) 12 months performan

reorganization listed company and there was no plan to realize the reorganization and listing step by step through 2022

refinancing Co. Ltd and ce

or assets

Wang cash subscription and asset acquisition.acquisition

Shenghong

Commitment

on business of

Wansheng

the Company The Company and its actual controller Wang Shenghong do not hold or control more than 5% of the

Industrial

and business issued shares of other domestic and overseas listed companies nor hold more than 5% of the shares

Commitments Holdings

of the core 2 November

made at IPO or (Shenzhen) of banks trust companies securities companies insurance companies and other financial - Performed

enterprises of 2022

refinancing Co. Ltd and

the controlling institutions.Wang

shareholder

Shenghong

and actual

controller

As of the date of signing this Commitment the Company (Wansheng Industrial Holdings (Shenzhen)

Wansheng

Commitment Co. Ltd.) has not been subject to administrative penalties from the relevant authorities such as

Commitments Industrial

on absence of 2 November

made at IPO or Holdings banking customs taxation environmental protection industry and commerce social security and - Performed

administrative 2022

refinancing (Shenzhen)

penalty production safety since the date of establishment.Co. Ltd.Wansheng

Commitment As of the date of signing this Commitment the Company (Wansheng Industrial Holdings (Shenzhen)

Commitments Industrial

on litigation 2 November

made at IPO or Holdings Co. Ltd.) has not had any litigation guarantee and other matters since the date of establishment. - Performed

and 2022

refinancing (Shenzhen)

guarantees

Co. Ltd.Commitment Within 12 months after the completion of this issuance there was no plan to launch major assets

Shenzhen

not to initiate reorganization asset acquisition and other major matters affecting the Company's stock price nor is

Commitments China Bicycle Normal

major assets 7 November

made at IPO or Company there any plan to realize the reorganization and listing step by step through cash subscription and 12 months performan

reorganization 2022

refinancing (Holdings)

or assets asset acquisition.ce

Limited

acquisition

Commitment 1. Promise not to transfer benefits to other units or individuals free of charge or under unfair

Director and

Commitments on dilution of conditions and not to damage the interests of the company by other means; Normal

senior 7 November Valid for

made at IPO or the immediate performan

executive of 2. Promise to restrict my position-related consumption behavior; 2022 long term

refinancing return on non- ce

the Company

public 3. Promise not to use the company's assets to engage in investment and consumption activities

61offering of A unrelated to the performance of duties;

share and 4. Promise that the remuneration system formulated by the board of directors or the compensation

measures to

committee will be linked to the implementation of the company's measures to fill out the returns;

be taken

5. Promise that the venting conditions of the future equity incentive plan will be linked to the

implementation of the company's measures to fill out the returns if the company implements the

equity incentive plan in the future ;

6. From the issuance date of this Commitment to the completion of the non-public offering of shares

of the company if the China Securities Regulatory Commission makes other new regulations on

filling out the return measures and commitments and the above-mentioned commitments cannot

meet such regulations of the China Securities Regulatory Commission I myself promise to issue

supplementary commitments in accordance with the latest regulations of the China Securities

Regulatory Commission at that time;

7. As one of the subjects responsible for filling out the return measures if I myself violate the above

commitments or refuse to perform the above commitments I myself agree that China Securities

Regulatory Commission Shenzhen Stock Exchange and other securities regulatory authorities

punish me or take relevant management measures according to the relevant regulations and rules

formulated or issued by them.Whether

commitments

Yes

are fulfilled on

time

622. Concerning assets or project of the Company which has profit forecast and reporting period still in

forecasting period explain reasons of reaching the original profit forecast

□Applicable □Not applicable

II. Non-operational fund occupation from controlling shareholders and its related party

□Applicable □Not applicable

No non-operational fund occupation from controlling shareholders and its related party in period.III. External guarantee out of the regulations

□Applicable □Not applicable

No external guarantee out of the regulations occurred in the period.IV. Statement on the latest “modified audit report” by BOD

□Applicable □Not applicable

On 11 May 2012 the largest shareholder and biggest creditor of the Company Shenzhen Guosheng Energy Investment and

Development Co. Ltd. applied to Shenzhen Municipal Intermediate People's Court for reforming the Company as the Company

couldn’t pay off the matured debts and was seriously insolvent. On 12th Oct. 2012 Shenzhen Municipal Intermediate People's Court

ruled to accept the application proposed by Guosheng Energy according to (2012) Shenzhen Intermediate Court Po Zi No. 30 civil

ruling. In late October 2012 Shenzhen Municipal Intermediate People's Court ruled to reform the Company since 25th Oct. 2012

according to (2012) Shenzhen Intermediate Court Po Zi No. 30-1 civil ruling appointed King & Wood (Shenzhen) Mallesons and

Shenzhen ZhengYuan Liquidation Affairs Co. Ltd. as the custodians of the Company. At the same time Shenzhen Municipal

Intermediate People's Court made (2012) Shenzhen Intermediate Court Po Zi No. 30-1 written decision and approved the Company

to manage property and business affairs by itself under the supervision of custodians according to the law. On 5 November 2013 the

Shenzhen Intermediate People’s Court (2012) Shen Zhong Fa Po Zi No. 30-6 Civil Ruling Paper judged that approved the

reorganization plan of the Company. On 27 December 2013 the Civil Ruling Paper Shenzhen Intermediate People’s Court (2012)

Shen Zhong Fa Po Zi No. 30-10 ruled that the reorganization plan of CBC was completed and bankruptcy procedures of CBC closed

down.The Company has solved the debt problem by reforming realized the net assets with positive value the main business of bicycle is

able to be maintained and realizes the stable development. The Company has set up the conditions for introducing the recombination

party in the reforming plan and expects to restore the abilities of sustainable operation and sustained profitability by reorganization.The conditions of introducing the recombination party includes: the assessed value of net assets should be no less than 2 billion Yuan

the net assets in the same year for implementing the major reorganization should be no less than 200 million Yuan. The Company

doesn’t have the recombination party at the moment. The Company will continue to carry out vary related works actively and

promote the reorganization work with all efforts.

63V. Explanation from Board of Directors Supervisory Committee and Independent Directors

(if applicable) for “Qualified Opinion” that issued by CPA

□Applicable □Not applicable

VI. Explanation of the changes in accounting polices accounting estimates or correction of

significant accounting errors compared with the financial report of the previous year

□Applicable □Not applicable

1. Change of accounting policy

(1)After approved by the BOD relevant regulations with “Explanation of the Accounting Standards for Business EnterpriseNo.15”(CK[2021]No.35) concerned are applicable since 1 January 2022 change of this accounting policy has no impact on the

financial statement in the Period.

(2)After approved by the BOD relevant regulations with “Explanation of the Accounting Standards for Business EnterpriseNo.16”(CK[2022]No.31) concerned are applicable since 1 January 2022 change of this accounting policy has no impact on the

financial statement in the Period.

2. Changes in accounting estimates

There were no major changes in accounting estimates during the company's reporting period.

3. Correction of previous accounting errors

During the reporting period of the company no major prior accounting errors were corrected.

4. The adjustment of financial statement at the beginning of the year when first implemented the new

accounting standards or explanations since 2022

No effect

VII. Compare with last year’s financial report; explain changes in consolidation statement’s

scope

□Applicable □Not applicable

There was no change in the scope of consolidated statements during the reporting period of the company.VIII. Appointment and non-reappointment (dismissal) of CPA

Accounting firm appointed

Name of domestic accounting firm Baker Tilly China CPA (LLP)

Remuneration for domestic accounting firm (in 10 thousand

45

Yuan)

Continuous life of auditing service for domestic accounting

7

firm

Name of domestic CPA Qu Xianfu Deng Jun

Continuous life of auditing service for domestic accounting

2

firm

64Re-appointed accounting firms in this period

□Yes □No

Appointment of internal control auditing accounting firm financial consultant or sponsor

□Applicable □Not applicable

1. During the reporting period the company engaged Baker Tilly China CPA (LLP) as the auditing organ for internal control of the

Company and it is expected to pay 150000 yuan for internal control auditing.

2. During the reporting period the company engaged Sinolink Securities as the sponsor for non-public offering of shares sponsor fee

amounting to 3.3 million yuan in total.IX. Particular about delisting after annual report disclosed

□Applicable □Not applicable

X. Bankruptcy reorganization

□Applicable □Not applicable

No bankruptcy reorganization for the Company in reporting period

XI. Significant lawsuits and arbitration of the Company

□Applicable □Not applicable

Amount Resulted an

Lawsuits involved (in accrual Trial result Execution of Disclosure Disclosure

Progress

(arbitration) 10 thousand liability and influence judgment date index

Yuan) (Y/N)

Contract

dispute over

the urban

renewal Found moreproject of in “Notice onIn the firstZhonghua Lawsuits”

instance The first trial

Garden Notice No.:

Yes the defendant will not have The second

Phase II- 2022002 and

accrual returned 10 a material trial has notPlaintiff(She “Progress ofliabilities of million yuan adverser been heardnzhen Jianzhi 23 August Lawsuits”

3085.9 890000 yuan deposit and effect on till the date

Industrial 2022 Notice No.:

resulted from interest to the current profit when the

Development 2022019

relevant plaintiff; or future notice

Co. Ltd); released on

interests second trial profits of the released

Defendant Juchao

has not been Company

(Shenzhen Website

heard yet

China (www.cninfo.Bicycle com.cn)

Company

(Holdings)

Limited)

Counter- The first The first trial The second Found more

23 Augustclaim in the 600 No judgment will not have trial has not in “Progress

2022contract dismisses the a material been heard of Lawsuits”

65dispute on plaintiff’s adverser till the date Notice No.:

urban claim; the effect on when the 2022019

renewal second trial current profit notice released on

project of has not been or future released Juchao

Zhonghua heard yet profits of the Website

Garden Company (www.cninfo.Phase II- com.cn)

Plaintiff(She

nzhen China

Bicycle

Company

(Holdings)

Limited);

Defendant

(Shenzhen

Jianzhi

Industrial

Development

Co. Ltd)

XII. Penalty and rectification

□Applicable □Not applicable

The Company had no penalty and rectification in the Period

XIII. Integrity of the company and its controlling shareholders and actual controllers

□Applicable □Not applicable

XIV. Major related transaction

1. Related transaction with routine operation concerned

□Applicable □Not applicable

Relate Whet

Tradi

d her Cleari

Propo ng

Type Conte transa over ng Availa

Relate rtion limit

of nt of Pricin ction the form ble Date Index

Relate Relati d in appro

relate relate g amou appro for simila of of

d onshi transa simila ved

d d princi nt (in ved relate r disclo disclo

party p ction r (in 10

transa transa ple 10 limite d marke sure sure

price transa thousa

ction ction thousa d or transa t price

ctions nd

nd not ction

Yuan)

Yuan) (Y/N)

The Relate Pricin Found

enterp d g more

Fuzho rises transa Sale based in theu contro ction of on “RecoMarke Settle

Zuank lled with goods marke Not gnitio

t 2313. 2313. ment 2023-

inson by the routin to t price 5.20% N applic n of

pricin 77 77 in 4-25

Jewelr contro e relate accor able the

g cash

y Co. lling operat d ding Daily

Ltd. subsid ion party to the Relate

iary conce princi d

of the rned ple of Trans

66Comp fairne action

any ss and s for

with impart year

35% iality of

stock 2022

partici and

pated Expec

ted

Daily

Relate

d

Trans

action

s for

2023”

on

Jucha

o

Websi

te

(www.cninf

o.com.cn)

Found

more

in the“Recognitio

n of

The the

enterp Daily

rises Relate

contro Pricin d

lled g Trans

by the Relate based action

affilia d on s for

Fuzho tes of transa Sale marke year

u the ction of t price of

Marke Settle

Rongr contro with goods accor Not 2022

t 9681. 21.77 9681. ment 2023-

un lling routin to ding N applic and

pricin 07 % 07 in 4-25

Jewelr subsid e relate to the able Expec

g cash

y Co. iary operat d princi ted

Ltd. of the ion party ple of Daily

Comp conce fairne Relate

any rned ss and d

with impart Trans

35% iality action

stock s forpartici 2023”

pated on

Jucha

o

Websi

te

(www.cninf

67o.com.cn)

11991199

Total -- -- -- -- -- -- -- --

4.844.84

Detail of sales return with major

Not applicable

amount involved

Report the actual implementation

of the daily related transactions

which were projected about their Not applicable

total amount by types during the

reporting period (if applicable)

Reasons for major differences

between trading price and market Not applicable

reference price (if applicable)

2. Related transactions by assets acquisition and sold

□Applicable □Not applicable

No related transactions by assets acquisition and sold for the Company in reporting period.

3. Main related transactions of mutual investment outside

□Applicable □Not applicable

No main related transactions of mutual investment outside for the Company in reporting period.

4. Contact of related credit and debt

□Applicable □Not applicable

Whether exist non-operating contact of related credit and debt or not

□Yes □No

Claim receivable from related party

Whether Current

Balance Current Current Balance

has non- amount

at period- recovery( interest(1 at period-

Related Relations Causes of business increased( Interest

begin(10 10 0 end(10

party hip formation capital 10 rate

thousand thousand thousand thousand

occupyin thousand

Yuan) Yuan) Yuan) Yuan)

g or not Yuan)

Debts payable to related party

Current

Balance at Current amount Balance at Current

period- amount period-

Related Relationshi Causes of returned interest(10

begin(10 increased(1 Interest rate end(10

party p formation (10 thousand thousand 0 thousand thousand

Yuan)

Yuan) Yuan) thousand Yuan)

Yuan)

Shenzhen

Guosheng Substantial Subsidiary

Energy sharehol Emmelle 650 0 0 0.00% 0 650

Investment der loan

Developme

68nt Co. Ltd.

Influence on operation

result and financial statue

Not applicable

of the Company from

related debts

5. Contact with the related finance companies

□Applicable □Not applicable

There are no deposits loans credits or other financial business between the finance companies with associated relationship and

related parties

6. Transactions between the finance company controlled by the Company and related parties

□Applicable □Not applicable

There are no deposits loans credits or other financial business between the finance companies controlled by the Company and

related parties

7. Other material related transactions

□Applicable □Not applicable

The company had no other material related transactions in reporting period.XV. Significant contract and implementations

1. Trusteeship contract and leasing

(1) Trusteeship

□Applicable □Not applicable

No trusteeship occurred in reporting period.

(2) Contract

□Applicable □Not applicable

No contract occurred in reporting period.

(3) Leasing

□Applicable □Not applicable

No leasing occurred in reporting period.

2. Major guarantee

□Applicable □Not applicable

69No major guarantee occurred in reporting period.

Not applicable

3. Entrust others to cash asset management

(1) Trust financing

□Applicable □Not applicable

No trust financing occurred in reporting period.

(2) Entrusted loans

□Applicable □Not applicable

No entrusted loans occurred in reporting period.

4. Other material contracts

□Applicable □Not applicable

No other material contracts occurred in reporting period.XVI. Explanation on other significant events

□Applicable □Not applicable

1. Planning for non-public offering of shares

In November 2022 the company completed the non-public offering of A-shares raising funds of 294 million yuan the registered

capital of the company increased from 551 million yuan to 689 million yuan the overall net asset scale of the company was increased

enhancing the fund strength comprehensive competitiveness and anti-risk ability of the company. Wansheng Industrial totally holds

137836986 shares of the company through the subscription of non-public offering of shares accounting for 20% of the total share

capital after the completion of the non-public offering. The newly increased shares by the company’s non-public offering was listed

on the Shenzhen Stock Exchange on November 7 2022.On November 28 2022 the company completed the change of office term of the board of directors and the board of supervisors and

the company was changed from a company without controlling shareholder and actual controller to a company with controlling

shareholder and actual controller the controlling shareholder of the company was changed to Wansheng Industrial Holdings

(Shenzhen) Co. Ltd. and the actual controller of the company was changed to Mr. Wang Shenghong.

2. litigation matters

On February 23 2022 the company received the Subpoena (2022) Yue 0303 Min Chu No. 3787 Complaint Notice of Response

Civil Ruling Paper (2020) Yue 0303 Zhi Bao No. 498 and other legal documents from Shenzhen Luohu District People’s Court

which has accepted the lawsuit brought by the plaintiff Shenzhen Jianzhi Industrial Development Co. Ltd. against the company on

the grounds of “joint venture and cooperative development of real estate contract disputes” the amount involved was 30.859 million

70yuan. At the same time the company also filed a countersuit against Shenzhen Jianzhi Industrial Development Co. Ltd. demanding

that it pay 6 million yuan in return for the project. The above case was held in People's Court of Luohu District Shenzhen on the

morning of May 11 2022. The countersuit and the suit were held at the same time and no judgment was made in court. On August

19 2022 the company received Civil Judgment (2022) Yue 0303 MC No. 3787 from the People's Court of Luohu District Shenzhen

Guangdong Province. For details please refer to the Announcement on the Progress of Litigation Matters (Announcement No. 2022-

019) disclosed by the company at www.cninfo.com.cn on August 23 2022. According to the first instance judgment of People's

Court of Luohu District this case will not have a material adverse impact on the company's current or future profits. As of the date of

this announcement the second trial has not been held the company will timely fulfill the obligation of information disclosure

according to the progress of the litigation please pay attention to the investment risk.XVII. Significant event of subsidiary of the Company

□Applicable □Not applicable

71Section VII. Changes in Shares and Particulars about Shareholders

I. Changes in Share Capital

1. Changes in Share Capital

Unit: Share

Before the Change Increase/Decrease in the Change (+ -) After the Change

Capitaliza

New Proportio Bonus tion of Proportio

Amount shares Others Subtotal Amount

n shares public n

issued

reserve

I.

137836913783831378422

Restricted 3957 0.00% 0 0 1319 20.00%

shares 86 05 62

1. State-

owned 0 0.00% 0 0 0 0 0 0 0.00%

shares

2. State-

owned

legal 0 0.00% 0 0 0 0 0 0 0.00%

person’s

shares

3. Other

137836913783831378422

domestic 3957 0.00% 0 0 1319 20.00%

shares 86 05 62

Including:

Domestic

137836913783691378369

legal 0 0.00% 0 0 20.00%

person’s 86 86 86

shares

Domestic

natural

39570.00%0001319131952760.00%

person’s

shares

4. Foreign

00.00%0000000.00%

shares

Including:

Foreign

legal 0 0.00% 0 0 0 0 0 0 0.00%

person’s

shares

Foreign

natural

00.00%0000000.00%

person’s

shares

II.

55134395513426

Unrestrict 100.00% 0 0 0 -1319 -1319 80.00%

ed shares 90 71

1. RMB

30298103029796

Ordinary 54.95% 0 0 0 -1319 -1319 43.96%

shares 08 89

2.

Domestic

24836292483629

ally listed 45.05% 0 0 0 0 0 36.04%

foreign 82 82

shares

3.

Overseas

00.00%0000000.00%

listed

foreign

72shares

4. Others 0 0.00% 0 0 0 0 0 0 0.00%

III. Total 5513479 1378369 1378369 6891849

100.00%000100.00%

shares 47 86 86 33

Reasons for share changed

□Applicable □Not applicable

1. During the reporting period due to the non-public offering of 137836986 RMB ordinary shares (A stock) total share capital of

the Company up to 689184933 shares from 551347947 shares.

2. During the reporting period the general election of BOS was completed. Mr. Zheng Zhonghuan the supervisor of 9th BOS was

outgoing for the offer-term expired dated November 28 2022. According to the Management Regulation of the Shares held by

Director Supervisor and Senior Executives of the Listed Companies and their Changes the shares held by supervisor of the

Company shall not be transferred within 6 months after their resignation resulting in an increase of 1319 shares with sales restriction.Approval of share changed

□Applicable □Not applicable

According to the approval of Official Reply on Approval of Non-Public Offering of Shares of Shenzhen China Bicycle

Company(Holdings) Limited (ZJXK [2021] No.3552) from CSRC during the reporting period the Company offering RMB ordinary

A stock of 137836986 shares to Wansheng Industrial privately the new shares were listed on Shenzhen Stock Exchange on 7

November 2022.Ownership transfer of share changed

□Applicable □Not applicable

1. During the reporting period the registration procedure for the new shares from non-publicly offering are completed which are

listed on Shenzhen Stock Exchange on 7 November 2022.Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share attributable to common

shareholders of Company in latest year and period

□Applicable □Not applicable

Other information necessary to disclose for the Company or need to disclosed under requirement from security regulators

□Applicable □Not applicable

2. Changes of restricted shares

□Applicable □Not applicable

Unit: Share

Shares Number of Number of Shares Cause of Dated of

Shareholder

restricted at shares shares released restricted at restriction released

73period-begin restricted in the in the Period period-end

Period

The shares

Wansheng restricted after

Industrial initial

Holdings 0 137836986 0 137836986 placement(restr 2025-11-07

(Shenzhen) icted for the

Co. Ltd. non-public

offering)

Executive lock- 6 months after

Zheng

3957 1319 0 5276 up stock outgoing when

Zhonghuan

(Supervisor) session expired

Total 3957 137838305 0 137842262 -- --

II. Securities issuance and listing

1. Security offering (without preferred stock) in Reporting Period

□Applicable □Not applicable

Offering

Stock and Number

Offering price (or Numbers Closing Disclosure Date of

derivative Listing date approved

date interest offering date index disclosure

securities for listing

rate)

Stock

Found

more at

Juchao

Website

(www.cninf

o.com.cn):

RMB“Report ofordinary 2.13 13783698 13783698

2022-10-20 2022-11-07 the Non- 2022-11-03

shares (A yuan/Share 6 6

public

stock)

Offering of

Shares and

Notice ofListing”

and other

Notices

Convertible bonds separately traded convertible bonds and corporate bonds

Other derivatives securities

Explanation:

Non-public offering of shares:

1. On December 14 2020 the company held the 27th (interim) Meeting of the Tenth Board of Directors and deliberated and

approved the Proposal on the Company Meeting the Conditions for the Non-public Offering of A-Shares the Proposal on the Plan

for the Company's Non-public Offering of A-Shares the Proposal on the Plan for the Non-public Offering of A-Shares of Shenzhen

China Bicycle Company (Holdings) Limited the Proposal on the Feasibility Analysis Report on the Use of Funds Raised by Non-

Public Offering of A-Shares of Shenzhen China Bicycle Company (Holdings) Limited the Proposal That There Is No Need for the

Company to Prepare a Report on the Use of the Previously Raised Funds the Proposal on Risk Tips on Diluted Immediate Returns of

Non-Public Offering of A-Shares Explanations on Taking Filling Measures and Commitments of Relevant Subjects the Proposal on

74Requesting the General Meeting of Shareholders of the Company to Authorize the Board of Directors to Handle Matters Related to

the Non-public Offering of A-Shares with Full Authority and other matters related to the non-public offering of shares.

2. On December 30 2020 the company held the Third Interim General Meeting of Shareholders in 2020 deliberated and approved

the relevant proposals on the private offering and authorized the board of directors to handle the relevant matters of the private

offering.

3. On December 7 2021 the company held the 36th (interim) Meeting of the Tenth Board of Directors deliberated and approved the

Proposal on Extending the Validity Period of the Resolution on the Company's Non-public Offering of A-Shares and Extending the

Validity Period of Authorizing the Board of Directors to Handle Matters Related to the Non-public Offering of A-Shares extending

the validity period of the resolution on the non-public offering of A-shares and the validity period of the general meeting of

shareholders authorizing the board of directors to handle all matters related to the non-public offering of A-shares by 12 months from

the expiration date namely to December 29 2022.

4. On December 23 2021 the company held the Second Interim General Meeting of Shareholders in 2021 deliberated and approved

the Proposal on Extending the Validity Period of the Resolution on the Company's Non-public Offering of A-Shares and Extending

the Validity Period of Authorizing the Board of Directors to Handle Matters Related to the Non-public Offering of A-Shares.

5. On October 25 2021 the non-public offering of shares by the issuer was approved by the Issuance Examination Committee of the

China Securities Regulatory Commission.

6. On November 9 2021 the China Securities Regulatory Commission issued an approval letter (ZJXK (2021) No. 3552) to the

issuer approving the non-public offering of no more than 137836986 new shares by the issuer. The approval will be valid for 12

months from the date of approval.

7. On October 21 2022 Baker Tilly China Certified Public Accountants (Special General Partnership) issued the Capital Verification

Report on the Fund Allocation of Non-Public Offering of A Shares of Shenzhen China Bicycle Company (Holdings) Limited

TZYZ[2022] No.42018. According to the aforementioned report as of December 21 2022 the company had made a private offering

of 137836986.00 A-shares totally raising funds of 293592780.18 yuan. After deducting the issuance expenses (excluding VAT) of

4765621.08 yuan the actual net fund raised by the company was 288827159.10 yuan.

8. The company has obtained the Confirmation of Acceptance of Application for Share Registration issued by Shenzhen Branch of

China Securities Depository and Clearing Co. Ltd. on October 26 2022 and completed the initial public offering of new shares on

the Shenzhen Stock Exchange on November 7 2022. Upon completion of the offering the total share capital of the company

increased from 551347947 shares to 689184933 shares.

9. On November 7 2022 the company’s non-public offering of shares were listed on the Shenzhen Stock Exchange.

2. Changes of total shares and shareholders structure as well as explanation on changes of assets and

liability structure

□Applicable □Not applicable

(1)Impact of the non-public offering of share on share capital structure of the Company

After the completion of the private offering the total capital of the company increased to 689184933 shares. At the same time the

75non-public offering resulted in the change of the control of the company the company was changed from a company without

controlling shareholder and actual controller to a company with controlling shareholder and actual controller the controlling

shareholder of the company was changed to Wansheng Industrial and the actual controller of the company was changed to Mr. Wang

Shenghong. The changes of the company's share capital structure before and after the non-public offering are as follows:

Before offering After offering

Type Number of shares Ratio in total share Number of shares Ratio in total share

(Share) capital (Share) capital

1. Restricted shares 3957 0.00% 137842262 20%

2.Unrestricted shares 551343990 100.00% 551342671 80%

3.Total shares 551347947 100.00% 689184933 100%

After the completion of the private offering the company's equity distribution conforms to the listing conditions stipulated in the

Shenzhen Stock Exchange Listing Rules.

(2) The impact of private offering on the structure of assets and liabilities

After the completion of the private offering the total assets and net assets of the company have been increased and the asset-liability

ratio has decreased correspondingly. The company's operating strength is enhanced financial structure is more reasonable debt

paying ability is significantly improved and financing ability is increased which are conducive to reducing the company's financial

risks and improving the company's comprehensive strength and anti-risk ability.

3. Existing internal staff shares

□Applicable □Not applicable

III. Shareholders and actual controller of the Company

1. Amount of shareholders and particulars about shares holding

Unit: Share

Total

preferred

Total shareholder

common s with Total preferred

Total shareholder voting shareholders with voting

common s at end of rights rights recovered at end of

shareholder 46210 last month 46761 recovered 0 last month before annual 0

s at end of before at end of report disclosed (if

the Period annual reporting applicable) (found in note

report period (if 8)

disclosed applicable)

(found in

note 8)

Particulars about shares held above 5% by shareholders or top ten shareholders

Total

Full name Amount of Information of shares

Proportion shareholder Changes in Amount of

of Nature of un- pledged tagged or frozen

of shares s at the end report restricted

Shareholde shareholder restricted

held of report period shares held State of

rs shares held Amount

period share

Wansheng Domestic 13783698 13783698 13783698

20.00%0

Industrial non-state- 6 6 6

76Holdings owned

(Shenzhen) legal

Co. Ltd. person

Shenzhen

Domestic

Guosheng

non-state-

Energy

owned 9.22% 63508747 0 0 63508747

Investment

legal

Developme

person

nt Co. Ltd.UOB Kay

Foreign

Hian (Hong

legal 2.31% 15907850 0 0 15907850

Kong)

person

Limited

Guosen

Securities Foreign

(HK) legal 2.02% 13909425 0 0 13909425

Brokerage person

Co. Ltd.Shenwan

Hongyuan

Foreign

Securities

legal 1.20% 8281156 0 0 8281156

(Hong

person

Kong) Co.Ltd.Lhasa Domestic

Xingqing non-state-

Network owned 0.67% 4600255 0 0 4600255

Technology legal

Co. Ltd. person

Domestic

Li Huili nature 0.56% 3891124 0 0 3891124

person

Domestic

Ge

nature 0.44% 3050452 -474700 0 3050452

Zhiqiong

person

Domestic

Xu Hongbo nature 0.42% 2927319 0 0 2927319

person

China

Merchants Foreign

Securities legal 0.42% 2894135 0 0 2894135

(HK) Co. person

Ltd

Strategy investors or

general corporation comes

top 10 common stock

N/A

shareholders due to

placement of new shares

(if applicable) (see note 3)

Li Huili spouse of Ji Hanfei the actual controller of Shenzhen Guosheng Energy Investment

Development Co. Ltd. holding B-share of the Company on behalf of Shenzhen Guosheng Energy

Explanation on associated

Investment Development Co. Ltd. other than that the Company does not know whether the other

relationship among the

outstanding shareholders are related and whether the shareholders belong to persons acting in

aforesaid shareholders

concert regulated in the Administration of Disclosure of Information on the Change of Shareholders

in Listed Companies.Description of the above

N/A

shareholders in relation to

77delegate/entrusted voting

rights and abstention from

voting rights.Special note on the

repurchase account among

N/A

the top 10 shareholders (if

applicable) (see note 10)

Particular about top ten shareholders with un-restrict shares held

Type of shares

Shareholders’ name Amount of un-restrict shares held at Period-end

Type Amount

Shenzhen Guosheng RMB

Energy Investment 63508747 common 63508747

Development Co. Ltd. shares

Domestical

UOB Kay Hian (Hong ly listed

1590785015907850

Kong) Limited foreign

shares

Domestical

Guosen Securities (HK) ly listed

1390942513909425

Brokerage Co. Ltd. foreign

shares

Domestical

Shenwan Hongyuan

ly listed

Securities (Hong Kong) 8281156 8281156

foreign

Co. Ltd.shares

RMB

Lhasa Xingqing Network

4600255 common 4600255

Technology Co. Ltd.shares

Domestical

ly listed

Li Huili 3891124 3891124

foreign

shares

Domestical

ly listed

Ge Zhiqiong 3050452 3050452

foreign

shares

Domestical

ly listed

Xu Hongbo 2927319 2927319

foreign

shares

Domestical

China Merchants ly listed

28941352894135

Securities (HK) Co. Ltd foreign

shares

RMB

Shenzhen China Bicycle common 1383313

Company (Holdings) shares

Limited -Special account 2602402 Domestical

for property disposal of ly listed

1219089

bankrupt enterprise foreign

shares

Expiation on associated Li Huili spouse of Ji Hanfei the actual controller of Shenzhen Guosheng Energy Investment

relationship or consistent Development Co. Ltd. holding B-share of the Company on behalf of Shenzhen Guosheng Energy

actors within the top 10 Investment Development Co. Ltd. other than that the Company does not know whether the other

un-restrict shareholders outstanding shareholders are related and whether the shareholders belong to persons acting in

and between top 10 un- concert regulated in the Administration of Disclosure of Information on the Change of Shareholders

restrict shareholders and in Listed Companies.

78top 10 shareholders

Explanation on top 10

shareholders involving

N/A

margin business (if

applicable) (see note 4)

Whether top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held have a buy-back

agreement dealing in reporting period

□Yes □No

The top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held of the Company have no

buy-back agreement dealing in reporting period.

2. Controlling shareholder of the Company

Nature of controlling shareholders: controlled by natural person

Type of controlling shareholders: Legal person

Controlling Legal person

Establishment date Organizational Code Main business

shareholder /Responsible person

Wansheng Industrial Investment in industry

91440300MA5DCB5K

Holdings (Shenzhen) Wang Shenghong 10 May 2016 (Separately declared

9A

Co. Ltd. for specific item)

Shareholdings in other

listed companies in and

out of China that

controlled and N/A

participated by the

controlling shareholder

during reporting period

Changes of controlling shareholders in reporting period

□Applicable □Not applicable

New controlling shareholder Wansheng Industrial Holdings (Shenzhen) Co. Ltd.Date of change 2022-11-28

Found more in the Prompt Announcement on Change of the

Designated website for query index Controlling Shareholder and Actual Controller of the Company

Notice No.: 2022043 on Juchao Website (www.cninfo.com.cn)

Date of disclosure on designated website 29 November 2022

3. Actual controller and persons acting in concert

Nature of actual controller:Domestic nature person

Type of actual controller: Natural person

Whether to obtain the

Relationship with the actual

Actual controller Nationality residency in other countries or

controller

regions

Wang Shenghong The person himself P.R.C No

Principal occupation and

Wang Shenghong currently is the Chairman of the Company

position

The listed companies in and N/A

79out of China that controlled

by Wang in the past 10 years

Changes of actual controller in reporting period

□Applicable □Not applicable

Former actual controller No actual controller

New actual controller Wang Shenghong

Date of change 2022-11-28

Found more in the Prompt Announcement on Change of the

Designated website for query index Controlling Shareholder and Actual Controller of the Company

Notice No.: 2022043 on Juchao Website (www.cninfo.com.cn)

Date of disclosure on designated website 29 November 2022

Property right and controlling relationship between the actual controller and the Company is as follow:

Actual controller controlling the Company by entrust or other assets management

□Applicable □Not applicable

4. The total number of shares pledged by controlling shareholders or the first majority shareholder and its

persons acting in concert accounts for 80% of the shares held by them

□Applicable □Not applicable

5. Particulars about other legal person shareholders with over 10% shares held

□Applicable □Not applicable

6. Limitation and reducing the holdings of shares of controlling shareholders actual controllers

restructuring side and other commitment subjects

□Applicable □Not applicable

80IV. The specific implementation of shares buy-back during the reporting period

Implementation progress of shares buy-back

□Applicable □Not applicable

Implementation progress of the reduction of repurchases shares by centralized bidding

□Applicable □Not applicable

81Section VIII. Preferred Stock

□Applicable □Not applicable

The Company had no preferred stock in the Period.

82Section IX. Corporate Bonds

□Applicable □Not applicable

83Section X. Financial Report

I. Audit Report

Type of audit opinion Standard Unqualified Opinion

Signing date of audit report 21 April 2023

Name of audit institute Baker Tilly China CPA (LLP)

Document serial of audit report Baker Tilly Zi[2023]No.:11694

Name of the CPA Qu Xianfu Deng Jun

Audit report

Baker Tilly Zi[2023]No.:11694

To Shareholders of Shenzhen China Bicycle Company (Holdings) Limited

I. Auditor’s opinion

We have audited the financial statements under the name of Shenzhen China Bicycle Company (Holdings)

Limited (hereinafter the “CBC Company”) which included the consolidated and parent company’s balance sheet

as of 31 December 2022 the consolidated and parent company’s profit statement the consolidated and parent

company’s statement of cash flow and the consolidated statement of changes in equity of the Company and parent

company’s for the year of 2022 together with the relevant annotations thereto.We have the view that the attached financial statements are prepared in accordance with the Accounting Standards

for Business Enterprises in all material aspects which reflect fairly the consolidated financial position of the

Company and parent company’s as of 31 December 2022 and the operating results and cash flow of the Company

and parent company’s for the year of 2022.II. Basis for audit opinions

We conducted this audit under the requirements of the Auditing Standards of the Certified Public Accountant of

the PRC. The section headed “Certified Public Accountant’s responsibility for audit of financial statement” in the

audit report has further clarified our responsibilities under these standards. Pursuant to the code of professional

conduct as certified public accountant in the PRC we are independent of the CBC Company and have performed

other responsibility as required by our professional ethics. We believe that the audit evidence obtained by us is

sufficient and adequate which provides foundation for us to issue audit opinion.III. Key audit items

Key audit items refer to those which in our opinion based on our professional judgment are the most important

issues in respect of audit for the current financial statements. We issue audit opinions on these issues in their entity

84and provide no opinions separately for each of them.

85Key audit items Countermeasures

1. Revenue recognition

The CBC Company is mainly engaged in the sales of The main audit procedures we performed for revenue

bicycles electric bicycles and related materials jewelry recognition are as follows:

and accessories. In 2022 revenue from main business

1. Understand evaluate and test the effectiveness of the

was441648114.02yuan all of which was generated from

design and operation of internal control related to sales

domestic sales. CBC Company recognizes the sales

and collection of Shenzhen China Bicycle Company.revenue when the products are shipped and signed for by

the customers. Due to the significant amount of operation 2. Check the relevant terms of the customer contract

revenue the veracity of the revenue and whether it is concern whether the pricing method acceptance method

included in the proper accounting period has a significant delivery place and lead time settlement method etc. have

impact on the Company’ results of operation for 2022 changed and evaluate whether the revenue recognition of

and may be subject to the potential misstatement. CBC Company complies with the provisions of the

Accordingly we have identified the revenue recognition Accounting Standards for Business Enterprises and

as a key audit matter. whether it is consistent with the disclosed accounting

policies .

3. Inquire and understand the background information of

major customers through public channels such as

industrial and commercial registration information to

Please refer to the accounting policies described in "28.confirm whether there is a potential unidentified related

Revenue" in Note "III. Significant Accounting Policies

party relationship between the customer and Shenzhen

and Accounting Estimates" to the Financial Statements

China Bicycle Company and related parties.and "25. Operation Revenue and Costs" in "VI. Notes to

4. Check the online sales customer information (such as

Items in the Consolidated Financial Statements".contact number contact address order time etc.) to

evaluate the authenticity and rationality of online sales;

check the market prices of main materials and analyze

the rationality of fluctuations in gross profit margins.

5. Confirm the current transaction amount and payment

balance to major customers and visit important

customers to verify the authenticity of the revenue

recognition of Shenzhen China Bicycle Company.

6. Check the main customer contracts incoming and

outgoing records delivery notes and delivery receipt

records etc.

7. Check the delivery notes within a certain period before

and after the balance sheet date pay attention to the date

of receipt and confirm whether the revenue recognition is

included in the correct accounting period.

86Key audit items Countermeasures

2. Impairment of account receivable

As of December 31 2022 balance of account receivable Our main audit procedures for the impairment of account

under the name of CBC Company was 272323748.95 receivable are as follows:

yuan balance of bad debt provision was 22254447.02 1. Understand and test the effectiveness of the design and

yuan. Due to the significant amount of account receivable operation of internal control related to account receivable

and the assessment of the bad debt provision involves management.significant management judgment. Accordingly we 2. Review the rationality and consistency of the

identified the impairment of account receivable as a key management’s accounting policies for the provision for

audit matter. bad debts of account receivable and review whether the

major standards of single amount determined by the

management are reasonable.

3. For account receivable with separate provision for bad

debts select samples to obtain the basis for the

Please refer to the accounting policies described in "12.management to estimate the expected future recoverable

Account receivable" in Note "III. Significant Accounting

amount including customer credit records default or

Policies and Accounting Estimates" to the financial delayed payment records and actual repayment after the

statements and "3. Account receivable" in "VI. Notes to period and review its rationality.Items in the Consolidated Financial Statements" 4. For the account receivable for which the bad debt

provision is made according to the aging analysis method

analyze the rationality of the accounting estimate of the

bad debt provision for the account receivable of

Shenzhen China Bicycle Company and select samples to

test the accuracy of the aging.IV. Other information

The management of CBC Company (hereinafter the Management) is responsible for other information which

includes the information covered in the Annual Report of 2022 except for the financial statements and our audit

report.Our audit opinion issued on financial statement does not cover other information and we would not issue any

form of verification conclusion for those information.To prepare our audit on financial statement we are required to read other information and during the procedure

to consider that whether other information differs materially from the financial statement or the information

obtained by us during the audit or whether there exits material error.Based on the works done by us in case we find any material error in other information we shall report this fact.

87In this regard we have nothing to report.

V.Management’s responsibility for financial statement

The Management is responsible for preparing financial statements according to the Business Accounting

Standards which make fair reflection and for designing implementing and maintaining necessary internal control

system to make sure that there is no material misstatement in the financial statements due to fraud or mistake.When preparing the financial statements the management is responsible for assessing the Company’s ability of

continuous operation disclosing the matters relating to continuous operation (if applicable) and applying the

assumption of continuous operation unless the management plans to liquidate the Company terminate operation

or has no other practicable choice.The governance is responsible for monitoring the financial reporting process of the CBC Company.VI. Auditor’s responsibility for audit of the financial statements

Our objectives are to obtain reasonable assurance about whether these financial statements as a whole are free

from material misstatement whether due to fraud or error and to issue an auditor’s report that includes our

opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in

accordance with auditing standards will always be found in the presence of a material misstatement.Misstatements can arise from fraud or error and are considered material if individually or in the aggregate they

could reasonably be expected to influence the economic decisions of users taken on the basis of these financial

statements.As part of an audit in accordance with auditing standards we exercise professional judgment and maintain

professional skepticism throughout the audit. We also:

(1) Identify and assess the risks of material misstatement of the financial statements whether due to fraud or error

design and perform audit procedures responsive to those risks and obtain audit evidence that is sufficient and

appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from

fraud is higher than for one resulting from error as fraud may involve collusion forgery intentional omissions

misrepresentations or the override of internal control.

(2) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are

appropriate in the circumstances.

(3) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and

related disclosures made by management.

88(4) Conclude on the appropriateness of management’s use of the going concern basis of accounting and based on

the audit evidence obtained whether a material uncertainty exists related to events or conditions that may cast

significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material

uncertainty exists we are required to draw attention in our auditor’s report to the related disclosures in these

financial statements or if such disclosures are inadequate we have to modify our opinion. Our conclusions are

based on the audit evidence obtained up to the date of our auditor’s report. However future events or conditions

may cause the Company to cease to continue as a going concern.

(5) Evaluate the overall presentation structure and content of the financial statements and whether the financial

statements represent the underlying transactions and events in a manner that achieves fair presentation.

(6) Obtain adequate and appropriate audit evidence in relation to the financial information of the entities or

business transactions of the Company in order to issue audit opinion on the financial statement. We are

responsible for guiding supervising and executing the audit for the Group and we accept full responsibility for

the audit opinion.We communicate with those charged with governance regarding among other matters the planned scope and

timing of the audit and significant audit findings including any significant deficiencies in internal control that we

identify during our audit.We also provide those charged with governance with a statement that we have complied with relevant ethical

requirements regarding independence and to communicate with them all relationships and other matters that may

reasonably be thought to bear on our independence and related safeguards (if applicable).From the matters communicated with those charged with governance we determine those matters that were of

most significance in the audit of the financial statements of the current period and are therefore the key audit

matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure

about the matter or when in extremely rare circumstances we determine that a matter should not be

communicated in our report because the adverse consequences of doing so would reasonably be expected to

outweigh the public interest benefits of such communication.II. Financial statement

Unit in note of financial statement refers to CNY: RMB (Yuan)

1. Consolidated Balance Sheet

Prepared by Shenzhen China Bicycle Company (Holdings) Limited

December 31 2022

89Unit: RMB/CNY

Item December 31 2022 January 1 2022

Current assets:

Monetary fund 54699491.18 33246957.92

Settlement provisions

Capital lent

Trading financial assets

Derivative financial assets

Note receivable 1102000.00

Account receivable 250069301.93 46850083.59

Receivable financing

Accounts paid in advance 4286935.15 1300408.57

Insurance receivable

Reinsurance receivables

Contract reserve of reinsurance

receivable

Other account receivable 438477.82 494695.27

Including: Interest receivable

Dividend receivable

Buying back the sale of financial

assets

Inventory 48206866.81 8248573.77

Contractual assets

Assets held for sale

Non-current asset due within one year

Other current assets 35453106.62 1814200.53

Total current assets 394256179.51 91954919.65

Non-current assets:

Loans and payments on behalf

Debt investment

Other debt investment

Long-term account receivable

Long-term equity investment

Investment in other equity instrument

Other non-current financial assets

Investment real estate

Fix assets 2304402.38 3439212.00

Construction in progress

Productive biological asset

Oil and gas asset

Right-of-use assets 173936.71 1505258.90

Intangible assets

Expense on Research and

90Development

Goodwill

Long-term expenses to be apportioned

Deferred income tax asset 118969.33 64046.67

Other non-current assets 400000.00 400000.00

Total non-current assets 2997308.42 5408517.57

Total assets 397253487.93 97363437.22

Current liabilities:

Short-term loans

Loan from central bank

Capital borrowed

Trading financial liability

Derivative financial liability

Note payable

Account payable 2877423.23 8297306.34

Accounts received in advance

Contractual liability 791762.84 124328.07

Selling financial asset of repurchase

Absorbing deposit and interbank

deposit

Security trading of agency

Security sales of agency

Wage payable 769992.42 923477.10

Taxes payable 38144508.36 911506.52

Other account payable 48621087.98 61407301.04

Including: Interest payable

Dividend payable

Commission charge and commission

payable

Reinsurance payable

Liability held for sale

Non-current liabilities due within one

210892.381456782.04

year

Other current liabilities 102929.16 11700.06

Total current liabilities 91518596.37 73132401.17

Non-current liabilities:

Insurance contract reserve

Long-term loans

Bonds payable

Including: Preferred stock

Perpetual bonds

Lease liability 228302.37

Long-term account payable

91Long-term wages payable

Accrual liability 887342.00

Deferred income

Deferred income tax liabilities

Other non-current liabilities

Total non-current liabilities 887342.00 228302.37

Total liabilities 92405938.37 73360703.54

Owner’s equity:

Share capital 689184933.00 551347947.00

Other equity instrument

Including: Preferred stock

Perpetual bonds

Capital public reserve 778824470.95 627834297.85

Less: Inventory shares

Other comprehensive income

Reasonable reserve

Surplus public reserve 32673227.01 32673227.01

Provision of general risk

Retained profit -1210553312.45 -1202936933.70

Total owner’ s equity attributable to

290129318.518918538.16

parent company

Minority interests 14718231.05 15084195.52

Total owner’ s equity 304847549.56 24002733.68

Total liabilities and owner’ s equity 397253487.93 97363437.22

Legal Representative: Li Hai Person in charge of Accounting Works: Sun Longlong Person in charge of Accounting

Institution: She Hanxing

2. Balance Sheet of Parent Company

Unit: RMB/CNY

Item December 31 2022 January 1 2022

Current assets:

Monetary fund 44090324.53 7613043.60

Trading financial assets

Derivative financial assets

Note receivable 400000.00

Account receivable 213762895.33 22842513.86

Receivable financing

Accounts paid in advance 39465026.86 586425.80

Other account receivable 209606.79 70451.01

Including: Interest receivable

Dividend receivable

Inventory 42640812.21 73037.28

Contractual assets

Assets held for sale

Non-current asset due within one year

Other current assets 1814200.53

92Total current assets 340568665.72 32999672.08

Non-current assets:

Debt investment

Other debt investment

Long-term account receivable

Long-term equity investment 19960379.73 19960379.73

Investment in other equity instrument

Other non-current financial assets

Investment real estate

Fix assets 2209564.35 3265329.99

Construction in progress

Productive biological asset

Oil and gas asset

Right-of-use assets 105403.37 421613.45

Intangible assets

Expense on Research and

Development

Goodwill

Long-term expenses to be apportioned

Deferred income tax asset

Other non-current assets 400000.00 400000.00

Total non-current assets 22675347.45 24047323.17

Total assets 363244013.17 57046995.25

Current liabilities:

Short-term loans

Trading financial liability

Derivative financial liability

Note payable

Account payable 275843.19 364394.75

Accounts received in advance

Contractual liability 90000.44

Wage payable 403771.82 561350.41

Taxes payable 35797995.48 15603.18

Other account payable 40465510.28 52710433.54

Including: Interest payable

Dividend payable

Liability held for sale

Non-current liabilities due within one

121977.23323646.60

year

Other current liabilities 11700.06

Total current liabilities 77065098.00 54077128.98

Non-current liabilities:

Long-term loans

93Bonds payable

Including: Preferred stock

Perpetual bonds

Lease liability 121974.19

Long-term account payable

Long-term wages payable

Accrual liability 878000.00

Deferred income

Deferred income tax liabilities

Other non-current liabilities

Total non-current liabilities 878000.00 121974.19

Total liabilities 77943098.00 54199103.17

Owner’s equity:

Share capital 689184933.00 551347947.00

Other equity instrument

Including: Preferred stock

Perpetual bonds

Capital public reserve 778824470.95 627834297.85

Less: Inventory shares

Other comprehensive income

Reasonable reserve

Surplus public reserve 32673227.01 32673227.01

Retained profit -1215381715.79 -1209007579.78

Total owner’ s equity 285300915.17 2847892.08

Total liabilities and owner’ s equity 363244013.17 57046995.25

3. Consolidated Profit Statement

Unit: RMB/CNY

Item 2022 2021

I. Total operation revenue 444762238.25 165246577.95

Including: Operation revenue 444762238.25 165246577.95

Interest income

Insurance gained

Commission charge and

commission income

II. Total operation cost 434584382.03 164230093.26

Including: Operation cost 416884753.17 152606986.59

Interest expense

Commission charge and

commission expense

Cash surrender value

Net amount of expense of

compensation

Net amount of withdrawal of

insurance contract reserve

Bonus expense of guarantee

94slip

Reinsurance expense

Tax and surcharge 3757974.70 116707.39

Sales expenses 5688257.68 3303956.30

Administrative expenses 7525176.16 6154605.29

R&D expenses 924567.70 2037197.58

Financial expenses -196347.38 10640.11

Including: Interest expenses

Interest income 272353.25 127249.64

Add: Other income 146351.13 400392.20

Investment income (Loss is listed

with “-”)

Including: Investment

income on affiliated company and joint

venture

The termination of

income recognition for financial assets

measured by amortized cost

Exchange income (Loss is listed

with “-”)

Net exposure hedging income

(Loss is listed with “-”)

Income from change of fair value

(Loss is listed with “-”)

Loss of credit impairment (Loss

-15516772.44-2398980.61

is listed with “-”)

Impairment loss on assets(Loss is

-840361.84-99941.65

listed with “-”)

Income from assets disposal

-16957.53

(Loss is listed with “-”)

III. Operation profit (Loss is listed with

-6049884.46-1082045.37

“-”)

Add: Non-operating income 4081450.75 5680409.27

Less: Non-operating expense 4744024.13 5303959.22

IV. Total profit (Loss is listed with “-”) -6712457.84 -705595.32

Less: Income tax expense 1269885.38 933960.68

V. Net profit (Net loss is listed with “-”) -7982343.22 -1639556.00

(i) Classify by business continuity

1.Continuous operating net profit

-7982343.22-1639556.00(net loss listed with ‘-”)

2.Termination of net profit (net losslisted with ‘-”)

(ii) Classify by ownership

1.Net profit attributable to

-7616378.75-1986692.82

shareholders of parent company

2.Minority shareholders’ gains and

-365964.47347136.82

losses

VI. Net other comprehensive income

after taxation

95Net other comprehensive income

attributable to owners of parent company

after taxation

(i) Other comprehensive income

items which will not be reclassified

subsequently to profit of loss

1.Changes of the defined benefit

plans that re-measured

2.Other comprehensive income

under equity method that cannot be

transfer to gain/loss

3.Change of fair value of

investment in other equity instrument

4.Fair value change of

enterprise's credit risk

5. Other

(ii) Other comprehensive income

items which will be reclassified

subsequently to profit or loss

1.Other comprehensive income

under equity method that can transfer to

gain/loss

2.Change of fair value of other

debt investment

3.Amount of financial assets re-

classify to other comprehensive income

4.Credit impairment provision for

other debt investment

5.Cash flow hedging reserve

6.Translation differences arising

on translation of foreign currency

financial statements

7.Other

Net other comprehensive income

attributable to minority shareholders

after taxation

VII. Total comprehensive income -7982343.22 -1639556.00

Total comprehensive income

attributable to owners of parent -7616378.75 -1986692.82

Company

Total comprehensive income

-365964.47347136.82

attributable to minority shareholders

VIII. Earnings per share:

(i)Basic EPS -0.013 -0.004

(ii)Diluted EPS -0.013 -0.004

As for the enterprise combined under the same control net profit of 0 Yuan achieved by the merged party before combination

while 0 Yuan achieved last period.Legal Representative: Li Hai Person in charge of Accounting Works: Sun Longlong Person in charge of Accounting

Institution: She Hanxing

4. Profit Statement of Parent Company

Unit: RMB/CNY

Item 2022 2021

96I.Operation revenue 267241929.51 28199223.50

Less:Operation cost 253488605.37 24333256.69

Tax and surcharge 3606282.77 18043.30

Sales expenses 489404.45 688541.79

Administrative expenses 2191110.35 1765358.61

R&D expenses 396209.62 2037197.58

Financial expenses -40271.90 -56830.88

Including: Interest expenses 15022.20 30342.02

Interest income 60656.53 97007.00

Add: Other income 126559.52 392001.91

Investment income (Loss is listed

with “-”)

Including: Investment income

on affiliated company and joint venture

The termination of

income recognition for financial assets

measured by amortized cost(Loss is

listed with “-”)

Net exposure hedging income

(Loss is listed with “-”)

Income from change of fair value

(Loss is listed with “-”)

Loss of credit impairment (Loss

-11110711.22-2700794.63

is listed with “-”)

Impairment loss on assets(Loss is

-729605.7572937.26

listed with “-”)

Income from assets disposal

-16957.53

(Loss is listed with “-”)II. Operation profit(Loss is listed with “--4620126.13-2822199.05

”)

Add: Non-operating income 4078353.41 5587466.85

Less: Non-operating expense 4715083.72 5182300.00

III. Total profit (Total losses are listed

-5256856.44-2417032.20

with “-”)

Less: Income tax expense 1117279.57

IV. Net profit (Net loss is listed with “-”) -6374136.01 -2417032.20

(i)Continuous operating net profit (net

-6374136.01-2417032.20loss listed with ‘-”)

(ii)Termination of net profit (net losslisted with ‘-”)

V. Net other comprehensive income after

taxation

(i) Other comprehensive income

items which will not be reclassified

subsequently to profit of loss

1.Changes of the defined benefit

plans that re-measured

2.Other comprehensive income

under equity method that cannot be

97transfer to gain/loss

3.Change of fair value of

investment in other equity instrument

4.Fair value change of

enterprise's credit risk

5. Other

(ii) Other comprehensive income

items which will be reclassified

subsequently to profit or loss

1.Other comprehensive income

under equity method that can transfer to

gain/loss

2.Change of fair value of other

debt investment

3.Amount of financial assets re-

classify to other comprehensive income

4.Credit impairment provision for

other debt investment

5.Cash flow hedging reserve

6.Translation differences arising

on translation of foreign currency

financial statements

7.Other

VI. Total comprehensive income -6374136.01 -2417032.20

VII. Earnings per share:

(i)Basic EPS

(ii)Diluted EPS

5. Consolidated Cash Flow Statement

Unit: RMB/CNY

Item 2022 2021

I. Cash flows arising from operating

activities:

Cash received from selling

commodities and providing labor 280153474.61 187241639.89

services

客 Net increase of customer deposit

and interbank deposit

Net increase of loan from central bank

Net increase of capital borrowed from

other financial institution

Cash received from original insurance

contract fee

Net cash received from reinsurance

business

Net increase of insured savings and

investment

Cash received from interest

commission charge and commission

Net increase of capital borrowed

Net increase of capital from

repurchase business

Net cash received by agents in sale

98and purchase of securities

Write-back of tax received 211285.93 51574.09

Other cash received concerning

9804457.7220966639.22

operating activities

Subtotal of cash in-flow arising from

290169218.26208259853.20

operation activity

Cash paid for purchasing commodities

522417130.69169402197.88

and receiving labor service

Net increase of customer loans and

advances

Net increase of deposits in central

bank and interbank

Cash paid for original insurance

contract compensation

Net increase of capital lent

Cash paid for interest handling charge

and commission

Cash paid for bonus of guarantee slip

Cash paid to/for staff 5682412.88 8534075.79

Taxes paid 1289781.65 816292.62

Other cash paid concerning operating 22198959.07

13833354.04

activities

Subtotal of cash out-flow arising from 551588284.29

192585920.33

operation activity

Net cash flow arising from operating -261419066.03

15673932.87

activities

II. Cash flows arising from investing

activities:

Cash received from recovering

investment

Cash received from investment

income

Net cash received from disposal of

fixed intangible and other long-term 50000.00

assets

Net cash received from disposal of

subsidiaries and other units

Other cash received concerning

investing activities

Subtotal of cash in-flow arising from

50000.00

investment activity

Cash paid for purchasing fixed

40164.1018890.56

intangible and other long-term assets

Cash paid for investment

Net increase of mortgaged loans

Net cash received from subsidiaries

and other units obtained

Other cash paid concerning investing

activities

Subtotal of cash out-flow arising from

40164.1018890.56

investment activity

Net cash flow arising from investment

9835.90-18890.56

activities

III. Cash flows arising from financing

activities:

99Cash received from absorbing

290292780.18

investment

Including: Cash received from

absorbing minority shareholders’

investment by subsidiaries

Cash received from loans

Other cash received concerning

9000000.00

financing activities

Subtotal of cash in-flow arising from

299292780.18

financing activity

Cash paid for settling debts

Cash paid for dividend and profit

distributing or interest paying

Including: Dividend and profit of

minority shareholder paid by subsidiaries

Other cash paid concerning financing

20207638.622296062.44

activities

Subtotal of cash out-flow arising from

20207638.622296062.44

financing activity

Net cash flow arising from financing

279085141.56-2296062.44

activities

IV. Influence on cash and cash

equivalents due to fluctuation in

exchange rate

V. Net increased amount of cash and cash

17675911.4313358979.87

equivalent

Add: Balance of cash and cash

33246957.9219887978.05

equivalents at the period -begin

VI. Balance of cash and cash equivalents

50922869.3533246957.92

at the period -end

6. Cash Flow Statement of Parent Company

Unit: RMB/CNY

Item 2022 2021

I. Cash flows arising from operating

activities:

Cash received from selling

commodities and providing labor 99421799.26 25119322.27

services

Write-back of tax received

Other cash received concerning

26085946.6622351912.54

operating activities

Subtotal of cash in-flow arising from

125507745.9247471234.81

operation activity

Cash paid for purchasing commodities

336871285.1721110201.92

and receiving labor service

Cash paid to/for staff 1220883.46 5707424.68

Taxes paid 460792.02 175913.72

Other cash paid concerning operating

34421627.8221881881.87

activities

Subtotal of cash out-flow arising from

372974588.4748875422.19

operation activity

Net cash flow arising from operating

-247466842.55-1404187.38

activities

II. Cash flows arising from investing

100activities:

Cash received from recovering

investment

Cash received from investment

income

Net cash received from disposal of

fixed intangible and other long-term 50000.00

assets

Net cash received from disposal of

subsidiaries and other units

Other cash received concerning

investing activities

Subtotal of cash in-flow arising from

50000.00

investment activity

Cash paid for purchasing fixed

5272.56

intangible and other long-term assets

Cash paid for investment

Net cash received from subsidiaries

and other units obtained

Other cash paid concerning investing

activities

Subtotal of cash out-flow arising from

5272.56

investment activity

Net cash flow arising from investment

50000.00-5272.56

activities

III. Cash flows arising from financing

activities:

Cash received from absorbing

290292780.18

investment

Cash received from loans

Other cash received concerning

9000000.00

financing activities

Subtotal of cash in-flow arising from

299292780.18

financing activity

Cash paid for settling debts

Cash paid for dividend and profit

distributing or interest paying

Other cash paid concerning financing

19085278.531074521.05

activities

Subtotal of cash out-flow arising from

19085278.531074521.05

financing activity

Net cash flow arising from financing

280207501.65-1074521.05

activities

IV. Influence on cash and cash

equivalents due to fluctuation in

exchange rate

V. Net increased amount of cash and cash

32790659.10-2483980.99

equivalent

Add: Balance of cash and cash

7613043.6010097024.59

equivalents at the period -begin

VI. Balance of cash and cash equivalents

40403702.707613043.60

at the period -end

7. Statement of Changes in Owners’ Equity (Consolidated)

Current amount

101Unit: RMB/CNY

2022

Owners’ equity attributable to the parent Company

Other equity Othe

instrument Capi r Surp Prov Total

Less: Reas Min

Item Shar tal com lus ision Retai own

Inve onab ority e publi preh publi of ned Othe Subt er’ s

ntory le inter

capit Prefe Perp Othe c ensiv c gene profi r otal ests

equit

al rred etual

share reser

r reser e reser ral t

y

stock bond s ve ve inco ve risk

s me

I.The

endi

ng -

551627326150240

bala 120 891

347834732841027

nce 293 853

947.297.27.095.533.6

of 693 8.16

0085128

the 3.70

previ

ous

year

A

dd:

Chan

ges

of

acco

untin

g

polic

y前

Error

corre

ction

of

the

last

perio

d同

Ente

rpris

e

com

bine

unde

r the

same

contr

ol

Othe

102r

II.The

begi

nnin

-

g 551 627 326 150 240

120891

bala 347 834 732 841 027

293853

nce 947. 297. 27.0 95.5 33.6

6938.16

of 00 85 1 2 8

3.70

the

curre

nt

year

III.Incre

ase/

Decr

ease

in

the 137 150 - 281 - 280

perio 836 990 761 210 365 844

d 986. 173. 637 780. 964. 815.

(Dec 00 10 8.75 35 47 88

rease

is

liste

d

with

“-”)

(i)

Total

com - - - -

preh 761 761 365 798

ensiv 637 637 964. 234

e 8.75 8.75 47 3.22

inco

me

(ii)

Own

ers’

devo

137150288288

ted

836990827827

and

986.173.159.159.

decr

00101010

ease

d

capit

al

1.

Com

mon 137 150 288 288

share 836 990 827 827

s 986. 173. 159. 159.inves 00 10 10 10

ted

by

103own

ers

2.

Capi

tal

inves

ted

by

hold

ers

of

other

equit

y

instr

ume

nts

3.

Amo

unt

reck

oned

into

own

ers

equit

y

with

share

-

base

d

pay

ment

4.

Othe

r

(iii)

Profi

t

distri

butio

n

1.

With

draw

al of

surpl

us

publi

c

reser

ve

2.

With

draw

104al of

gene

ral

risk

provi

sions

3.

Distr

ibuti

on

for

own

ers

(or

share

hold

ers)

4.

Othe

r

(iv)C

arryi

ng

forw

ard

inter

nal

own

ers’

equit

y

1.T

ransf

er of

capit

al

reser

ves

to

capit

al (or

share

capit

al)

2.T

ransf

er of

surpl

us

publi

c

reser

ves

to

capit

al (or

105share

capit

al)

3.

Rem

edyi

ng

loss

with

surpl

us

publi

c

reser

ve

4.

Carr

y-

over

retai

ned

earni

ngs

from

the

defin

ed

bene

fit

plans

5.

Carr

y-

over

retai

ned

earni

ngs

from

other

com

preh

ensiv

e

inco

me

6.

Othe

r

(v)R

easo

nabl

e

reser

ve

1.

106With

draw

al in

the

curre

nt

perio

d

2.

Usag

e in

the

curre

nt

perio

d

(vi)

Othe

r

IV.Bala

nce

-

at 689 778 326 290 147 304

121

the 184 824 732 129 182 847

055

end 933. 470. 27.0 318. 31.0 549.

331

of 00 95 1 51 5 56

2.45

the

perio

d

Amount of the previous period

Unit: RMB/CNY

2021

Owners’ equity attributable to the parent Company

Other equity Othe

instrument Capi r Surp Prov Total

Less: Reas Min

Item Shar tal com lus ision Retai own

Inve onab

ority

e publi preh publi of ned Othe Subt er’ s

Prefe Perp ntory le

inter

capit Othe c ensiv c gene profi r otal

equit

share reser ests

al rred etual reser e reser ral t y r

stock bond s ve ve inco ve risk

s me

I.The

endi

ng -

551627326109147256

bala 120

347834732052370422

nce 095

947.297.27.030.958.789.6

of 024

00851808

the 0.88

previ

ous

year

A

dd:

107Chan

ges

of

acco

untin

g

polic

y前

Error

corre

ction

of

the

last

perio

d同

Ente

rpris

e

com

bine

unde

r the

same

contr

ol其

Othe

r

II.The

begi

nnin

-

g 551 627 326 109 147 256

120

bala 347 834 732 052 370 422

095

nce 947. 297. 27.0 30.9 58.7 89.6

024

of 00 85 1 8 0 8

0.88

the

curre

nt

year

III.Incre

ase/

Decr

ease

---

in 347

198198163

the 136.

669669955

perio 82

2.822.826.00

d

(Dec

rease

is

liste

108d

with

“-”)

(i)

Total

com - - -

347

preh 198 198 163

136.

ensiv 669 669 955

82

e 2.82 2.82 6.00

inco

me

(ii)

Own

ers’

devo

ted

and

decr

ease

d

capit

al

1.

Com

mon

share

s

inves

ted

by

own

ers

2.

Capi

tal

inves

ted

by

hold

ers

of

other

equit

y

instr

ume

nts

3.

Amo

unt

reck

oned

into

own

ers

equit

109y

with

share

-

base

d

pay

ment

4.

Othe

r

(iii)

Profi

t

distri

butio

n

1.

With

draw

al of

surpl

us

publi

c

reser

ve

2.

With

draw

al of

gene

ral

risk

provi

sions

3.

Distr

ibuti

on

for

own

ers

(or

share

hold

ers)

4.

Othe

r

(iv)C

arryi

ng

forw

ard

110inter

nal

own

ers’

equit

y

1.T

ransf

er of

capit

al

reser

ves

to

capit

al (or

share

capit

al)

2.T

ransf

er of

surpl

us

publi

c

reser

ves

to

capit

al (or

share

capit

al)

3.

Rem

edyi

ng

loss

with

surpl

us

publi

c

reser

ve

4.

Carr

y-

over

retai

ned

earni

ngs

from

the

111defin

ed

bene

fit

plans

5.

Carr

y-

over

retai

ned

earni

ngs

from

other

com

preh

ensiv

e

inco

me

6.

Othe

r

(v)R

easo

nabl

e

reser

ve

1.

With

draw

al in

the

curre

nt

perio

d

2.

Usag

e in

the

curre

nt

perio

d

(vi)

Othe

r

IV. -

551627326150240

Bala 120 891

347834732841027

nce 293 853

947.297.27.095.533.6

at 693 8.16

0085128

the 3.70

112end

of

the

perio

d

8. Statement of Changes in Owners’ Equity (Parent Company)

Current amount

Unit: RMB/CNY

2022

Other equity instrument Other

Less: compr Surplu Total

Item Capital Reaso RetainShare Preferr Invent ehensi s owner’ public nable ed Other

capital Perpeted Other ory ve public s

ual reserve reserve profit

stock shares incom reserve equity

bonds e

I. The

ending

-

balanc 55134 62783 32673

12092847

e of 7947. 4297. 227.0

00757892.08

the 00 85 1

9.78

previo

us year

A

dd:

Chang

es of

accoun

ting

policy前

Error

correct

ion of

the last

period其

Other

II. The

beginn

ing -

551346278332673

balanc 1209 2847

7947.4297.227.0

e of 00757 892.08

00851

the 9.78

current

year

III.Increas

1378315099-28245

e/

6986.0173.63743023.

Decrea

0010136.0109

se in

the

113period

(Decre

ase is

listedwith “-”)

(i)

Total

compr - -

ehensi 6374 6374

ve 136.01 136.01

incom

e

(ii)

Owner

s’

137831509928882

devote

6986.0173.7159.

d and

001010

decrea

sed

capital

1.Co

mmon

137831509928882

shares

6986.0173.7159.

investe

001010

d by

owners

2.Ca

pital

investe

d by

holder

s of

other

equity

instru

ments

3. A

mount

reckon

ed into

owners

equity

with

share-

based

payme

nt

4.Ot

her

(iii)

Profit

distrib

ution

1.Wi

114thdraw

al of

surplus

public

reserve

2.Dis

tributi

on for

owners

(or

shareh

olders)

3.Ot

her

(iv)Car

rying

forwar

d

interna

l

owners

equity

1.Tra

nsfer

of

capital

reserve

s to

capital

(or

share

capital

)

2.Tra

nsfer

of

surplus

public

reserve

s to

capital

(or

share

capital

)

3.Re

medyi

ng loss

with

surplus

public

reserve

4.Ca

rry-

115over

retaine

d

earnin

gs

from

the

define

d

benefit

plans

5.Ca

rry-

over

retaine

d

earnin

gs

from

other

compr

ehensi

ve

incom

e

6.Ot

her

(v)Rea

sonabl

e

reserve

1.Wi

thdraw

al in

the

current

period

2.Us

age in

the

current

period

(vi)

Other

IV.Balanc -

68918778823267328530

e at the 1215

4933.4470.227.00915.

end of 38171

0095117

the 5.79

period

Amount of the previous period

Unit: RMB/CNY

Item 2021

116Other equity instrument Other

Less: compr Surplu Total

Capital Reaso RetainShare Preferr Invent ehensi s owner’

Perpet public nable ed Other capital ed Other ory ve public s

ual reserve reserve profit

stock shares incom reserve equity

bonds e

I. The

ending

-

balanc 55134 62783 32673

12065264

e of 7947. 4297. 227.0

59054924.28

the 00 85 1

7.58

previo

us year

A

dd:

Chang

es of

accoun

ting

policy前

Error

correct

ion of

the last

period其

Other

II. The

beginn

ing -

551346278332673

balanc 1206 5264

7947.4297.227.0

e of 59054 924.28

00851

the 7.58

current

year

III.Increas

e/

Decrea

se in

--

the

24172417

period

032.20032.20

(Decre

ase is

listedwith “-”)

(i)

Total

compr - -

ehensi 2417 2417

ve 032.20 032.20

incom

e

117(ii)

Owner

s’

devote

d and

decrea

sed

capital

1.Co

mmon

shares

investe

d by

owners

2.Ca

pital

investe

d by

holder

s of

other

equity

instru

ments

3. A

mount

reckon

ed into

owners

equity

with

share-

based

payme

nt

4.Ot

her

(iii)

Profit

distrib

ution

1.Wi

thdraw

al of

surplus

public

reserve

2.Dis

tributi

on for

owners

(or

shareh

olders)

3.Ot

118her

(iv)Car

rying

forwar

d

interna

l

owners

equity

1.Tra

nsfer

of

capital

reserve

s to

capital

(or

share

capital

)

2.Tra

nsfer

of

surplus

public

reserve

s to

capital

(or

share

capital

)

3.Re

medyi

ng loss

with

surplus

public

reserve

4.Ca

rry-

over

retaine

d

earnin

gs

from

the

define

d

benefit

plans

5.Ca

rry-

over

119retaine

d

earnin

gs

from

other

compr

ehensi

ve

incom

e

6.Ot

her

(v)Rea

sonabl

e

reserve

1.Wi

thdraw

al in

the

current

period

2.Us

age in

the

current

period

(vi)

Other

IV.Balanc -

551346278332673

e at the 1209 2847

7947.4297.227.0

end of 00757 892.08

00851

the 9.78

period

III. Company Profile

1. History and basic information

According to the Approval Document SFBF (1991) No. 888 issued by the People’s Government of Shenzhen

Shenzhen China Bicycle Company (Holdings) Limited (hereinafter referred to as the CBC) was reincorporated as

the company limited by shares in November 1991. On 28 December 1991 upon the Approval Document

SRYFZ(1991) No. 119 issued by Shenzhen Special Economic Zone Branch of the People’s Bank of China the

Company got listed on Shenzhen Stock Exchange. Registered of the Company amounted as 689184933.00 Yuan.Legal representative: Li Hai

Location: No. 3008 Buxin Road Luohu District Shenzhen

120Certificate for Uniform Social Credit Code:914403006188304524。

2. Business nature and main operation activities

Main business activities: Research & development of the bicycles electric bicycles electric motorcycles

motorcycles electric tricycles electric four-wheeler children's bicycles exercise bikes sports equipment

mechanical products toys electric toys electronic products new energy equipment and storage equipment

(lithium batteries batteries etc.) household appliances and spare parts and electronic components; wholesale

retail import and export and related supporting business of above-mentioned products (excluding commodities

subject to state trade management handling the application according to the relevant national regulations for

commodities involving quotas license management and other special provisions and management); fine chemical

products (excluding dangerous goods) wholesale and retail of carbon fiber composite materials; technology

development of computer software transfer of self-developed technological achievements and providing relevant

technical information consultation; own property leasing; property management. (The above projects do not

involve special administrative measures for the implementation access of national regulations and those involving

restricted projects and pre-existing administrative licenses must obtain the pre-existing administrative licensing

documents before operation.) Purchase and sale of gold products platinum jewelry palladium jewelry K-gold

jewelry silver jewelry inlaid jewelry jewelry jade ware gem-and-jade products clocks and watches precious

metal materials diamonds jadeite crafts (except ivory and its products) calligraphy and painting collection

(except for antiques cultural relics and items prohibited by national laws and administrative regulations).Main products or services currently offered are: EMMELLE bicycles electrical bicycles lithium battery material

and gold jewelry.

3.Actual controller of the Company

Actual controller of the Company is Wang Shenghong who held or controlled 20% shares of the Company.

4. Release of the financial report

The Financial Report was approved to report at the 3rd Session of 11th BOD of CBC on April 21 2023.

5.Scope of the consolidate statement

The CBC has two subsidiaries and one sub-subsdiary included in the scope of consolidated financial statement

refer to the Note VIII-1.

121IV. Compilation Basis of Financial Statement

1. Compilation Basis

The financial statement is prepared based on continuing operation assumptions and according to actual

occurrence in line with relevant accounting rules and follow important accounting policy and estimation.

2. Going concern

During the 12 months since end of the reporting period there are no factors that cast significant doubt on the

sustainability and other matters that have affected the Company.V. Main accounting policy and Accounting Estimate

Tips for specific accounting policy and estimate:

1. Declaration on compliance with accounting standards for business enterprise

The financial statement prepared by the CBC Company based on follow compilation basis is comply with the

requirement of new accounting standards for business enterprise issued by Ministry of Finance and its application

guide commentate as well as other regulations (collectively referred to as Accounting Standards for Business

Enterprise) which is reflect a real and truth financial status of the Company as well as operation results and cash

flow situations.Furthermore the statement has reference to the listing and disclosure requirement from “Rules Governing theDisclosure of Information for Enterprise with Stock Listed No.15-general regulation of financial report” (2014

Revised) and “Notice on Implementation of New Accounting Standards for Listed Companies” (KJBH (2018) No.

453)

2. Accounting period

Calendar year is the accounting period for the CBC which is starting from 1 January to 31 December.

3. Business cycles

The business period for the Company which is the Gregorian calendar starting from 1 January to 31 December

1224. Book-keeping currency

The CBC takes RMB as the standard currency for bookkeeping.

5. Accounting treatment for business combinations under the same control and those not under the same

control

(1) Accounting treatment for business combinations under the same control and those not under the same control

For a business merger that is under the same control and is achieved by the CBC through one single transaction or

multiple transactions assets and liabilities obtained from that business combination shall be measured at their

book value at the combination date as recorded by the party being absorbed in the consolidated financial statement

of ultimate controlling party. Capital reserve shall be adjusted as per the difference between the book value of

obtained net assets and the book value of paid consolidated consideration (or the nominal value of the issued

shares) of the Company; retained earnings shall be adjusted if the capital reserve is not sufficient for offset.

(2) Accounting treatment for Enterprise combine not under the same control

The CBC will validate the difference that the combined cost is more than the fair value of the net identifiable

assets gained from the acquiree on the acquisition date as goodwill; where the combined cost is less than the fair

value of net identifiable assets gained from the acquiree during business combination the fair value and combined

cost of various identifiable assets liabilities and contingent liabilities from the acquiree must be rechecked. Where

the combined cost is after the recheck still less than the fair value of net identifiable assets gained from the

acquiree during business combination the difference shall be charged to current profits and losses.As for business combination not under common control and realized through multiple transactions and by steps

the CBC shall make accounting treatment as follows:

1) Adjust the initial investment cost of long-term equity investments. As for stock equities held before the

acquisition date accounted according to the equity method re-measurement is carried out according to the fair

value of the equity on the acquisition date. The balance between the fair value and the book value is included in

the current investment income. If the acquiree’s stock equities held before the acquisition date involves changes of

other comprehensive incomes and other owner's equities under accounting with the equity method the balance

between the fair value and the book value is included in the current investment income on the acquisition date

excluding other comprehensive incomes incurred by changes due to re-measurement of net liabilities or net assets

of the defined benefit plan.

2) Confirm the goodwill (or include the amount in the profits and losses). The initial investment cost of long-term

equity investments adjusted in step 1 is compared with the fair value of net identifiable assets of the subsidiary

shared on the acquisition date. If the former is greater than the latter the balance is confirmed as goodwill; if the

former is less than the latter the balance is included in the current profits and losses.Loss of control of a subsidiary in multiple transactions in which it disposes equity interests of its subsidiary in

123stages

(1)In determining whether to account for the multiple transactions as a single transaction

A parent shall consider all the terms and conditions of the transactions and their economic effects. One or more of

the following may indicate that the parent should account for the multiple arrangements as a single transaction:

1) Arrangements are entered into at the same time or in contemplation of each other;

2) Arrangements work together to achieve an overall commercial effect;

3) The occurrence of one arrangement is dependent on the occurrence of at least one other arrangement;

4)One arrangement considered on its own is not economically justified but it is economically justified when

considered together with other arrangements.

(2)Accounting treatment for each of the multiple transactions forming part of a bundled transactions which

eventually results in loss of control the subsidiary during disposal of its subsidiary in stages

If each of the multiple transactions forms part of a bundled transactions which eventually results in loss of control

the subsidiary these multiple transactions should be accounted for as a single transaction. In the consolidated

financial statements the difference between the consideration received and the corresponding percentage of the

subsidiary’s net assets in each transaction prior to the loss of control shall be recognized in other comprehensive

income and transferred to the profit or loss when the parent eventually loses control of the subsidiary.The remaining equity investment shall be re-measured at its fair value in the consolidated financial statements at

the date when control is lost. The difference between the total amount of consideration received from the

transaction that resulted in the loss of control and the fair value of the remaining equity investment and the share

of net assets of the former subsidiary calculated continuously from the acquisition date or combination date based

on the previous shareholding proportion shall be recognized as investment income for the current period when

control is lost. The amount previously recognized in other comprehensive income in relation to the former

subsidiary’s equity investment should be transferred to investment income for the current period when control is

lost

(3)Accounting treatment for each of the multiple transactions NOT forming part of a bundled transactions which

eventually results in loss of control the subsidiary during disposal of its subsidiary in stages

If the Company doesn't lose control of investee the difference between the amount of the consideration received

and the corresponding portion of net assets of the subsidiary shall be adjusted to the capital reserve (capital /equity

premium) in the consolidated financial statements.If the Company loses control of investee the remaining equity investment shall be re-measured at its fair value in

the consolidated financial statements at the date when control is lost. The difference between the total amount of

consideration received from the transaction that resulted in the loss of control and the fair value of the remaining

equity investment and the share of net assets of the former subsidiary calculated continuously from the acquisition

date or combination date based on the previous shareholding percentage shall be recognized as investment

124income for the current period when control is lost. The amount previously recognized in other comprehensive

income in relation to the former subsidiary’s equity investment should be transferred to investment income for the

current period when control is lost.

6. Compilation method of consolidated financial statement

Consolidated financial statements are prepared by the Company in accordance with Accounting Standard for

Business Enterprise No. 33-Consolidated Financial Statements and based on financial statements of parent

company and its subsidiaries and other related information.When consolidating the financial statements the following items are eliminated: internal equity investment and

owners’ equity of subsidiaries proceeds on internal investments and profit distribution of subsidiaries internal

transactions internal debts and claim. The accounting policies adopted by subsidiaries are the same as parent

company.

7. Classification of joint venture arrangement and accounting treatment for joint control

(1) Recognition and classification of joint venture arrangement

Joint arrangement refers to an arrangement controlled by two or more than two participants. Joint venture

arrangement has the following characteristics: 1) Each participant is bound by the arrangement; 2) Two or more

participants carry out joint control on implementation of the arrangement. Any participant cannot control the

arrangement independently. Any participant for joint control can stop other participants or participant

combinations to independently control the arrangement.Joint control refers to the sharing of control over certain arrangement under related agreements and related

activities of the arrangement must be determined only when obtaining the unanimous consent of the parties

sharing control.Joint venture arrangement is classified in to joint operation and joint venture. Joint operation refers to an

arrangement that a joint party enjoys assets related to the arrangement and bears liabilities related to the

arrangement. Joint venture refers to an arrangement that a joint party only has the power governing net assets of

the arrangement.

(2) Accounting treatment of joint venture arrangement

Joint venture participants should confirm the following items related to interest shares in joint venture and carry

out accounting settlement according to relevant provisions of the Accounting Standards for Business Enterprises:

1) confirm the assets held separately and confirm the assets held jointly based on shares; 2) confirm the liabilities

borne separately and confirm the liabilities borne jointly based on shares; 3) confirm the income incurred after

selling its shares in joint venture output; 4) confirm the income after selling the joint venture outputs based on

shares; 5) confirm the expenses incurred separately and confirm the expenses incurred in joint venture based on

125shares.

Joint venture participants should carry out accounting settlement for investments of the joint venture according to

provisions of Accounting Standards for Business Enterprises No.2–Long-term Equity Investments.

8. Recognition of cash and cash equivalents

Cash in cash flow statement means the inventory cash and savings available for use anytime. Cash equivalents

refer to the short-term (generally due within three months since the date of purchase) highly liquid investments

that are readily convertible into known amounts of cash and that are subject to an insignificant risk of change in

value.

9. Foreign currency transaction and financial statement conversion

(1)Conversion for foreign currency transaction

When initially recognized the foreign currency for the transaction shall be converted into CNY amount according

to the spot exchange rate on the date of transaction. For the foreign currency monetary items conversion must be

based on the spot exchange rate on the balance sheet date and the exchange difference incurred from different

exchange rates except for the exchange difference of principal and interest incurred due to foreign currency loan

related to acquisition or construction of assets that qualify for capitalization shall be charged to current profits and

losses; foreign currency non-monetary items measured with historical cost are still converted as per the spot

exchange rate on the transaction date and keep the RMB amount unchanged; foreign currency non-monetary items

measured with fair value shall be converted as per the spot exchange rate on the date of determining the fair value

and the difference shall be charged to current profits and losses or other comprehensive income.

(2)Conversion of financial statements presented in foreign currencies

The asset and liability items in the balance sheet shall be converted at the spot exchange rate on the balance sheet

date; the owner’s equity items except for the items of “Retained profit” shall be converted at the spot exchange

rate on the transaction date; the income and expenditure items in the profit statement shall be converted at the spot

exchange rate on the transaction date. The translation difference of foreign financial statements conducted as

above is recognized as other comprehensive incomes.

10. Financial instruments

(1) Recognition and termination for financial instrument

Financial assets or financial liabilities are recognized when the CBC becomes a party to the contractual provisions

of the instrument.

126When buying and selling financial assets in a conventional manner recognize and derecognize them according to

the accounting of the trading day. Buying and selling financial assets in a conventional manner refers to the

collection or delivery of financial assets in accordance with the contract terms and within the period prescribed by

regulations or prevailing practices. Trading day refers to the date when the CBC promises to buy or sell financial

assets.When meeting the following conditions a financial asset (or part of a financial asset or part of a group of similar

financial assets) need terminate recognition i.e. to write off from its account and balance sheet:

1) The right to receive cash flows from financial assets expires;

2) The right to receive cash flows of financial assets is transferred or assume the obligation to pay the full amount

of cash flows received to a third party in a timely manner under the “handover agreement”; and (a) virtually

transferred almost all risks and rewards of the ownership of financial assets or (b) although virtually neither

transferred nor retained almost all risks and rewards of the ownership of financial assets abandoned the control of

the financial assets.

(2) Classification and measurement of financial assetsThe CBC’s financial assets are classified as financial assets

measured at amortized cost financial assets measured at fair value and whose changes are included in other

comprehensive income and financial assets measured at fair value and whose changes are included in the current

profit and loss according to the CBC’s business model for managing financial assets and the contractual cash flow

characteristics of financial assets at initial recognition. The subsequent measurement of financial assets depends

on their classification.The CBC’s classification of financial assets is based on CBC’s business model for managing financial assets and

the cash flow characteristics of financial assets.

1) Financial assets measured at amortized costFinancial assets that meet the following conditions at the same time

are classified as financial assets measured at amortized cost: the Company’s business model for managing this

financial asset is to collect contractual cash flows; the contract terms of the financial asset stipulate that the cash

flow generated on a specific date is only the payment of principal and interest based on the outstanding principal

amount. For such financial assets the actual interest rate method is used for subsequent measurement based on

amortized cost and the gains or losses arising from amortization or impairment are included in the current profit

and loss.

1272) Debt instrument investments measured at fair value and whose changes are included in other comprehensive

income

Financial assets that meet the following conditions at the same time are classified as financial assets measured at

fair value and whose changes are included in other comprehensive income: the Company’s business model for

managing this financial asset is to both collect contractual cash flows and sell the financial assets; the contract

terms of the financial asset stipulate that the cash flow generated on a specific date is only for the payment of

principal and interest based on the outstanding principal amount. For such financial assets fair value is used for

subsequent measurement. The discount or premium is amortized by using the actual interest method and is

recognized as interest income or expenses. Except that the impairment loss and the exchange difference of foreign

currency monetary financial assets are recognized as current gains and losses changes in the fair value of such

financial assets are recognized as other comprehensive income until the financial asset is derecognized its

cumulative gains or losses are transferred to the current profit and loss. Interest income related to such financial

assets is included in the current profit and loss.

3) Equity instrument investments measured at fair value and whose changes are included in other comprehensive

income

The CBC irrevocably chooses to designate some non-trading equity instrument investments as financial assets

measured at fair value and whose changes are included in other comprehensive income. Only relevant dividend

income is included in the current profit and loss and changes in fair value are recognized as other comprehensive

income until the financial asset is terminate recognition its accumulated gains or losses are transferred to retained

earnings.

4) Financial assets measured at fair value and whose changes are included in the current profit and loss

Financial assets except for above financial assets measured at amortized cost and financial assets measured at fair

value and whose changes are included in other comprehensive income are classified as financial assets measured

at fair value and whose changes are included in the current profit and loss. During initial recognition in order to

eliminate or significantly reduce accounting mismatches financial assets can be designated as financial assets

measured at fair value and whose changes included in the current profit and loss. For such financial assets fair

value is used for subsequent measurement and all changes in fair value are included in the current profit and loss.When and only when the Company changes its business model for managing financial assets it will reclassify all

affected related financial assets. For financial assets measured at fair value and whose changes are included in the

128current profit or loss the related transaction costs are directly included in the current profit and loss and the

related transaction costs of other types of financial assets are included in the initial recognition amount.

(3) Classification and measurement of financial liabilitiesThe CBC’s financial liabilities are classified as financial

liabilities measured at amortized cost and financial liabilities measured at fair value and whose changes are

included in the current profit and loss at initial recognition.Financial liabilities that meet one of the following conditions can be designated as financial liabilities measured at

fair value and whose changes are included in current profit or loss during initial measurement: (1) This

designation can eliminate or significantly reduce accounting mismatches; (2) According to the group risk

management or investment strategies stated in official written documents management and performance

evaluation of financial liability portfolios or financial assets and financial liability portfolios are conducted based

on fair value and are reported to key management personnel within the group on this basis; (3) The financial

liability includes embedded derivatives that need to be split separately.The CBC determines the classification of financial liabilities at initial recognition. For financial liabilities that are

measured at fair value and whose changes are included in the current profit or loss the related transaction costs

are directly included in the current profit and loss and the related transaction costs of other financial liabilities are

included in its initial recognition amount.The subsequent measurement of financial liabilities depends on their classification:

1) Financial liabilities measured at amortized costFor such financial liabilities adopt actual interest rate method

and make subsequent measurements based on amortized costs.

2) Financial liabilities measured at fair value and whose changes are included in the current profit and

lossFinancial liabilities that are measured at fair value and whose changes are included in the current profit or loss

include trading financial liabilities (including derivatives that are financial liabilities) and financial liabilities

designated to be measured at fair value at the initial recognition and whose changes are included in the current

profit or loss.

(4) Financial instruments offsetIf the following conditions are met at the same time the financial assets and

financial liabilities are listed in the balance sheet with the net amount after mutual offset: legal right to offset the

confirmed amount and this legal right is currently executable; Net settlement or simultaneous realization of the

financial assets and liquidation of the financial liabilities.

129(5) Impairment of financial assetsThe CBC recognizes the loss provisions on the basis of expected credit losses

for financial assets measured at amortized cost debt instrument investments measured at fair value and whose

changes are included in other comprehensive income and financial guarantee contracts. Credit loss refers to the

difference between all contractual cash flows receivable under the contract and discounted according to original

actual interest rate by the CBC and all expected receivable cash flows that is the present value of all cash

shortages.The CBC considers all reasonable and evidence-based information including forward-looking information and

estimates the expected credit loss of financial assets measured at amortized cost and financial assets measured at

fair value and whose changes are included in other comprehensive income (debt instruments) in a single or

combined manner.

1) General model of expected credit lossIf the credit risk of the financial instrument has increased significantly

since the initial recognition the CBC measures its loss provisions in accordance with the amount equivalent to the

expected credit loss of the financial instrument for the entire duration; if the credit risk of the financial instrument

has not significantly increased since the initial recognition the CBC measures its loss provisions in accordance

with the amount equivalent to the expected credit loss of the financial instrument in the next 12 months. The

resulting increased or reversed amount of the loss provisions is included in the current profit and loss as an

impairment loss or gain. For the CBC’s specific assessment of credit risk please see details in Note IX. RisksRelated to Financial Instruments”.Generally the CBC believes that the credit risk of the financial instrument has significantly increased when it

exceeds 30 days after the due date unless there is concrete evidence that the credit risk of the financial instrument

has not increased significantly since initial recognition.Specifically the Company divides the process of credit impairment of financial instruments of which no credit

impairment has occurred at the time of purchase or origin into three stages. There are different accounting

treatment methods for the impairment of financial instruments at different stages:

Stage one: Credit risk has not increased significantly since initial recognition

For a financial instrument at this stage the enterprise should measure the loss provisions according to the

expected credit losses in the next 12 months and calculate the interest income based on its book balance (that is

without deducting provisions for impairment) and the actual interest rate (if the instrument is a financial asset the

130same below).

Stage two: Credit risk has increased significantly since initial recognition but no credit impairment has occurred

For a financial instrument at this stage the enterprise should measure the loss provisions according to the

expected credit loss of the instrument for its entire duration and calculate the interest income based on its book

balance and actual interest rate.Stage three: Credit impairment occurs after initial recognition

For a financial instrument at this stage the enterprise should measure the loss provisions based on the expected

credit losses of the instrument for its entire duration but the calculation of interest income is different from the

financial assets at the previous two stages. For financial assets that have suffered credit impairment the enterprise

should calculate interest income based on its amortized cost (book balance minus the provisions for impairment

i.e. book value) and the actual interest rate.For financial assets that have suffered credit impairment at the time of purchase or origin the enterprise should

only recognize changes in expected credit losses for the entire duration after initial recognition as loss provisions

and calculate the interest income based on its amortized cost and credit-adjusted actual interest rate.

2) The CBC chooses not to compare the financial instrument with lower credit risk on the balance sheet date with

its credit risk at initial recognition but directly makes the assumption that the credit risk of the instrument has not

increased significantly since the initial recognition.If the enterprise confirms that the default risk of financial instruments is low the borrower has a strong ability to

fulfill its contractual cash flow obligations in the short term and even if there are adverse changes in the economic

situation and operating environment in a longer period of time it will not necessarily reduce the borrower’s ability

to fulfill its contractual cash flow obligations then the financial instrument can be considered to have lower credit

risk.

3) Accounts receivable and lease receivablesThe CBC adopts the simplified model of expected credit loss for

accounts receivables specified in “Accounting Standards for Business Enterprises No.14 - Revenue” and without

containing significant financing components (including the case that the financing components in contracts that do

not exceed one year are not considered according to the standards) that is always measures their loss provisions

according to the amount of expected credit loss during the entire duration.

131The CBC makes accounting policy choices for the receivables containing significant financing components and

the lease receivables specified in “Accounting Standards for Business Enterprises No.21 - Leases” and chooses to

adopt the simplified model of expected credit losses that is to measure the loss provisions in accordance with the

amount of expected credit losses throughout the entire duration.

(6) Transfer of financial assets

Where the CBC has transferred almost all the risks and rewards in the ownership of the financial asset to the

transferee the recognition of the financial assets shall be terminated; where almost all risks and rewards in the

ownership of a financial asset are retained the recognition of the financial assets are not terminated.If the CBC neither transfers nor retains substantially all the risks and rewards of ownership of a financial asset it

shall be accounted for as follows: the financial asset should be terminated if the Group waives control over the

asset; it recognizes the financial asset to the extent of its continuing involvement in the transferred financial asset

and recognizes an associated liability if the Group does not waives control over the asset.If the transferred financial assets continue to be involved by providing financial guarantee the assets continue to

be involved shall be recognized according to the lower of the book value of the financial assets and the amount of

financial guarantee. The financial guarantee amount means the maximum amount of consideration received which

will be required to be repaid.The Company shall comply with the disclosure requirement of jewelry-related industries in the “Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 3- Industry Disclosure”

11. Note receivable

The Group adopts the simplified model of expected credit loss for the accounts receivables specified in

“Accounting Standards for Business Enterprises No.14 - Revenue” and without containing significant financing

components (including the case that the financing components in contracts that do not exceed one year are not

considered according to the standards) that is always measures their loss provisions according to the amount of

expected credit loss during the entire duration and the resulting increased or reversed amount of the loss provision

is included in the current profit and loss as an impairment loss or gain. The accrual method is as follows:

The CBC divides the note receivable into two types i.e. bank acceptance notes and commercial acceptance notes

portfolios according to the type of financial instruments. For bank acceptance note the accepting bank pays the

determined amount to the taker or the bearer unconditionally due to the maturity of the bills the overdue credit

loss is low and has not increased significantly since the initial confirmation the CBC believes that the risk of

132overdue default is 0; for commercial acceptance bills the CBC believes that the probability of default is related to

the aging we use a simplified model of expected credit losses that is the allowance for losses is always measured

at the amount of expected credit losses over the entire duration period. Proportion for accrual found more in the 12.accounting policy and estimate for account receivable in III.

12. Account receivableThe CBC adopts the simplified model of expected credit loss for accounts receivables specified in “AccountingStandards for Business Enterprises No.14 - Revenue” and without containing significant financing components

(including the case that the financing components in contracts that do not exceed one year are not considered

according to the standards) that is always measures their loss provisions according to the amount of expected

credit loss during the entire duration and the resulting increased or reversed amount of the loss provision is

included in the current profit and loss as an impairment loss or gain.For accounts receivable that contain a significant financing component the CBC chooses to use the simplified

model of expected credit losses that is to always measure its loss provisions according to the amount of expected

credit losses during the entire duration.

1. Simplified model of expected credit losses: always measure the loss provisions according to the amount of

expected credit losses during the entire duration

The CBC considers all reasonable and well-founded information including estimates of expected credit losses

on accounts receivable in a single or combined manner.

(1)Account receivable with single significant amount and with individual provision for bad debt reserves

Judgment basis or amount criteria for account with Withdrawal method for bad debt provision of

single significant amount account receivable with single significant amount

Receivable commercial acceptance bill account receivable Carry out impairment test separately and withdraw bad

and other receivables with single amount more than 5 debt provision according to the difference between the

million yuan (including) present value of future cash flow and its book value

(2)Receivables with provision for bad debts by portfolio

Portfolio determine basis

On the basis of the actual loss rate of the portfolio of

receivables with similar credit risk characteristics which

are the same or similar in the previous year for the

Age analysis single amount of non-material receivables it is divided

into several portfolios according to the credit risk

characteristics together with the receivables without

impairment after the separate test

133Bank acceptance

Other

In the combination the proportion of bad debt provision withdrawn by aging analysis method is as follow:

Accrual proportion of Withdrawing Withdrawing

Account age commercial acceptance bill proportion of the proportion of other

receivable account receivable receivable

Within one year(one year

included) 0.3% 0.3% 0.3%

1~2 years (2-year included) 100% 0.3% 0.3%

2~3 years (3-year included) 100% 0.3% 0.3%

Over 3 years 100% 100% 100%

Including: Irrecoverable

recognized Write off Write off Write off

(3)Account receivable with single significant amount and with individual provision for bad debt reserves

Judgment basis or amount criteria for account with Withdrawal method for bad debt provision of

single minor amount account receivable with single minor amount

Receivable commercial acceptance bill account receivable Carry out impairment test separately and withdraw bad

and other receivables with single amount less than 5 debt provision according to the difference between the

million yuan (including) and the probability of recall is present value of future cash flow and its book value

small by nature

2. A general model of expected credit loss

Found more in the treatment in【Note 10. Financial instrument】

13. Receivable financing

Financial assets that meet the following conditions at the same time are classified as financial assets measured at

fair value and whose changes are included in other comprehensive income: the CBC’s business model for

managing this financial asset is to both collect contractual cash flows and sell the financial assets; the contract

terms of the financial asset stipulate that the cash flow generated on a specific date is only for the payment of

principal and interest based on the outstanding principal amount.The CBC transfers the receivables held by discounting or endorsement and such operations are more frequent

with large amount involved. The management business models is essentially both the collection of contractual

cash flows and the sales; in accordance with the relevant provision of financial instrument standards classified

them into the financial assets measured at fair value and with its variation reckoned into other comprehensive

income.

13414. Other account receivable

Determination method and accounting treatment of the expected credit loss of other account receivable

Determination method and accounting treatment of the expected credit loss of other account receivable

(1)Account receivable with single significant amount and with individual provision for bad debt reserves :

Account with single significant amount: the single receivable has over 5 million yuan at end of the period

At the end of the period the receivables with significant single amount are tested separately for impairment. If

there is objective evidence that they have been impaired the impairment loss will be recognized and the provision

for bad debts will be made based on the balance between the present value of future cash flows and its book value.

(2)Account receivable with bad debt provision accrual by portfolio

For the receivables with non significant single amount at the end of the period they are divided into several

combinations together with the receivables without impairment after independent test according to the account age

as the credit risk feature. The impairment loss is calculated and determined according to a certain proportion of

the ending balance of these receivables combinations (impairment test can be conducted separately) and the bad

debt provision is withdrawn.In addition to the receivables for which impairment provision has been separately made the company determines

the following proportion of provision for bad debts based on the actual loss rate of the combination of receivables

with account age as credit risk characteristics in the previous year which is the same or similar to the receivables

in combination with the current situation:

15. InventoryThe Company shall comply with the disclosure requirement of jewelry-related industries in the “Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 3- Industry Disclosure”

(1) Classification of inventory

The CBC classifies the inventory into raw materials goods in process goods on hand wrap page low value

consumables materials for consigned processing and goods sold etc.

(2) Valuation of inventories

Inventories are initially measured at cost upon acquisition which includes procurement costs processing costs

and other costs. Cost of the inventory issued is carried forward on the basis of a combination of the weighted

average method and specific identification when inventories are issued.

135(3) Provision for inventory impairment

When a comprehensive count of inventories is done at the end of the period provision for inventory impairment is

allocated or adjusted using the lower of the cost of inventory and the net realizable value. The net realizable value

of stock in inventory (including finished products goods in stock and materials for sale) that can be sold directly

is determined using the estimated saleable price of such inventory deducted by the cost of sales and relevant

taxation over the course of ordinary production and operation. The net realizable value of material in inventory

that requires processing is determined using the estimated saleable price of the finished product deducted by the

cost to completion estimated cost of sales and relevant taxation over the course of ordinary production and

operation. The net realizable value of inventory held for performance of sales contract or labor service contract is

determined based on the contractual price; in case the amount of inventory held exceeds the contractual amount

the net realizable value of the excess portion of inventory is calculated using the normal saleable price.Provision for impairment is made according to individual items of inventories at the end of the period; however

for inventories with large quantity and low unit price the provision is made by categories; inventories of products

that are produced and sold in the same region or with the same or similar purpose or usage and are difficult to be

measured separately are combined for provision for impairment.If the factors causing a previous write-off of inventory value has disappeared the amount written-off is reversed

and the amount provided for inventory impairment is reversed and recognized in profit or loss for the period.

(4)Inventory system

Perpetual inventory system is adopted.

16. Contractual assets

1. Method and standard for recognition of contractual assets

The CBC lists contractual assets or contractual liabilities in the balance sheet based on the relationship between

performance obligations and customer payments. The CBC's right to receive consideration for goods or services

transferred to the customer (And that right depends on factors other than the passage of time) is listed as

contractual assets. Contractual assets and contractual liabilities under the same contract are listed as a net

amount. The CBC's right to receive consideration from customers unconditionally (only depends on the passage

of time) is listed separately as a receivable.

2. Determination and accounting treatment of the expected credit loss for contractual assetsDetermination and accounting treatment of the expected credit loss for contractual assets found more in Note “10.Financial assets”

13617. Contractual cost

18. Assets held for sale

The CBC classifies such corporate components (or non-current assets) that meet the following criteria as held-for-

sale: (1) Disposable immediately under current conditions based on similar transactions for disposals of such

assets or practices for the disposal group; (2) Probable disposal; that is a decision has been made on a plan for

disposal and an undertaking to purchase has been obtained (the undertaking to purchase means a binding purchase

agreement entered into by the Company and other parties which contains transaction price time and adequately

strict punishments for breach of contract provisions which renders the possibility of material adjustment or

revocation of the agreement is extremely minor) and the disposal is expected to be completed within a year.Besides approval from relevant competent authorities or regulatory authorities has been obtained as required by

relevant rules.The expected net residual value of asset held for sale is adjusted by the CBC to reflect its fair value less selling

expense provided that the net amount shall not exceed the original carrying value of the asset. In case that the

original value is higher than the adjusted expected net residual value the difference shall be recorded in profit or

loss for the period as asset impairment loss and allowance of impairment for the asset shall be provided.Impairment loss recognized in respect of the disposal group held for sale shall be used to offset the carrying value

of the goodwill in the disposal group and then offset the carrying value of the non-current assets within the

disposal group based on their respective proportion of their carrying value.In respect of the non-current assets held for sale if the net amount after their fair value less the selling expenses

increased as at the subsequent balance date the reduced amount before will be recovered and reversed in the

assets impairment loss amount recognized after being classified as held for sale and the reversed amount will be

recorded in the current profits or loss. The impairment loss on assets recognized before being classified as held for

sale will not be reversed. In respect of the disposal group held for sale if the net amount after their fair value less

the selling expenses increased as at the subsequent balance date the reduced amount before will be recovered and

reversed in the assets impairment loss amount recognized in non-current assets after being classified as held for

sale and the reversed amount will be recorded in the current profits or loss. The reduced book value of the

goodwill as well as the impairment loss on assets recognized before the non-current assets are classified as held

for sale will not be reversed. The amount of subsequent reversal of the impairment losses on assets recognized in

disposal group held for sale shall be increased proportionately to the carrying amount of each non-current asset in

the disposal group other than goodwill to which the measurement provisions of the is standards applied based on

its proportionate share of the carrying amount.In respect of loss of control in a subsidiary arising from disposal of the investment in such subsidiary the

137investment in a subsidiary shall be classified as held for sale in its entirety in the individual financial statement of

the parent company and all the assets and liabilities of the subsidiary shall be classified as held for sale in the

consolidated financial statement subject to that the proposed disposal of investment in the subsidiary satisfies such

conditions as required for being classified as held for sale notwithstanding part equity investment will be retained

by the Company after such disposal.

19. Debt investment

20. Other debt investment

21. Long-term account receivable

22. Long-term equity investment

(1)Recognition of investment costs

1) If it is formed by the business combination under the common control and that the combining party takes cash

payment transfer of non-cash assets assumption of debts or issuance of equity securities as the consolidation

consideration the shares of the book value of the owner’s equity obtained from the combined party on the date of

combination in the ultimate controlling party’s consolidated financial statements shall be recognized as its initial

investment cost. Capital reserves shall be adjusted according to the balance between the initial investment cost for

long-term equity investment and the book value of paid consolidation consideration or the total face value of

issued shares (capital premium or equity premium). If capital reserves are insufficient for offset retained earnings

shall be adjusted.As for business combination under the common control realized by the Company through several transactions the

initial investment cost of the investment shall be determined based on the share of the carrying value of the

owners’ equity of the consolidated party as calculated according to the shareholding proportion on the

consolidation date. Difference between initial investment cost and the carrying value of long-term equity

investment before combination and the sum of carrying value of newly paid consideration for additional shares

acquired on the date of combination is to adjust capital reserve (capital premium or equity premium). If the

balance of capital reserve is insufficient any excess is adjusted to retained earnings.

2) As for long-term equity investment formed from business combination not under common control the fair

value of the consolidated consideration paid shall be deemed as the initial investment cost on the acquisition date.

1383) Except those ones formed by the business combination for all items obtained by means of cash payment

actually paid acquisition costs shall be taken as the initial investment cost. For those ones obtained by the issuance

of equity securities the fair value of the issued equity securities shall be taken as the initial investment cost. For

those ones invested by investors the value agreed in the investment contract or agreement shall be taken as the

initial investment cost provided that the value agreed in the contract or agreement shall be fair.

(2)Subsequent measurement and profit or loss recognition

For a long-term equity investment where the CBC can exercise control over the investee the long-term

investment is accounted for using the cost method in the Company’s financial statements. The equity method is

adopted when the Group has joint control or exercises significant influence on the investee.Under cost method long term equity investment is measured at initial investment cost. Except for the price

actually paid for obtaining the investment or the cash dividends or profits declared but not yet distributed which is

included in the consideration the Company recognizes cash dividends or profits declared by the investee as

current investment gains and determine whether there is impairment on long term investment according to

relevant assets impairment policies.Under equity method when the initial investment cost of the long-term equity investment exceeds the share of fair

value in the net identifiable assets in the investee the difference shall be included in initial investment cost of the

long-term equity investment. When the initial investment cost is lower than the share of fair value in the net

identifiable asset in the investee such difference is recognized in profit or loss for the period with adjustment of

cost of the long-term equity investment.Under equity method after the Company acquires a long-term equity investment it shall in accordance with its

attributable share of the net profit or loss realized by the investee recognize the investment profit or loss and

adjust carrying value of the investment. The Group recognizes its share of the investee’s net profits or losses after

making appropriate adjustments to the investee’s net profits and losses based on the fair value of the investee’s

identifiable assets at the acquisition date using the Group’s accounting policies and periods and eliminating the

portion of the profits or losses arising from internal transactions with its joint ventures and associates attributable

to the investing entity according to its shareholding proportion (but impairment losses for assets arising from

internal transactions shall be recognized in full). The carrying amount of the investment is reduced based on the

Group’s share of any profit distributions or cash dividends declared by the investee. The CBC’s share of net losses

of the investee is recognized to the extent the carrying amount of the investment together with any long-term

interests that in substance form part of its net investment in the investee is reduced to zero except that the Group

139has the obligations to assume additional losses. The CBC adjusts the carrying amount of the long-term equity

investment for any changes in owners’ equity of the investee (other than net profits or losses) and includes the

corresponding adjustments in the owners’ equity of the Group.

(3) Determination of control and significant influence on investee

Control is the power over an investee. An investor must have exposure or rights to variable returns from its

involvement with the investee and the ability to use its power over the investee to affect the amount of the

investor’s returns. Significant influence is the power to participate in the financial and operating policy decisions

of the investee but is not control or joint control with other parties over those policies

(4)Disposal of long-term equity investment

1) Partial disposal of long term investment in which control is retained

When long term investment is been partially disposed but control is retained by the company the difference

between disposal proceeds and carrying amount of the proportion being disposed is accounted for through profit

or loss.

2) Partial disposal of long term investment in which control is lost

When long term investment is partially disposed and control is lost as a result the carrying value of the long term

invest on the stock right the difference between carrying amount of the part being disposed and disposal proceeds

should be recognized as profit or loss. The residual part should be treated as long term investment or other

financial assets according to their carrying amount. After partial disposal if the company is able to exert

significant influence or common control over the investee the investment should be measured according to cost

method or equity method in compliance with relevant accounting standards and regulations.

(5)Impairment test and provision for impairment

If there is objective evidence on the balance sheet date showing investment in subsidiaries associates and joint

ventures is impaired provision of impairment shall be made against the difference between the carrying amount

and the recoverable amount of the investment.

23. Investment real estate

Measurement mode

140Measured by cost method

Depreciation or amortization method

(1) Investment real estate including land use right which has been rented out land use right which is held for

transfer upon appreciation and buildings which has been rented out.

(2) Investment real estate are initially measured at cost and subsequently measured as per the cost pattern and

relevant withdrawal of provision for depreciation or amortization is carried out by the same method for fixed

assets and intangible assets. As of the balance sheet date where there is any indication that an Investment real

estate experiences impairment the relevant impairment provision shall be provided for based on the difference

between the carrying value and the recoverable amount.

24. Fix assets

(1) Recognition conditions

Fixed assets refer to the tangible assets for production of products provision of labor lease or operation and with a service life in

excess of one financial year.Fixed assets are recorded at the actual cost at the time of acquisition and depreciation is calculated and withdrawn using the average

life method from the month after they reach the intended usable state

(2) Depreciation methods

Yearly depreciation

Category Method Years of depreciation Scrap value rate

rate

Straight-line

Houses and buildings 20 years 10% 4.5%

depreciation

Straight-line

Machinery equipment 10 years 10% 9%

depreciation

Transportation Straight-line

5 years 10% 18%

equipment depreciation

Electronic equipment Straight-line

5 years 10% 18%

and others depreciation

(3) Recognition basis valuation and depreciation method for financial lease assets

Finance lease is determined when one or a combination of the following conditions are satisfied: 1) the ownership

has been transferred to the lessee when the leasing term is due; 2) the lessee has the option to purchase the leasing

asset at a price that is much lower than its fair value so it can be reasonably determined that the lessee will take

141the option at the very beginning of the lease; 3) the leasing term accounts for most time of the useful life

(ordinarily accounting for 75% or higher) even if the ownership does not transfer to the lessee; 4) the present

value of the minimum amount of rent that the lessee has to pay at the first day of the lease amounts to 90% or

higher of its fair value at the same date; or the present value of the minimum amount of rent that the lessor collects

at the first day of the lease amounts to 90% or higher of its fair value at the same date; and/or 5) the leased assets

are of such a specialized nature that only the lessee can use them without major modifications. Fixed assets

rented-in under finance lease are recorded at the lower of fair value and the present value of the minimum lease

payment at the inception of the lease and are depreciated following the depreciation policy for self-owned fixed

assets.

25. Construction in progress

(1)When the construction in progress has reached the intended condition for use it will be treated as fixed assets

as per the actual construction cost. If the construction in progress has reached the intended condition for use but

completion accounting is not carried out the construction in progress should be first treated as fixed assets as per

the estimated value. After completion accounting is carried out the original estimated value should be adjusted as

per the actual cost but the provision for depreciation withdrawn should not be adjusted.

(2)As of the balance sheet date where there is any indication that a construction in process experiences

impairment the relevant impairment provision shall be provided for based on the difference between the carrying

value and the recoverable amount.

26. Borrowing expenses

27. Biological assets

28. Oil and gas asset

29. Right-of-use assets

On the commencement date of the lease term the Group recognizes right-of-use assets and lease liabilities for

leases except for short-term leases and leases of low-value assets that are simplified by the standard.The Group initially measures right-of-use assets at cost. This cost includes:

1421. The initial measurement amount of the lease liability;

2. The lease payment amount paid on or before the commencement date of the lease term if there is a lease

incentive deduct the relevant amount of the lease incentive already enjoyed;

3. Initial direct costs incurred;

4. The expected cost of demolishing and removing the leased asset restoring the site where the leased asset is

located or restoring the leased asset to the condition as agreed in the lease terms. If the aforementioned cost is

incurred for the production of inventories and the Accounting Standards for Business Enterprises No. 1 -

Inventories shall apply.The Group recognizes and measures the cost mentioned in Item 4 above in accordance with Accounting Standards

for Business Enterprises No. 13 - Contingencies.Initial direct costs are the incremental cost incurred to achieve the lease. Incremental cost is the cost that would

not have incurred if the enterprise had not acquired the lease.With reference to the relevant depreciation provisions of Accounting Standards for Business Enterprises No. 4 -

Fixed Assets the Group accrues depreciation for right-of-use assets. Where it can be reasonably determined that

the ownership of the leased asset will be obtained at the expiration of the lease term depreciation shall be accrued

within the remaining service life of the leased asset. Where it cannot be reasonably determined that the ownership

of the leased asset can be obtained at the expiration of the lease term depreciation shall be accrued within the the

shorter of the lease term and the remaining service life of the leased asset.In accordance with the Accounting Standards for Business Enterprises No. 8 - Impairment of Assets the Group

determines whether the right-of-use asset is impaired and performs accounting treatment on the identified

impairment losses.

30. Intangible assets

(1) Valuation method service life and impairment test

1).Intangible assets include land use right patent right and non-patent technology which should be initially

measured at cost.

2).Intangible assets with limited service life should be amortized systematically and reasonably in their service

lives as per the expected form of realization economic benefits relating to the said intangible assets. If the form of

143realization cannot be reliably determined the intangible assets should be amortized on a straight-line basis.

3).At the balance sheet date when there is any indication that the intangible assets with finite useful lives may be

impaired a provision for impairment loss is recognized on the excess of the carrying amounts of the assets over

their recoverable amounts. Intangible assets with infinite useful lives and intangible assets not satisfying the

condition for use yet are subject to impairment test each year notwithstanding whether the assets are impaired.

(2) Internal accounting policies relating to research and development expenditures

Expenditure incurred in the research phase of internal R&D shall be included in current gain/loss at the time of

occurrence. Intangible assets recognized for expenditure in exploitation stage by satisfying the followed at same

time: * it is technically feasible that the intangible asset can be used or sold upon completion; * there is intention

to complete the intangible asset for use or sale; * the intangible asset can produce economic benefits including

there is evidence that the products produced using the intangible asset has a market or the intangible asset itself

has a market; if the intangible asset is for internal use there is evidence that there exists usage for the intangible

asset; * there is sufficient support in terms of technology financial resources and other resources in order to

complete the development of the intangible asset and there is capability to use or sell the intangible asset; * the

expenses attributable to the development phase of the intangible asset can be measured reliably.

31. Impairment of long-term assets

32. Long-term expenses to be apportioned

Long-term expenses to be apportioned are booked by actual amount occurred and apportioned evenly during the

benefit period or regulated period.In case that the long-term deferred expenses are not likely to benefit the

subsequent accounting periods the outstanding value of the item to be amortized shall be included in current

profit or loss in full.

33. Contractual liability

The CBC lists contractual assets or contractual liabilities in the balance sheet based on the relationship between

performance obligations and customer payments. The CBC's obligations to transfer goods or provide services to

customers for which consideration has been received or receivable are listed as contractual liabilities. contractual

assets and contractual liabilities under the same contract are listed as a net amount.

14434. Employee compensation

(1) Accounting treatment for short-term compensation

During the accounting period when staff providing service to the CBC the actual short-term compensation

occurred shall recognized as liabilities and reckoned into current gains/losses or relevant assets costs. The non-

monetary welfare is measured by fair value.

(2) Accounting treatment for post-employment benefit

The CBC terminates the labor relationship with an employee before the employee labor contract expires or

proposes to offer a compensation to encourage an employee to voluntarily accept the downsizing. When the CBC

cannot unilaterally withdraw the labor relationship cancellation plan or the downsizing proposal nor confirm the

relevant costs of the restructuring involving the payment of termination benefits whichever is earlier the

liabilities arising from the compensation for the termination of the labor relationship with the employees are

recognized and included in the current profit and loss.

(3) Accounting for retirement benefits

When the CBC terminates the employment relationship with employees before the end of the employment

contracts or provides compensation as an offer to encourage employees to accept voluntary redundancy the CBC

shall recognize employee compensation liabilities arising from compensation for staff dismissal and included in

profit or loss for the current period when the CBC cannot revoke unilaterally compensation for dismissal due to

the cancellation of labor relationship plans and employee redundant proposals; and the CBC recognize cost and

expenses related to payment of compensation for dismissal and restructuring whichever is earlier.

(4) Accounting for other long-term employee benefits

The employees of the CBC have participated in the basic social endowment insurance organized and implemented

by the local labor and social security department. The CBC pays the endowment insurance premium to the local

basic social endowment insurance agency on a monthly basis based on the base and ratio of the local basic social

endowment insurance payment. After the retirement of employees the local labor and social security department

has the responsibility to pay the social basic pension to the retired employees. During the accounting period in

which employees provide services the CBC recognizes the amount payable calculated according to the above

social security insurance regulations as the liabilities and includes them in the current profit and loss or related

asset costs.

14535. Lease liability

36. Accrual liability

37. Share-based payment

(1)Types of share-based payment

Share-based payment comprises of equity-settled share-based payment and cash-settled share-based payment.

(2)Determination of fair value of equity instruments

1)determined based on the price quoted in an active market if there exists active market for the instrument.

2)determined by adoption of valuation technology if there exists no active market including by reference to the

recent arm’s length market transactions between knowledgeable willing parties reference to the current fair value

of another instrument that is substantially the same discounted cash flow analysis and option pricing models.

(3)Basis for determination of the best estimate of exercisable equity instruments

To be determined based on the subsequent information relating to latest change of exercisable employees.

(4)Accounting relating to implementation amendment and termination of share-based payment schemes

1)Equity-settled share-based payment

For equity instruments that may be exercised immediately after the grant the fair value of such instrument shall

on the date of the grant be recognized in relevant costs or expenses with the increase in the capital reserve

accordingly. For equity-settled share-based payment made in return for the rendering of employee services that

cannot be exercised until the services are fully rendered during vesting period or specified performance targets are

met on each balance sheet date within the vesting period the services acquired in the current period shall based

on the best estimate of the number of exercisable instruments be recognized in relevant costs or expenses and the

capital reserves at the fair value of such instruments on the date of the grant.For equity-settled share-based payment made in exchange for service from other parties such payment shall be

measured at the fair value of the service as of the acquisition date is the fair value can be measured reliably. And if

the fair value of the service cannot be measured reliably while the fair value of the equity instrument can be

measured reliably it shall be measure at the fair value of the instrument as of the date on which the service is

acquired which shall be recorded in relevant cost or expense with increase in owners’ equity accordingly.

2)Cash-settled share-based payment

For the cash-settled share-based payment that may be exercised immediately after the grant in exchange for render

of service by employees the fair value of the liability incurred by the CBC shall on the date of the grant be

146recognized in relevant costs or expenses and the liabilities shall be increased accordingly. For cash-settled share-

based payment made in return for the rendering of employee services that cannot be exercised until the services

are fully provided during vesting period or specified performance targets are met on each balance sheet date

within the vesting period the services acquired in the current period shall based on the best estimate of the

number of exercisable instruments be recognized in relevant costs or expenses and the corresponding liabilities at

the fair value of the liability incurred by the CBC.

3)Revision and termination of share-based payment schemes

If the revision results in an increase in the fair value of the equity instruments granted the CBC shall recognize

the increase in the services rendered accordingly at the increased fair value of the equity instruments. If the

revision results in an increase in the number of equity instruments granted the CBC will recognize the increase in

the services rendered accordingly at the fair value of the increased number of equity instruments. If the CBC

revises the vesting conditions on terms favorable to the employees the CBC will take into consideration of the

revised vesting conditions when dealing with the vesting conditions.If the revision results in a decrease in the fair value of the equity instruments granted the CBC shall continue

recognize the amount of services rendered accordingly at the fair value of the equity instruments on the date of

grant without considering the decrease in the fair value of the equity instruments. If the revision results in a

decrease in the number of equity instruments granted the CBC will account for such decrease by reducing part of

the cancellation of equity instruments granted. If the CBC revises the vesting conditions on terms not favorable to

the employees the CBC will not take into consideration of the revised vesting conditions when dealing with the

vesting conditions.If the CBC cancels the equity instruments granted or settles the equity instruments granted during the vesting

period (other than cancellation as a result of failure to satisfy the vesting conditions) such cancellation or

settlement will be treated as accelerated exercisable rights and the original amount in the remaining vesting period

will be recognized immediately.

38. Other financial instruments including preferred stock and perpetual bonds

39. RevenueThe Company shall comply with the disclosure requirement of jewelry-related industries in the “Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 3- Industry Disclosure”

(1) Recognition of revenue

147On the starting date of the contract the company evaluates the contract identifies each individual performance

obligation contained in the contract and determines whether each individual performance obligation is performed

within a certain period of time or at a certain point in time.When meeting one of the following conditions it belongs to the performance obligation within a certain period of

time otherwise it belongs to the performance obligation at a certain point in time: 1) The customer obtains and

consumes the economic benefits brought by the company's performance at the same time as the company

performs the contract; 2) The customer can control the goods or services under construction during the company's

performance; 3) The goods or services produced during the company's performance have irreplaceable uses and

the company has the right to collect payments for the accumulated performance part of the contract during the

entire contract period .For performance obligations performed within a certain period of time the company recognizes revenue in

accordance with the performance progress during that period of time. When the performance progress cannot be

reasonably determined if the cost incurred is expected to be compensated the revenue shall be recognized

according to the amount of the cost incurred until the performance progress can be reasonably determined. For

performance obligations performed at a certain point in time revenue is recognized at the point when the

customer obtains control of the relevant goods or services. When judging whether the customer has obtained

control of the goods the company considers the following signs: 1) The company has the current right to receive

payment for the goods that is the customer has the current payment obligation for the goods; 2) The company has

transferred the legal ownership of the goods to the customer that is the customer has legal ownership of the

goods; 3) The company has transferred the product to the customer in kind that is the customer has physically

taken possession of the product; 4) The company has transferred the major risks and rewards of the ownership of

the goods to the customer that is the customer has obtained the main risks and rewards of the ownership of the

goods; 5) the customer has accepted the goods; 6) Other signs indicate that the customer has obtained control of

the goods.

(2) Principles of revenue measurement

1) The company measures revenue based on the transaction price allocated to each individual performance

obligation. The transaction price is the amount of consideration that the company expects to be entitled to receive

due to the transfer of goods or services to the customer and does not include the amount collected on behalf of a

third party and the amount expected to be returned to the customer.

2) If there is variable consideration in the contract the company shall determine the best estimate of the variable

consideration based on the expected value or the amount most likely to incur but the transaction price including

148the variable consideration shall not exceed the amount at which the accumulatively recognized income is most

likely not be subject to a significant reversal when the relevant uncertainty is eliminated.

3) If there is a major financing component in the contract the company shall determine the transaction price based

on the amount payable in cash when the customer assumes control of the goods or services. The difference

between the transaction price and the contract consideration shall be amortized by the effective interest method

during the contract period. On the starting date of the contract if the company expects that the interval between

the customer's acquisition of control of the goods or services and the customer's payment of the price will not

exceed one year we will not consider the significant financing components in the contract.

4) If the contract contains two or more performance obligations the company will allocate the transaction prices

to each individual performance obligation in accordance with the relative proportion of the stand-alone selling

price of the goods promised by each individual performance obligation on the commencement date of contract.

(3) Specific method of revenue recognition:

In accordance with the general principles of revenue recognition and the actual situation of the company's product

sales the company formulates a specific revenue recognition method that the products sold by the company to

customers are recognized as revenue after the products are delivered to the customer and the customer carries out

acceptance and inspection.

40. Government subsidy

(1) government subsidy including those relating to assets and relating to income

(2)government grant if granted as monetary assets are measured at the amount received or receivable and

measured at fair value if granted as non-monetary assets. If the fair value can not be determined reliably they

shall be measured at nominal value.

(3) Aggregate method for government subsidy:

1)government subsidy relating to assets are recognized as deferred income which shall be recorded in profit or

loss by installment reasonably and systematically within the useful life of the assets. If assets are sold transferred

discarded as useless or damaged prior to expiration of the useful life the remaining deferred income undistributed

shall be transferred to profit or loss for the period in which the assets are disposed.

2)If government subsidy relating to income are used to compensate for relevant costs or loss for the subsequent

149periods they shall be recognized as deferred income and recorded in profit or loss for the period in which the

relevant costs are recognized. If government subsidy relating to income are used to compensate for the relevant

costs or loss occurred they shall be recorded in profit or loss for the period directly.

(4)Net method for government subsidy

1) government subsidy relating to assets are used to write off the carrying value of the relevant assets;

2) If government subsidy relating to income are used to compensate for relevant costs or loss for the subsequent

periods they shall be recognized as deferred income and recorded in profit or loss for the period in which offset

against the relevant costs. If government subsidy relating to income are used to compensate for the relevant costs

or loss occurred they shall be offset against the relevant costs for the period directly.

(5)The CBC adopts aggregated accounting method for the government subsidy received.

(6)As for the government subsidy comprising both portions relating to assets and income separate accounting

shall be made for different portion; in case it is hard to differentiate the portions the subsidy will be recorded as

related to income in general.

(7)The CBC realizes government subsidy relating to its normal activities as other income based on the substance

of economic business and if not related to its normal activities realized as non-operating income and expenditure.

(8)Subsidized loans from preferential policy obtained by the CBC are classified based on whether subsidy funds

are paid to the loaning bank or directly to the CBC by the competent financial authorities and are treated based on

the following principles:

1)Where subsidy funds are paid to the loaning bank by the competent financial authorities and the bank then

provides loans to the CBC at a preferential policy rate accounting shall be made by the CBC as follows:

a. Recognizes the actual borrowing amount received as the carrying value of the loan and calculates the relevant

borrowing costs based on the principal and the preferential policy rate.b.Recognizes the fair value of the loan as the carrying value and calculates the borrowing cost under effective

150interest method and recognizes the difference between the actual amount received and the fair value of the loan as

deferred income. Deferred income is amortized over the term of the loan under effective interest method and

offset against the relevant borrowing costs.

2)If the subsidy funds are paid directly to the CBC by finance authority the CBC will offset the corresponding

subsidy against the relevant borrowing expenses.

41. Deferred income tax asset /Deferred income tax liabilities

(1) Deferred tax assets or deferred tax liabilities are calculated and recognized based on the difference between the

carrying amount and tax base of assets and liabilities (and the difference of the carrying amount and tax base of

items not recognized as assets and liabilities but with their tax base being able to be determined according to tax

laws) and in accordance with the tax rate applicable to the period during which the assets are expected to be

recovered or the liabilities are expected to be settled.

(2)A deferred tax asset is recognized to the extent of the amount of the taxable income which it is most likely to

obtain and which can be deducted from the deductible temporary difference. At the balance sheet date if there is

any exact evidence that it is probable that future taxable profits will be available against which deductible

temporary differences can be utilized the deferred tax assets unrecognized in prior periods are recognized.

(3)At the balance sheet date the carrying amount of deferred tax assets is reviewed. The carrying amount of a

deferred tax asset is reduced to the extent that it is no longer probable that sufficient taxable profits will be

available to allow the benefit of the deferred tax asset to be utilized. Such reduction is subsequently reversed to

the extent that it becomes probable that sufficient taxable income will be available.

(4)The income tax and deferred tax for the period are treated as income tax expenses or income through profit or

loss excluding those arising from the following circumstances: * business combination; and * the transactions

or items directly recognized in equity.

15142. Lease

(1)Accounting for operating lease

When the Company is the lessee lease payments are recognized as cost or profit or loss with straight-line method

over the lease term. Initial expenses are recognized directly into profit or loss. Contingent rents are charged as

profit or loss in the periods in which they are incurred.When the Company is the lessor lease income is recognized as profit or loss with straight-line method over the

lease term. Initial expenses other than those with material amount and eligible for capitalization which are

recognized as profit or loss by installments are recognized directly as profit or loss. Contingent rents are charged

into profit or loss in the periods in which they are incurred.

(2)Accounting for financing lease

When the company acts as lessee at the inception of lease the lower of fair value of leased assets at the inception

of lease and the present value of minimum lease payment is recognized as the value of leased assets. The

minimum lease payment is recognized as the value of long-term payable. Their difference is recorded as

unrecognized finance costs with any initial direct expense incurred recorded in the value of leased assets. For each

period of the lease term current finance cost is calculated using effective interest method.When the company acts as lessor at the inception of lease the sum of minimum lease income at the inception of

lease and the initial direct expense is recognized as the value of finance lease payment receivable with unsecured

balance also recorded. The difference between the sum of minimum lease income initial direct expense and

unsecured balance and the sum of their present values is recognized as unrealized finance income. For each period

of the lease term current finance income is calculated using effective interest method.

43. Other important accounting policy and estimation

Discontinued operation refers to the operation disposed or classified as held-for-sale by the Company and

presented separately under operation segments and financial statements which has fulfilled one of the following

criteria:

(1) it represents an independent key operation or key operating region;

(2) it is part of the proposed disposal plan on an independent key operation or proposed disposal in key operating

region; or

(3) it only establishes for acquisition of subsidiary through disposal.

The enterprise shall separately list profit and loss from continuing operations and profit and loss from

discontinuing operations in the profit statement. For non-current assets held for sale or disposal groups that do not

152meet the definition of discontinuing operations the impairment losses and reversal amounts and disposal gains

and losses should be presented as profit or loss from continuing operations. Operational gains and losses and

disposal profits and losses such as impairment losses and reversal amounts of discontinuing operations should be

reported as profits or losses of discontinuing operations.

44. Changes of important accounting policy and estimation

(1) Changes of important accounting policy

□Applicable □Not applicable

The contents and reasons of accounting

Examination and approval procedures Note

policy changes

(1)After approved by the BOD relevant regulations with “Explanation of the Accounting Standards for Business EnterpriseNo.15”(CK[2021]No.35) concerned are applicable since 1 January 2022 change of this accounting policy has no impact on the

financial statement in the Period.

(2)After approved by the BOD relevant regulations with “Explanation of the Accounting Standards for Business EnterpriseNo.16”(CK[2022]No.31) concerned are applicable since 1 January 2022 change of this accounting policy has no impact on the

financial statement in the Period.

(2) Changes of important accounting estimation

□Applicable □Not applicable

Contents and reasons for Examination and approval

Starting point of application Note

change procedures

No important changes in accounting estimation occurred during the reporting period.

45. Other

There were no major error correction on prior period in the reporting period.The adjustment of financial statement at the beginning of the year when first implemented the new accounting standards or

explanations since 2022

VI. Taxes

1. Main tax and tax rate

Type of tax Tax calculation evidence Tax rate

Sales of goods taxable labor service

revenue taxable income intangible

Value added tax 5% 6% 13%

assets income and income from property

leasing

City maintenance & construction tax Turnover tax payable 7%

153Enterprise income tax Taxable income 25% 20% 15%

Disclose reasons for different taxpaying body

Taxpaying body Income tax rate

The CBC 25.00%

Shenzhen Emmelle Industrial Co. Ltd. 20.00%

Shenzhen Xinsen Jewelry Gold Supply Chain Co. Ltd 20.00%

Shenzhen Emmelle Cloud Technology Co. Ltd. 20.00%

2. Tax preference

According to the "Enterprise Income Tax Law of the People's Republic of China" and its implementation regulations the "Notice of

the State Taxation Administration and Ministry of Finance on the Implementation of Inclusive Tax Relief Policies for Small and

Micro Enterprises" (CS[2019] No. 13) and other provisions from January 1 2019 to December 31 2021 the portion of the annual

taxable income of small low-profit enterprises that does not exceed 1 million yuan will be included in the taxable income by 25%

and the corporate income tax will be paid at a tax rate of 20%. The portion of the annual taxable income of small low-profit

enterprises exceeding 1 million yuan but not exceeding 3 million yuan will be included in the taxable income by50% and the

corporate income tax will be paid at a tax rate of 20%. Subsidiary of CBC- Shenzhen Xinsen Jewelry Gold Supply Chain Co. Ltd.Shenzhen Emmelle Industrial Co. Ltd and Shenzhen Emmelle Cloud Technology Co. Ltd. are small and low-profit enterprises

therefore a preferential tax rate of 20% is applies.

3. Other

Nil

VII. Notes to Items in the Consolidated Financial Statements

1. Monetary fund

Unit: RMB/CNY

Item Ending balance Opening balance

Cash on hand 33531.25 27587.25

Bank deposit 50979338.10 33219370.67

Other monetary fund 3686621.83

Total 54699491.18 33246957.92

Total amount that have

restriction on use due to mortgage 3776621.83

pledge or frozen

Other explanation:

At the end of the period there are no funds deposited overseas or with potential recovery risks.

2. Trading financial assets

Unit: RMB/CNY

Item Ending balance Opening balance

Including:

154Including:

Other explanation:

Nil

3. Derivative financial assets

Unit: RMB/CNY

Item Ending balance Opening balance

Other explanation:

Nil

4. Note receivable

(1) Category

Unit: RMB/CNY

Item Ending balance Opening balance

Bank acceptance notes 1102000.00

Total 1102000.00

Unit: RMB/CNY

Ending balance Opening balance

Categor Book balance Bad debt provision Book balance Bad debt provision

y Book Book

Accrual

Amount Ratio Amount value

Accrual

Amount Ratio Amount value

ratio ratio

Includ

ing:

Includ

ing:

If the provision for bad debts of notes receivable is made in accordance with the general model of expected credit losses please

refer to the disclosure of other account receivable to disclose related information about bad-debt provisions:

□Applicable □Not applicable

(2) Bad debt provision accrual collected or reversal in the period

Accrual of bad debt provision in the period:

Unit: RMB/CNY

Current changes

Opening

Category

balance Collected or

Ending balance

Accrual Write off Other

reversal

Including important amount of bad debt provision collected or reversal in the period:

□Applicable □Not applicable

155(3) Note receivable pledged at period-end

Unit: RMB/CNY

Item Amount pledged at period-end

(4) Note receivable which have endorsed and discount at period-end and has not expired on balance sheet

date

Unit: RMB/CNY

Item Amount derecognition at period-end Amount not derecognition at period-end

Bank acceptance notes 470000.00 2470000.00

Total 470000.00 2470000.00

(5)Notes transfer to account receivable due for failure implementation by drawer at period-end

Unit: RMB/CNY

Item Amount transfer to account receivable at period-end

Other explanation:

Nil

(6) Note receivable actually written-off in the period

Unit: RMB/CNY

Item Amount written off

Including important note receivable written-off:

Unit: RMB/CNY

Amount cause by

Amount written related

Enterprise Nature Causes Procedure

off transactions or not

(Y/N)

Explanation on note receivable written-off:

Nil

5. Account receivable

(1)Category

Unit: RMB/CNY

Ending balance Opening balance

Categor Book balance Bad debt provision Book balance Bad debt provision

y Book Book

Accrual Accrual

Amount Ratio Amount value Amount Ratio Amount value

ratio ratio

Account 261979 215160 468190 240724 722928 168431

9.62%82.13%34.94%30.03%

receivab 73.35 69.69 3.66 36.14 5.93 50.21

156le with

bad debt

provisio

n accrual

by single

basis

Includ

ing:

Account

s with

single

significa

nt

amount

but with 218628 174902 437256 189256 378513 151405

8.03%80.00%34.94%20.00%

bad 32.43 65.94 6.49 66.88 3.38 33.50

debts

provisio

n

accrued

individu

ally

Account

s with

single

minor

amount

but with

433514402580309337.514676344415170261

bad 1.59% 92.86% 9.50% 66.92%

0.923.75179.262.556.71

debts

provisio

n

accrued

individu

ally

Account

receivab

le with

bad debt 246125 738377. 245387 300972 90291.6 300069

90.38%0.30%55.56%0.30%

provisio 775.60 33 398.27 25.06 8 33.38

n accrual

by

portfolio

Includ

ing:

Account

receivab

le

withdra

wal bad

246125738377.24538730097290291.6300069

debt 90.38% 0.30% 55.56% 0.30%

775.6033398.2725.06833.38

provisio

n by

group of

credit

risk

157characte

ristics

(Aging

analysis

method)

272323222544250069541696731957468500

Total 100.00% 100.00% 13.51%

748.9547.02301.9361.207.6183.59

Bad debt provision accrual on single basis: The account receivable of CBC with a single significant amount refers to a single

amount of 5 million yuan or more

Unit: RMB/CNY

Ending balance

Name

Book balance Bad debt provision Accrual ratio Reason for accrual

Guangshui Jiaxu

Expected partial

Energy Technology 21862832.43 17490265.94 80.00%

uncollectible

Co. Ltd.Total 21862832.43 17490265.94

Bad debt provision accrual on single basis: Accounts with single minor amount but with bad debts provision accrued individually

Unit: RMB/CNY

Ending balance

Name

Book balance Bad debt provision Accrual ratio Reason for accrual

Suzhou Daming

Expected to be difficult

Vehicle Industry Co. 944014.42 755211.54 80.00%

to recover

Ltd.Suzhou Jiaxin

Expected to be difficult

Economic Trade Co. 888757.00 888757.00 100.00%

to recover

Ltd.Dongguan Daxiang Expected to be difficult

676734.00676734.00100.00%

New Energy Co. Ltd. to recover

Shijiazhuang Dasong Expected to be difficult

497064.00497064.00100.00%

Tech. Co. Ltd to recover

Guangdong Xinlingjia Expected to be difficult

348136.00348136.00100.00%

New Energy Co. Ltd. to recover

Shanghai Swen

Expected to be difficult

Electric Vehicle Co. 280197.50 280197.50 100.00%

to recover

Ltd.Hubei Topsdun

Expected to be difficult

Eletronic Tech. Co. 241068.58 120534.29 50.00%

to recover

Ltd.Tianjin Huihui Electric Expected to be difficult

116840.14116840.14100.00%

Vehicle Co. Ltd. to recover

Fuzhou Dayang Expected to be difficult

147804.28147804.28100.00%

Commercial Co. Ltd. to recover

Expected to be difficult

Other 194525.00 194525.00 100.00%

to recover

Total 4335140.92 4025803.75

Bad debt provision accrual on portfolio:Accounts receivable with provision for bad debts by aging analysis method

Unit: RMB/CNY

Ending balance

Name

Book balance Bad debt provision Accrual ratio

Within one year(one year 245316931.87 735950.80 0.30%

158included)

1-2 years (2 years included) 1724.11 5.17 0.30%

2-3 years (3 years included) 807119.62 2421.36 0.30%

Total 246125775.60 738377.33

Explanation on portfolio basis:

Nil

If the provision for bad debts of account receivable is made in accordance with the general model of expected credit losses please

refer to the disclosure of other account receivable to disclose related information about bad-debt provisions:

□Applicable □Not applicable

By account age

Unit: RMB/CNY

Account age Book balance

Within one year(one year included) 245316931.87

1-2 years 1724.11

2-3 years 807119.62

Over 3 years 26197973.35

3-4 years 26197973.35

Total 272323748.95

(2) Bad debt provision accrual collected or reversal in the period

Accrual of bad debt provision in the period:

Unit: RMB/CNY

Current changes

Opening

Category Ending balance

balance Collected or Accrual Write off Other

reversal

Accrual of bad

debt provision

for account 16220871.61 763930.00 522072.20

receivable in

the Period

Total 16220871.61 763930.00 522072.20

Including important amount of bad debt provision collected or reversal in the period:

Unit: RMB/CNY

Enterprise Amount collected or reversal Collection way

(3) Account receivables actually write-off during the reporting period

Unit: RMB/CNY

Item Amount written off

Including major account receivables write-off:

Unit: RMB/CNY

159Amount cause by

Amount written related

Enterprise Nature Causes Procedure

off transactions or not

(Y/N)

Explanation on account receivable write-off:

(4) Top five account receivables collected by arrears party at ending balance

Unit: RMB/CNY

Proportion of total closing

Ending balance of accounts Ending balance of bad bet

Enterprise balance of accounts

receivable provision

receivable

Shenzhen Yunshang Jewelry

63230547.3423.22%189691.65

Co. Ltd.Fuzhou Rongrun Jewelry Co.

44987445.1016.52%134962.34

Ltd.Shenzhen Hualinglong

Jewelry Culture Tech. Co. 37514073.30 13.78% 112542.22

Ltd.Fuzhou Cangshan Dingjue

26828833.219.85%80486.50

Jewelry Firm

Guangshui Jiaxu Energy

21862832.438.03%17490265.94

Technology Co. Ltd.Total 194423731.38 71.40%

(5) Assets and liability resulted by account receivable transfer and continuous involvement

Other explanation:

(6) Account receivable derecognition due to transfer of financial assets

6. Receivable financing

Unit: RMB/CNY

Item Ending balance Opening balance

Change of receivables financing and fair value in the period

□Applicable □Not applicable

If the provision for bad debts of receivable financing is made in accordance with the general model of expected credit losses

please refer to the disclosure of other account receivable to disclose related information about bad-debt provisions:

□Applicable □Not applicable

Other explanation:

1607. Accounts paid in advance

(1) By account age

Unit: RMB/CNY

Ending balance Opening balance

Account age

Amount Ratio Amount Ratio

Within one year 4285047.15 99.96% 1300408.57 100.00%

1-2 years 1888.00 0.04%

Total 4286935.15 1300408.57

Explanation on un-settlement in time for advance payment with over one year account age and major amounts:

(2) Top 5 advance payment at ending balance by prepayment object

Ratio in total advance e

Enterprise Amount Nature

payment(%)

Fujian Hengsheng Jewelry Co. Ltd. 4000000.00 Payment for

goods paid in 93.31

advance

Shenzhen Huamao Gold Co. Ltd. 89384.50 Payment for

goods paid in 2.09

advance

Changzhou Ruiqi Precision Measurement Tech. 83400.00 Payment for

Co. Ltd. goods paid in 1.95

advance

Shenzhen Cuilu Gold Business 66708.18 Payment for

goods paid in 1.56

advance

Wenzhou Xialong Traffic Signs Co. Ltd. 23754.00 Payment for

goods paid in 0.55

advance

Total 4263246.68 99.45

Other explanation:

At end of the period there was no advance payment from shareholder unit and other related parties that holds 5% (included) voting

rights of the Company among Advance Payment

1618. Other account receivable

Unit: RMB/CNY

Item Ending balance Opening balance

Other account receivable 438477.82 494695.27

Total 438477.82 494695.27

(1) Interest receivable

1) Category

Unit: RMB/CNY

Item Ending balance Opening balance

2) Important overdue interest

Unit: RMB/CNY

Impairment (Y/N) and

Borrower Ending balance Overdue time Overdue reason

judgment basis

Other explanation:

3) Accrual of bad debt provision

□Applicable □Not applicable

(2) Dividend receivable

1) Category

Unit: RMB/CNY

Item (or the invested entity) Ending balance Opening balance

2) Important dividend receivable with over one year aged

Unit: RMB/CNY

Item (or the invested Causes of failure for Impairment (Y/N) and

Ending balance Account age

entity) collection judgment basis

3) Accrual of bad debt provision

□Applicable □Not applicable

Other explanation:

162(3) Other account receivable

1) By nature

Unit: RMB/CNY

Nature Ending book balance Opening book balance

Deposit or margin 504107.88 576539.00

Payment for equipment 311400.00 311400.00

Personal loan of employees 33445.00 20144.82

Other 62744.32

Total 911697.20 908083.82

2) Accrual of bad debt provision

Unit: RMB/CNY

Phase I Phase II Phase III

Expected credit losses Expected credit losses

Bad debt provision Expected credit losses for the entire duration for the entire duration Total

over next 12 months (without credit (with credit impairment

impairment occurred) occurred)

Balance on January 1

413388.55413388.55

2022

January 1 2022

balance in the current

period

Accrual in the Period 59830.83 59830.83

Balance on December

473219.38473219.38

312022

Change of book balance of loss provision with amount has major changes in the period

□Applicable □Not applicable

By account age

Unit: RMB/CNY

Account age Book balance

Within one year(one year included) 319540.20

1-2 years 11600.00

2-3 years 108657.00

Over 3 years 471900.00

3-4 years 60000.00

4-5 years 50000.00

Over 5 years 361900.00

Total 911697.20

3) Bad debt provision accrual collected or reversal in the period

Accrual of bad debt provision in the period:

Unit: RMB/CNY

163Current changes

Opening

Category

balance Collected or

Ending balance

Accrual Write off Other

reversal

Other account

receivable Bad

413388.5559830.83473219.38

debt provision-

1st stage

Total 413388.55 59830.83 473219.38

Important amount of bad debt provision switch-back or collection in the period:

Unit: RMB/CNY

Enterprise Amount switch-back or collection Collection way

Nil

4) Other account receivables actually write-off during the reporting period

Unit: RMB/CNY

Item Amount written off

Including major other account receivables write-off:

Unit: RMB/CNY

Amount cause by

Amount written related

Enterprise Other Nature Causes Procedure

off transactions or not

(Y/N)

Other Explanation on account receivable write-off:

Nil

5) Top 5 other account receivable collected by arrears party at ending balance

Unit: RMB/CNY

Proportion in total

other account Ending balance of

Enterprise Nature Ending balance Account age

receivables at bad bet provision

period-end

Shenzhen Luwei

Mechatronic Payment for

300000.00 Over 5 years 32.91% 300000.00

Equipment Co. equipment

Ltd

Alipay (China)

Network

Technology Co. Margin or deposit 170000.00 Within 5 years 18.65% 110180.00

Ltd. customer

reserve fund

Shenye Pengji

Margin or deposit 97859.38 1-2 years 10.73% 293.58

(Group) Co. Ltd.Xi’an Zhongjinpu

Payment for goods 62744.32 One year 6.88% 188.23

Trading Co. Ltd.Customer

Margin or deposit 40103.50 Within 5 years 4.40% 120.31

provision(JD.Com

164) of the Quick

Money Payment

Clearing

Information Co.Ltd.Total 670707.20 73.57% 410782.12

6) Account receivable with government subsidy involved

Unit: RMB/CNY

Time amount and

Enterprise Government subsidy Ending balance Ending account age basis of amount

collection estimated

Nil

7) Other account receivable derecognition due to financial assets transfer

Nil

8) Assets and liability resulted by other account receivable transfer and continuous involvement

Nil

Other explanation:

Nil

9. Inventory

Whether companies need to comply with the disclosure requirements of the real estate industry

No

(1) Category

Unit: RMB/CNY

Ending balance Opening balance

Provision for Provision for

inventory inventory

depreciation or depreciation or

Item contract contract

Book balance Book value Book balance Book value

performance performance

cost cost

impairment impairment

provision provision

Raw materials 22911015.69 22911015.69 5151013.66 4227.80 5146785.86

Finished goods 25045073.77 412020.87 24633052.90 2917927.37 371836.25 2546091.12

Consigned

662798.22662798.22555696.79555696.79

processing

165materials

Total 48618887.68 412020.87 48206866.81 8624637.82 376064.05 8248573.77The Company shall comply with the disclosure requirement of jewelry-related industries in the “Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 3- Industry Disclosure”

(2) Provision for inventory depreciation or contract performance cost impairment provision

Unit: RMB/CNY

Current increased Current decreased

Opening

Item Switch back or Ending balance balance Accrual Other Other

charge-off

Raw materials 4227.80 4227.80

Finished goods 371836.25 110756.09 70571.47 412020.87

Total 376064.05 110756.09 74799.27 412020.87

(3) Explanation on capitalization of borrowing costs at ending balance of inventory

Nil

(4) Explanation on the current amortization amount of contract performance costs

Nil

10. Contractual assets

Unit: RMB/CNY

Ending balance Opening balance

Item Impairment Impairment

Book balance Book value Book balance Book value

provision provision

Book value of contractual assets has major changes and causes:

Unit: RMB/CNY

Item Amount changes Reason for change

If the provision for bad debts of contract asset is made in accordance with the general model of expected credit losses please refer

to the disclosure of other account receivable to disclose related information about bad-debt provisions:

□Applicable □Not applicable

Accrual of impairment provision in the period

Unit: RMB/CNY

166Switch-back in the

Item Accrual in the Period Reversal/Write off Causes

Period

Other explanation:

11. Assets held for sale

Unit: RMB/CNY

Expected

Ending book Impairment Ending book Expected

Item Fair value disposal

balance provision value disposal time expenses

Other explanation:

Nil

12. Non-current asset due within one year

Unit: RMB/CNY

Item Ending balance Opening balance

Important debt investment/other debt investment

Unit: RMB/CNY

Ending balance Opening balance

Item Coupon Coupon

Face value Actual rate Due date Face value Actual rate Due date

rate rate

Other explanation:

Nil

13. Other current assets

Unit: RMB/CNY

Item Ending balance Opening balance

Input tax to be deducted 35453106.62 1078351.48

Issuance costs of non-public offering of

735849.05

shares

Total 35453106.62 1814200.53

Other explanation:

14. Debt investment

Unit: RMB/CNY

Ending balance Opening balance

Item Impairment Impairment

Book balance Book value Book balance Book value

provision provision

Important debt investment

167Unit: RMB/CNY

Ending balance Opening balance

Debt

investment Coupon Coupon Face value Actual rate Due date Face value Actual rate Due date

rate rate

Accrual of impairment provision

Unit: RMB/CNY

Phase I Phase II Phase III

Expected credit losses Expected credit losses

Bad debt provision Expected credit losses for the entire duration for the entire duration Total

over next 12 months (without credit (with credit impairment

impairment occurred) occurred)

January 1 2022

balance in the current

period

Change of book balance of loss provision with amount has major changes in the period

□Applicable □Not applicable

Other explanation:

15. Other debt investment

Unit: RMB/CNY

Cumulative

loss

Change of impairment

Cumulative

Opening Accrued fair value Ending recognized

Item Cost changes of Note

balance interest in the balance in other fair value

period comprehen

sive

income

Important other debt investment

Unit: RMB/CNY

Ending balance Opening balance

Other debt

investment Coupon Coupon Face value Actual rate Due date Face value Actual rate Due date

rate rate

Accrual of impairment provision

Unit: RMB/CNY

Phase I Phase II Phase III

Expected credit losses Expected credit losses

Bad debt provision Expected credit losses for the entire duration for the entire duration Total

over next 12 months (without credit (with credit impairment

impairment occurred) occurred)

January 1 2022

balance in the current

period

Change of book balance of loss provision with amount has major changes in the period

□Applicable □Not applicable

Other explanation:

168Nil

16. Long-term account receivable

(1) Long-term account receivable

Unit: RMB/CNY

Ending balance Opening balance

Discount rate

Item Bad debt Bad debt

Book balance Book value Book balance Book value interval

provision provision

Impairment of bad debt provision

Unit: RMB/CNY

Phase I Phase II Phase III

Expected credit losses Expected credit losses

Bad debt provision Expected credit losses for the entire duration for the entire duration Total

over next 12 months (without credit (with credit impairment

impairment occurred) occurred)

January 1 2022

balance in the current

period

Change of book balance of loss provision with amount has major changes in the period

□Applicable □Not applicable

Nil

(2) Long-term account receivable derecognized due to financial assets transfer

Nil

(3) Assets and liabilities resulted by long-term account receivable transfer and continues involvement

Nil

Other explanation:

Nil

17. Long-term equity investment

Unit: RMB/CNY

Changes in the period (+ -)

Ending

Openin Investm Cash Other Accrual balance Ending

The g ent dividenAdditio compre of of

investe balance Capital gains Other d or

balance

nal hensive impair impair(Book

d entity (Book reducti recogni equity profit Other investm income ment ment

value) on zed change announ

value)

ent adjustm provisi provisi

under ced to

ent on on

equity issued

169I. Joint venture

Shenzh

en

Emmell

10379.10379.

e

7373

Industri

al Co.Ltd.Shenzh

en

Xinsen

Jewelry

1995019950

Gold

000.00000.00

Supply

Chain

Co.Ltd

Subtota 19960 19960

l 379.73 379.73

II. Associated enterprise

1996019960

Total

379.73379.73

Other explanation:

Nil

18. Investment in other equity instrument

Unit: RMB/CNY

Item Ending balance Opening balance

Itemized the non-tradable equity instrument investment in the period

Unit: RMB/CNY

Causes of those

that designated

Cause of

Retained measured by

retained

earnings fair value and

Dividend earnings

Cumulative Cumulative transfer from with its

Item income transfer from

gains losses other variation

recognized other

comprehensive reckoned into

comprehensive

income other

income

comprehensive

income

Other explanation:

Nil

19. Other non-current financial assets

Unit: RMB/CNY

Item Ending balance Opening balance

Other explanation:

170Nil

20. Investment real estate

(1) Investment real estate measured at cost

□Applicable □Not applicable

(2) Investment real estate measured at fair value

□Applicable □Not applicable

(3) Investment real estate without property rights certificate

Unit: RMB/CNY

Reasons for failing to complete the

Item Book value

property rights certificate

Other explanation:

Nil

21. Fix assets

Unit: RMB/CNY

Item Ending balance Opening balance

Fix assets 2304402.38 3439212.00

Total 2304402.38 3439212.00

(1) Fix assets

Unit: RMB/CNY

Electronic

Houses and Machinery Means of

Item equipment and Total

buildings equipment transportation

others

I. Original book

value:

1.Opening

2959824.001414480.77958593.21253527.495600043.47

balance

2.Current

46324.6046324.60

increased

(1)Purch

46324.6046324.60

ase

(2)Const

ruction in progress

transfer-in

(3)The

increase in

business

combination

1713.Current

218803.42218803.42

decreased

(1)

218803.42218803.42

Disposal or scrap

4.Ending

2959824.001195677.35958593.21313470.095427564.65

balance

II. Accumulated

depreciation

1.Opening

732556.44443727.15784467.01200080.872160831.47

balance

2.Current

133192.08124021.4077919.2349438.23384570.94

increased

(1)Accru

133192.08124021.4077919.2349438.23384570.94

al

3.Current

151845.89151845.89

decreased

(1)

151845.89151845.89

Disposal or scrap

4.Ending

865748.52415902.66862386.24249519.102393556.52

balance

III. Impairment

provision

1.Opening

balance

2.Current

729605.75729605.75

increased

(1)Accru

729605.75729605.75

al

3.Current

decreased

(1)

Disposal or scrap

4.Ending

729605.75729605.75

balance

IV. Book value

1.Ending

2094075.4850168.9496206.9763950.992304402.38

book value

2.Opening

2227267.56970753.62174126.2067064.623439212.00

book value

(2) Fixed assets temporary idle

Unit: RMB/CNY

172Original book Accumulated Impairment

Item Book value Note

value depreciation provision

Machinery

1044247.81314642.06729605.75

equipment

(3) Fixed assets leasing-out by operational lease

Unit: RMB/CNY

Item Ending book value

(4) Fixed assets without property rights certificate

Unit: RMB/CNY

Reasons for failing to complete the

Item Book value

property rights certificate

The six properties of Lianxin Garden 7-

20F with original value of 2959824.00

Yuan. The property purchasing refers to

the indemnificatory housing for

enterprise talent buying from Shenzhen

Housing and Construction Bureau of

Six properties in Lianxin Garden 2094075.48 Luohu District. According to the

agreement the enterprise shall not

carrying any kind of property trading

with any units or individuals except the

government and the company has no

property certification on the above

mentioned properties.Other explanation:

Nil

(5) Fixed assets disposal

Unit: RMB/CNY

Item Ending balance Opening balance

Other explanation:

Nil

22. Construction in progress

Unit: RMB/CNY

Item Ending balance Opening balance

(1) Construction in progress

Unit: RMB/CNY

Item Ending balance Opening balance

173Impairment Impairment

Book balance Book value Book balance Book value

provision provision

(2) Changes in significant construction in progress

Unit: RMB/CNY

includi

Accum

Fixed Propor ng: Interes

Other ulated

Openi Curren assets tion of interes t

decrea Ending amounproject t capital

ng t transfe Progre t of Source of

Item Budget sed in balanc invest capital ization

balanc increas r-in in ss interes funds

the e ment ized rate of

e ed the t

Period in amoun the capital

Period budget t of the year

ization

year

(3) Provision for impairment of construction in progress in the current period

Unit: RMB/CNY

Item Accrual in the period Reasons for accrual

Other explanation:

Nil

(4) Engineering materials

Unit: RMB/CNY

Ending balance Opening balance

Item Impairment Impairment

Book balance Book value Book balance Book value

provision provision

Other explanation:

Nil

23. Productive biological asset

(1) Productive biological assets measured by cost

□Applicable □Not applicable

(2) Productive biological assets measured by fair value

□Applicable □Not applicable

24. Oil and gas asset

□Applicable □Not applicable

17425. Right-of-use assets

Unit: RMB/CNY

Item Houses and buildings Total

I. Original book value

1.Opening balance 3051512.28 3051512.28

2.Current increased

3.Current decreased 95785.85 95785.85

4.Ending balance 2955726.43 2955726.43

II. Accumulated depreciation

1.Opening balance 1546253.38 1546253.38

2.Current increased 1235536.34 1235536.34

(1)Accrual 1235536.34 1235536.34

3.Current decreased

(1) Disposal

4.Ending balance 2781789.72 2781789.72

III. Impairment provision

1.Opening balance

2.Current increased

(1)Accrual

3.Current decreased

(1) Disposal

4.Ending balance

IV. Book value

1.Ending book value 173936.71 173936.71

2.Opening book value 1505258.90 1505258.90

Other explanation:

Nil

26. Intangible assets

(1) Intangible assets

Unit: RMB/CNY

Non-patent

Item Land use right Patent Total

technology

I. Original book

value

1.Opening

175balance

2.Current

increased

(1)Purch

ase

(2)

Internal R & D

(3)The

increase in

business

combination

3.Current

decreased

(1)

Disposal

4.Ending

balance

II. Accumulated

depreciation

1.Opening

balance

2.Current

increased

(1)Accru

al

3.Current

decreased

(1)

Disposal

4.Ending

balance

III. Impairment

provision

1.Opening

balance

2.Current

increased

(1)Accru

al

3.Current

decreased

(1)

Disposal

4.Ending

176balance

IV. Book value

1.Ending

book value

2.Opening

book value

Ratio of intangible assets resulted from internal R&D in balance of intangible assets at period-end

(2) Land use right without certificate of title completed

Unit: RMB/CNY

Reasons for failing to complete the

Item Book value

property rights certificate

Other explanation:

Nil

27. Expense on research and development

Unit: RMB/CNY

Current increased Current decreased

Opening Recognized Transfer to

Item Internal

Ending

balance as current expense on Other balance

intangible profit and

R&D

assets loss

Total

Other explanation:

Nil

28. Goodwill

(1) Original book value of goodwill

Unit: RMB/CNY

Current increased Current decreased

The invested Opening Resulted by Ending balance

entity or items balance enterprise Dispose

combination

Total

(2) Goodwill Impairment provision

Unit: RMB/CNY

The invested Opening Current increased Current decreased Ending balance

177entity or items balance Accrual Dispose

Total

Information about the asset group or asset group combination in which the goodwill is located

Nil

Explain the method of confirming the goodwill impairment test process key parameters (such as the forecast period growth rate

stable period growth rate profit rate discount rate forecast period etc. when estimating the present value of future cash flow) and

the impairment loss of goodwill:

Nil

Impact of impairment test for goodwill

Nil

Other explanation:

29. Long-term expenses to be apportioned

Unit: RMB/CNY

Amortized in the

Item Opening balance Current increased Other decrease Ending balance

Period

Other explanation:

Nil

30. Deferred income tax asset /Deferred income tax liabilities

(1) Deferred income tax assets without offset

Unit: RMB/CNY

Ending balance Opening balance

Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax

difference asset difference asset

Bad debt provision 249675.40 62418.85 72308.73 18077.18

Provision for decline in

226201.9056550.48183877.9445969.49

value of inventories

Total 475877.30 118969.33 256186.67 64046.67

(2) Deferred income tax liabilities without offset

Unit: RMB/CNY

Ending balance Opening balance

Item

Taxable temporary Deferred income tax Taxable temporary Deferred income tax

178differences liabilities differences liabilities

(3) Deferred income tax assets and deferred income tax liabilities listed after off-set

Unit: RMB/CNY

Ending balance of Trade-off between the Opening balance of

Trade-off between the

deferred income tax deferred income tax deferred income tax

Item deferred income tax

assets or liabilities after assets and liabilities at assets or liabilities after

assets and liabilities

off-set period-begin off-set

Deferred income tax

118969.3364046.67

asset

(4) Details of deferred income tax assets without recognized

Unit: RMB/CNY

Item Ending balance Opening balance

(5) Deductible losses of un-recognized deferred income tax assets expired on the followed year

Unit: RMB/CNY

Year Ending amount Opening amount Note

Other explanation:

Nil

31. Other non-current assets

Unit: RMB/CNY

Ending balance Opening balance

Item Impairment Impairment

Book balance Book value Book balance Book value

provision provision

Advance

payment for 400000.00 400000.00 400000.00 400000.00

house

Total 400000.00 400000.00 400000.00 400000.00

Other explanation:

As of December 31 2022 the Housing and Construction Bureau of Luohu District Shenzhen City has not delivered houses for

enterprise talents in Luohu District.

32. Short-term loans

(1) Category

Unit: RMB/CNY

Item Ending balance Opening balance

Explanation on short-term loans category:

179Nil

(2) Overdue outstanding short-term loans

Total 0.00 Yuan overdue outstanding short-term loans at period-end including the followed significant amount:

Unit: RMB/CNY

Borrower Ending balance Lending rate Overdue time Overdue rate

Other explanation:

Nil

33. Trading financial liability

Unit: RMB/CNY

Item Ending balance Opening balance

Including:

Including:

Other explanation:

Nil

34. Derivative financial liability

Unit: RMB/CNY

Item Ending balance Opening balance

Other explanation:

Nil

35. Note payable

Unit: RMB/CNY

Category Ending balance Opening balance

Notes expired at period-end without paid was 0.00 Yuan.

36. Account payable

(1) Account payable

Unit: RMB/CNY

Item Ending balance Opening balance

Within one year(one year included) 1914595.55 7347161.83

1-2 years (2 years included) 12683.17 48424.51

2-3 years (3 years included) 48424.51 410259.07

3-4 years (4 years included) 410259.07 487016.93

1804-5 years (5 years included) 487016.93 1240.00

Over 5 years 4444.00 3204.00

Total 2877423.23 8297306.34

(2) Important account payable with account age over one year

Unit: RMB/CNY

Reasons for non-reimbursement or carry-

Item Ending balance

forward

Other explanation:

There was no important account payable with account age over one year at end of the Period.

37. Accounts received in advance

(1) Accounts received in advance

Unit: RMB/CNY

Item Ending balance Opening balance

(2) Account received in advance with over one year book age

Unit: RMB/CNY

Reasons for non-reimbursement or carry-

Item Ending balance

forward

38. Contractual liability

Unit: RMB/CNY

Item Ending balance Opening balance

Receipt of goods in advance 791762.84 124328.07

Total 791762.84 124328.07

Book value has major changes in the period and causes

Unit: RMB/CNY

Amount

Item Reason for change

changes

39. Wage payable

(1) Wage payable

Unit: RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

I. Short-term

923477.107526844.377680329.05769992.42

compensation

II. Post-employment

benefit-Defined 527982.40 527982.40

contribution plan

181Total 923477.10 8054826.77 8208311.45 769992.42

(2) Short-term compensation

Unit: RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

1. Wages bonus

918177.006670950.886825496.03763631.85

allowances and subsidy

2. Employee benefits 176085.74 176085.74

3. Social insurance 292013.49 291835.39 178.10

Including:

267266.70267088.60178.10

Medical insurance

Work

7296.947296.94

injury insurance

Maternity

17449.8517449.85

insurance

4. Housing

323412.84323412.84

accumulation fund

5. Labor union

expenditure and

5300.1064381.4263499.056182.47

personnel education

expense

Total 923477.10 7526844.37 7680329.05 769992.42

(3) Defined contribution plan

Unit: RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

1. Basic endowment

516150.77516150.77

insurance

2. Unemployment

11831.6311831.63

insurance

Total 527982.40 527982.40

Other explanation:

At the end of the period there were no arrears in employee compensation.

40. Taxes payable

Unit: RMB/CNY

Item Ending balance Opening balance

Value added tax 33374610.42 826399.46

Enterprise income tax 1113788.23 27591.59

Individual income tax 29149.60 19002.77

City maintenance & construction tax 2056530.87 15940.70

Stamp tax 101516.08 11223.31

Educational surcharge 1468913.16 11348.69

Total 38144508.36 911506.52

182Other explanation:

41. Other account payable

Unit: RMB/CNY

Item Ending balance Opening balance

Other account payable 48621087.98 61407301.04

Total 48621087.98 61407301.04

(1) Interest payable

Unit: RMB/CNY

Item Ending balance Opening balance

Important interest overdue without paid:

Unit: RMB/CNY

Borrower Amount overdue Overdue reason

Other explanation:

Nil

(2) Dividend payable

Unit: RMB/CNY

Item Ending balance Opening balance

Other explanation:including dividends payable with over one year age and disclosure un-payment reasons

Nil

(3) Other account payable

1) By nature

Unit: RMB/CNY

Item Ending balance Opening balance

Custodian and common benefit debts 28624749.18 25501476.16

Warranty and guarantee money 1781940.00 10756806.00

Intercourse funds 16500000.00 23328000.00

Other payable service charge

801237.73624528.30

(intermediary services included)

Collection and payment 669657.66 648626.35

Other 243503.41 547864.23

Total 48621087.98 61407301.04

2) Significant other payable with over one year age

Unit: RMB/CNY

183Reasons for non-reimbursement or carry-

Item Ending balance

forward

Custodian and common benefit debts 28624749.18

Shenzhen Jianzhi Industrial

10000000.00 Pre-collection of cooperation deposit

Development Co. Ltd.Total 38624749.18

Other explanation:

Note 1: “Intercourse funds ” at period-end includes 10000000.00 yuan which is the cooperation deposit received in advance from

Shenzhen Jianzhi Industrial Development Co. Ltd that may need to be returned in the future;

Note 2: “Intercourse funds ” at period-end includes 6500000.00 yuan which is the interest-free loan applied by subsidiary of the

Company Shenzhen Emmelle Industrial Co. Ltd to Shenzhen Guosheng Energy Investment Development Co. Ltd(the shareholder

of CBC) on November 1 2010 to supplement the daily working capital.

42. Liability held for sale

Unit: RMB/CNY

Item Ending balance Opening balance

Other explanation:

Nil

43. Non-current liabilities due within one year

Unit: RMB/CNY

Item Ending balance Opening balance

Lease liabilities due within one year 210892.38 1456782.04

Total 210892.38 1456782.04

Other explanation:

Nil

44. Other current liabilities

Unit: RMB/CNY

Item Ending balance Opening balance

VAT received in advance 102929.16 11700.06

Total 102929.16 11700.06

Changes of short-term bond payable:

Unit: RMB/CNY

Premiu

Openin Accrual Issued m/disco Paid in

Face Release Bond Issuing interest Ending

Bond g in the unt the

value date period amount by face

balance Period amortiz Period

balance

value

ation

Total

184Other explanation:

Nil

45. Long-term loans

(1)Category

Unit: RMB/CNY

Item Ending balance Opening balance

Explanation on category of long-term loans:

Nil

Other explanation:including interest rate section

46. Bonds payable

(1) Bonds payable

Unit: RMB/CNY

Item Ending balance Opening balance

(2) Changes of bonds payable (not including the other financial instrument of preferred stock and

perpetual capital securities that classify as financial liability)

Unit: RMB/CNY

Premiu

Openin Accrual Issued m/disco Paid in

Face Release Bond Issuing interest Ending

Bond g in the unt the

value date period amount by face

Period amortiz Period balance balance value

ation

Total ——

(3) Convertible conditions and time for shares transfer for the convertible bonds

Nil

(4) Other financial instruments classify as financial liability

Outstanding other financial instruments as preferred stock and perpetual bonds at period-end

Nil

Changes of the outstanding financial instruments as preferred stock and perpetual bonds at period-end

Unit: RMB/CNY

185Outstandin Period-begin Current increased Current decreased Period-end

g financial

instrument Amount Book value Amount Book value Amount Book value Amount Book value

Basis for financial liability classification for other financial instrument

Nil

Other explanation:

Nil

47. Lease liability

Unit: RMB/CNY

Item Ending balance Opening balance

Lease Payments 215367.24

Unrecognized financing charges 12935.13

Total 228302.37

Other explanation:

Nil

48. Long-term account payable

Unit: RMB/CNY

Item Ending balance Opening balance

(1) By nature

Unit: RMB/CNY

Item Ending balance Opening balance

Other explanation:

Nil

(2) Special payable

Unit: RMB/CNY

Item Opening balance Current increased Current decreased Ending balance Causes

Other explanation:

Nil

18649. Long-term wages payable

(1) Long-term wages payable

Unit: RMB/CNY

Item Ending balance Opening balance

(2) Changes of defined benefit plans

Present value of the defined benefit plans:

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Scheme assets:

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Net liability (assets) of the defined benefit plans

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Content of defined benefit plans and relevant risks impact on future cash flow of the Company as well as times and uncertainty:

Major actuarial assumption and sensitivity analysis:

Nil Nil

Other explanation:

Nil

50. Accrual liability

Unit: RMB/CNY

Item Ending balance Opening balance Causes

未决诉讼887342.00

Total 887342.00

Other explanation including relevant important assumptions and estimation:

51. Deferred income

Unit: RMB/CNY

Item Opening balance Current increased Current decreased Ending balance Causes

Item with government subsidy involved:

Unit: RMB/CNY

New grants Amount Amount Cost

Opening Other Ending Assets-

Liability in the reckoned in reckoned in reduction

balance changes Period non- other in the balance related/inco

187operation income period me related

revenue

Other explanation:

Nil

52. Other non-current liabilities

Unit: RMB/CNY

Item Ending balance Opening balance

Other explanation:

Nil

53. Share capital

Unit: RMB/CNY

Changes in the period (+ -)

Opening Shares Ending

balance New shares transferred Bonus share Other Subtotal balance

issued from capital

reserve

551347947.137836986.137836986.689184933.

Total shares

00000000

Other explanation:

54. Other equity instrument

(1) Outstanding other financial instruments as preferred stock and perpetual bonds at period-end

Nil

(2) Changes of the outstanding other financial instruments as preferred stock and perpetual bonds at period-end

Unit: RMB/CNY

Outstandin Period-begin Current increased Current decreased Period-end

g financial

instrument Amount Book value Amount Book value Amount Book value Amount Book value

Changes of other equity instrument change reasons and relevant accounting treatment basis:

Nil

Other explanation:

Nil

18855. Capital public reserve

Unit: RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

Capital premium(Share

150990173.10150990173.10

capital premium)

Other capital public

627834297.85627834297.85

reserve

1.Debt restructuring

482580588.23482580588.23

income

2.Other 145253709.62 145253709.62

Total 627834297.85 150990173.10 778824470.95

Other explanation:including changes and reasons for changes

Note: Among the “other capital public reserves” 135840297.18 Yuan refers to the payment for creditor from shares assignment by

whole shareholders; majority shareholder Shenzhen Guosheng Energy Investment Development Co. Ltd. donated 5390399.74

Yuan.

56. Inventory shares

Unit: RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

Other explanation:including changes and reasons for changes

Nil

57. Other comprehensive income

Unit: RMB/CNY

Current period incurred

Less: Less:

written in written in

other other

comprehen comprehen

sive sive Belong to Belong to

Opening Account income in income in

Item Less: parent minority

Ending

balance before previous previous Income tax balance

income tax period and period and company after shareholders

in the period carried carried expense

tax after tax

forward to forward to

gains and retained

losses in earnings in

current current

period period

Other explanation: including the active part of the hedging gains/losses of cash flow transfer to initial recognition adjustment for

the arbitraged items

Nil

18958. Reasonable reserve

Unit: RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

Other explanation:including changes and reasons for changes

Nil

59. Surplus public reserve

Unit: RMB/CNY

Item Opening balance Current increased Current decreased Ending balance

Statutory surplus

32673227.0132673227.01

reserves

Total 32673227.01 32673227.01

Explanation: including changes and reasons for changes

60. Retained profit

Unit: RMB/CNY

Item Current period Prior period

Retained profit at period-end before

-1202936933.70-1200950240.88

adjustment

Retained profit at period-begin after

-1202936933.70-1200950240.88

adjustment

Add: net profit attributable to

shareholders of parent company for this -7616378.75 -1986692.82

year

Retained profit at period-end -1210553312.45 -1202936933.70

Adjustment for retained profit at period-begin:

1) Retroactive adjustment due to the Accounting Standards for Business Enterprise and relevant new regulations retained profit at

period-begin has 0.00 Yuan affected;

2) Due to the accounting policy changes retained profit at period-begin has 0.00 Yuan affected;

3) Due to the major accounting errors correction retained profit at period-begin has 0.00 Yuan affected;

4) Consolidation range changed due to the same control retained profit at period-begin has 0.00 Yuan affected;

5) Total other adjustment impacts 0.00 Yuan retained profit at period-begin

61. Operation revenue and operation cost

Unit: RMB/CNY

Current period incurred Prior period incurred

Item

Revenue Cost Revenue Cost

Main business 441648114.02 416413503.39 160519280.02 151370945.29

Other business 3114124.23 471249.78 4727297.93 1236041.30

Total 444762238.25 416884753.17 165246577.95 152606986.59

190Whether the lower of audited net profit before or after non-recurring gain/loss is negative

□Yes □No

Revenue:

Unit: RMB/CNY

Contract type 1# Division 2# Division Total

Product type 166051582.65 278795336.38 444846919.03

Including:

Jewelry and gold 166051582.65 261673540.71 427725123.36

Lithium battery

material for bicycles 17121795.67 17121795.67

and other

Classification by

business area

Including:

Market or customer

type

Including:

Contract type

Including:

Classification by time

of goods transfer

Including:

Classification by

contract duration

Including:

Classification by sales

channel

Including:

Total 166051582.65 278795336.38 444846919.03

Information relating to performance obligation:

Nil

Information relating to the transaction price assigned to the remaining performance obligation:

The amount of revenue corresponding to performance obligation that have been signed but have not been fulfilled or have not been

fulfilled at the end of the period was 0.00 Yuan including 0.00 Yuan is expected to be recognized as revenue in subsequent years

0.00 Yuan is expected to be recognized as revenue in subsequent years 0.00 Yuan is expected to be recognized as revenue in

subsequent years. Other explanation:

Nil

19162. Tax and surcharge

Unit: RMB/CNY

Item Current period incurred Prior period incurred

City maintenance & construction tax 2060815.10 32894.51

Educational surcharge 1472010.75 23027.79

Stamp tax 225148.85 58446.51

Other 2338.58

Total 3757974.70 116707.39

Other explanation:

Nil

63. Sales expenses

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Employee compensation 1354906.96 1543121.27

Mall service fee 2425661.82

Marketing promotion fees 631247.89 705365.87

Business entertainment 360.00 76402.59

Business travel expenses 344559.08 163858.29

Lease fee 16130.04 28050.01

Design fee 471871.00 572145.63

Depreciation and amortization 227870.06 143941.58

Other 215650.83 71071.06

Total 5688257.68 3303956.30

Other explanation:

Nil

64. Administrative expenses

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Employee compensation 3304419.89 2299457.43

Intermediary service fee 996070.70 1496322.29

Daily administrative expenses 1982406.14 836063.07

Depreciation and amortization 1242279.43 1522762.50

Total 7525176.16 6154605.29

Other explanation:

Nil

65. R&D expenses

Unit: RMB/CNY

Item Current period incurred Prior period incurred

192Employee compensation and benefits 901277.20 1701324.36

Depreciation and amortization 23290.50 251361.22

Other 84512.00

Total 924567.70 2037197.58

Other explanation:

Nil

66. Financial expenses

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Less:Interest income 272353.25 127249.64

Commission charge etc. 42766.84 23566.49

Other 33239.03 114323.26

Total -196347.38 10640.11

Other explanation:

Nil

67. Other income

Unit: RMB/CNY

Sources Current period incurred Prior period incurred

Government subsidy 142981.96 397876.20

Personal tax withholding fee 3369.17 2516.00

68. Investment income

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Other explanation:

Nil

69. Net exposure hedge gains

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Other explanation:

Nil

70. Income from change of fair value

Unit: RMB/CNY

Sources Current period incurred Prior period incurred

193Other explanation:

Nil

71. Loss of credit impairment

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Bad debt loss of other account receivable -59830.83 -49753.03

Bad debt losses of accounts receivable -15456941.61 -2349227.58

Total -15516772.44 -2398980.61

Other explanation:

Nil

72. Impairment loss on assets

Unit: RMB/CNY

Item Current period incurred Prior period incurred

II. Loss of inventory falling price and

loss of contract performance cost -110756.09 -99941.65

impairment

V. Impairment loss of fixed asset -729605.75

Total -840361.84 -99941.65

Other explanation:

Nil

73. Income from assets disposal

Unit: RMB/CNY

Sources Current period incurred Prior period incurred

Dispose income of fixed assets -16957.53

74. Non-operating income

Unit: RMB/CNY

Amount reckoned in current

Item Current period incurred Prior period incurred

non-recurring gains/losses

Other 4081450.75 5680409.27

Total 4081450.75 5680409.27

Government subsidy reckoned into current gains/losses:

Unit: RMB/CNY

Subsidy

impact The special Assets-

Governmen Issuing Offering Amount in Amount in

Nature current subsidy related/inco

t subsidy subject causes the Period last period

gains/losse (Y/N) me-related

s (Y/N)

194Other explanation:

The “Other” in Non-operating income mainly refers to the rental settlement income of 3837081.41 yuan with the administrator

and the compensation of 239571.50 yuan for the renaming fee of the assets in escrow

75. Non-operating expense

Unit: RMB/CNY

Amount reckoned in current

Item Current period incurred Prior period incurred

non-recurring gains/losses

Litigation compensation

liquidated damages and late 887344.31 121651.29

fees etc.Other 3856679.82 5182307.93

Total 4744024.13 5303959.22

Other explanation:

In the current period and prior period the operation assets for assets to be disposed are not allocated by management relevant

maintenance and management costs are paid by the revenue and loss compensation income from assets leasing (the assets to be

disposed) reckoned into non-operating expenditure

76. Income tax expense

(1) Income tax expense

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Current income tax expense 1324808.04 204836.60

Deferred income tax expense -54922.66 729124.08

Total 1269885.38 933960.68

(2) Adjustment on accounting profit and income tax expenses

Unit: RMB/CNY

Item Current period incurred

Total profit -6712457.84

Income tax measured by statutory/applicable tax rate -1678114.46

The impact of applying different tax rates to subsidiaries 2297168.02

Impact of adjusting the income tax of prior period -10425.48

Impact on cost expenses and losses that unable to deducted 223824.06

The impact of deductible losses on the use of deferred income

-736625.21

tax assets not recognized in prior period

The impact of deductible temporary differences or deductible

losses on deferred income tax assets not recognized in the 1207012.04

Period

Effect of recognized temporary differences on the difference

-32953.59

between current tax rate and recognized deferred tax rate

Income tax expense 1269885.38

195Other explanation:

Nil

77. Other comprehensive income

Refer to the Note

78. Items of cash flow statement

(1) Other cash received in relation to operation activities

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Interest rent utilities etc. 2518300.99 3776439.39

Project cooperation payment 267840.00

Deposits and guarantees received 146354.32 6282000.00

Government subsidy and individual tax

400016.00

handling fee refund

Employee correspondence 44946.88

Other 6871962.41 10463236.95

Total 9804457.72 20966639.22

Explanation on other cash received in relation to operation activities:

Note: “Other” of prior period incurred including 10145161.80 yuan land buyback compensation of Shajing

(2) Other cash paid in relation to operation activities

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Expenses such as rent and property

3837081.413642689.57

management maintenance fees

Deposits and security deposits paid 8001780.56 6057078.82

Sales management and R&D expenses 5399850.61 3828026.64

Litigation compensation liquidated

damages and late fees etc.Handling expenses 42766.84 23566.49

Other 4917479.65 281992.52

Total 22198959.07 13833354.04

Explanation on other cash paid in relation to operation activities:

Nil

(3) Other cash received from investment activities

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Explanation on other cash received from investment activities:

196Nil

(4) Cash paid related with investment activities

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Explanation on cash paid related with investment activities

Nil

(5) Other cash received in relation to financing activities

Unit: RMB/CNY

Item Current period incurred Prior period incurred

9000000.00

Total 9000000.00

Explanation on other cash received in relation to financing activities:

Nil

(6)Other cash paid related with financing activities

Unit: RMB/CNY

Item Current period incurred Prior period incurred

20207638.622296062.44

Total 20207638.62 2296062.44

Explanation on other cash paid related with financing activities:

Nil

79. Supplementary information to statement of cash flow

(1) Supplementary information to statement of cash flow

Unit: RMB/CNY

Supplementary information Current amount Amount of the previous period

1.Net profit adjusted to cash flow of

operation activities:

Net profit -7982343.22 -1639556.00

Add: Assets impairment provision 16357134.28 2498922.26

Depreciation of fixed assets

consumption of oil assets and 384570.94 371811.92

depreciation of productive biology assets

Depreciation of right-of-use

1235536.341546253.38

assets

Amortization of intangible

assets

Amortization of long-term

197deferred expenses

Loss from disposal of fixed

assets intangible assets and other long- 16957.53

term assets (gain is listed with “-”)

Losses on scrapping of fixed

assets (gain is listed with “-”)

Gain/loss of fair value changes

(gain is listed with “-”)

Financial expenses (gain is

33239.03114323.26

listed with “-”)

Investment loss (gain is listed

with “-”)

Decrease of deferred income tax

-54922.66729124.08

asset (increase is listed with “-”)

Increase of deferred income tax

liability (decrease is listed with “-”)

Decrease of inventory (increase is

-40069049.13-619189.48

listed with “-”)

Decrease of operating receivable

-257151228.597017642.37

accounts (increase is listed with “-”)

Increase of operating payable

29587661.285654601.08

accounts (decrease is listed with “-”)

Other -3776621.83

Net cash flow arising from

-261419066.0315673932.87

operating activities

2. Material investment and financing not

involved in cash flow

Conversion of debt into capital

Switching Company bonds due within

one year

Financing lease of fixed assets

3. Net change of cash and cash

equivalents:

Balance of cash at period end 50922869.35 33246957.92

Less: Balance of cash equivalent at

33246957.9219887978.05

year-begin

Add: Balance at year-end of cash

equivalents

Less: Balance at year-begin of cash

equivalents

Net increased amount of cash and cash

17675911.4313358979.87

equivalent

(2) Net cash paid for obtaining subsidiary in the Period

Unit: RMB/CNY

Amount

Including:

Including:

Including:

Other explanation:

Nil

198(3) Net cash received by disposing subsidiary in the Period

Unit: RMB/CNY

Amount

Including:

Including:

Including:

Other explanation:

Nil

(4) Constitution of cash and cash equivalent

Unit: RMB/CNY

Item Ending balance Opening balance

I. Cash 50922869.35 33246957.92

Including: Cash on hand 33531.25 27587.25

Bank deposit available for

50889338.1033219370.67

payment at any time

III. Balance of cash and cash equivalents

50922869.3533246957.92

at the period -end

Including: Cash and cash equivalent that

has use restriction in parent company or 3776621.83

subsidiary of the Group

Other explanation:

80. Notes of changes of owners’ equity

Explain the name and adjusted amount in “Other” at end of last period:

81. Assets with ownership or use right restricted

Unit: RMB/CNY

Item Ending book value Restriction reasons

Monetary fund 3776621.83

Total 3776621.83

Other explanation:

Note 1: restriction found more in “Note VI- 1. Monetary fund”

19982. Foreign currency monetary items

(1) Foreign currency monetary items

Unit: RMB/CNY

Ending foreign currency Ending RMB balance

Item Convert rate

balance converted

Monetary fund

Including: USD

EURO

HKD

Account receivable

Including: USD

EURO

HKD

Long-term loans

Including: USD

EURO

HKD

Other explanation:

Nil

(2) Explanation on foreign operational entity including as for the major foreign operational entity

disclosed main operation place book-keeping currency and basis for selection; if the book-keeping

currency changed explain reasons

□Applicable □Not applicable

83. Hedging

Disclosed hedging items and relevant hedging instrument based on hedging’s category disclosed qualitative and quantitative

information for the arbitrage risks:

84. Government subsidy

(1) Government subsidy

Unit: RMB/CNY

Amount reckoned into current

Category Amount Item

gains/losses

(2) Government subsidy rebate

□Applicable □Not applicable

200Other explanation:

Nil

85. Other

Nil

VIII. Changes of consolidation scope

1. Enterprise combined under different control

(1) Enterprise combined under different control in the Period

Unit: RMB/CNY

Income of Net profit

Standard to

Acquired acquiree of acquiree

Time point Cost of Ratio of determine

way Equity Purchasing from from

Acquiree for equity equity equity the

obtained date purchasing purchasing

obtained obtained obtained purchasing

way date to date to

date

period-end period-end

Other explanation:

There was no change in the scope of consolidation during the reporting period.

(2) Combination cost and goodwill

Unit: RMB/CNY

Consolidation cost

--Cash

--Fair value of non-cash assets

--Fair value of debts issued or assumed

--Fair value of equity securities issued

-- Fair value of contingent consideration

--Fair value of the equity prior to the purchasing date

--Other

Total combination cost

Less: shares of fair value of identifiable net assets acquired

The amount by which the goodwill/cost of consolidation is less

than the share of fair value of identifiable net assets acquired

Determination method for fair value of the combination cost and contingent consideration and changes:

Main reasons for large goodwill resulted:

Other explanation:

(3) Identifiable assets and liability on purchasing date under the acquiree

Unit: RMB/CNY

201Fair value on purchasing date Book value on purchasing date

Assets:

Monetary fund

Account receivable

Inventory

Fix assets

Intangible assets

Liability:

Loan

Account payable

Deferred income tax liabilities

Net assets

Less: Minority interests

Net assets acquired

Determination method for fair value of the identifiable assets and liabilities:

Contingent liability of the acquiree bear during combination:

Other explanation:

(4) Gains or losses arising from re-measured by fair value for the equity held before purchasing date

Whether it is a business combination realized by two or more transactions of exchange and a transaction of obtained control rights

in the Period or not

□Yes □No

(5) On purchasing date or period-end of the combination combination consideration or fair value of identifiable assets and

liability for the acquiree are un-able to confirm rationally

(6)Other explanation

2. Enterprise combine under the same control

(1) Enterprise combined under the same control in the Period

Unit: RMB/CNY

202Income of Net profit

the of the

Income of Net profit

combined combined

Equity ratio Basis of Standard to the of the party from party from

combined determine combined combined

Combined obtained in Combinatio period- period-

under the the party party

party combinatio n date begin of begin of same combinatio during the during the

n combinatio combinatiocontrol n date comparison comparison

n to the n to the

period period

combinatio combinatio

n date n date

Other explanation:

(2) Combination cost

Unit: RMB/CNY

Consolidation cost

--Cash

-- Book value of non-cash assets

- Book value of debts issued or assumed

-- The face value of the equity securities issued

--Contingent consideration

Explanation on contingent consideration and its changes:

Other explanation:

(3) Book value of the assets and liability of the combined party on combination date

Unit: RMB/CNY

Consolidation date End of last period

Assets:

Monetary fund

Account receivable

Inventory

Fix assets

Intangible assets

Liability:

Loan

Account payable

Net assets

Less: Minority interests

Net assets acquired

Contingent liability of the combined party bear during combination:

203Other explanation:

3. Counter purchase

Basic transaction information basis of counter purchase whether making up business due to the assets and liability reserved by

listed company and basis determination of combination cost amount and calculation on adjusted equity by equity transaction:

4. Subsidiary disposal

Whether lost controlling rights while dispose subsidiary on one time or not

□Yes □No

Whether lost controlling rights in the Period while dispose subsidiary on two or more steps or not

□Yes □No

5. Other reasons for consolidation range changed

Reasons for changed on consolidation range (such as new subsidiary established subsidiary liquidated etc.)And relevant

information:

6. Other

IX. Equity in other entity

1. Equity in subsidiary

(1) Constitute of enterprise group

Main operation Registered Share-holding ratio

Subsidiary Business nature Acquired way

place place Directly Indirectly

Shenzhen

Distribution of

Emmelle

Shenzhen Shenzhen bicycles and 70.00% Investment

Industrial Co.spare parts

Ltd.Shenzhen Sales of

Xinsen Jewelry Jewelry

Shenzhen Shenzhen 65.00% Investment

Gold Supply diamonds and

Chain Co. Ltd gold

Shenzhen Software and

Emmelle Cloud information

Shenzhen Shenzhen 49.00% Investment

Technology technology

Co. Ltd. service sales

Explanation on share-holding ratio in subsidiary different from ratio of voting right:

204Nil

Basis for controlling the invested entity with half or below voting rights held and without controlling invested entity but with over

half and over voting rights:

Subsidiary of the Company-Shenzhen Emmelle Industry Co. Ltd. (with 70% equity held by the Company) holds 70% equity of

Shenzhen Emmelle Cloud Technology Co. Ltd

Controlling basis for the structuring entity included in consolidated range:

Nil

Basis on determining to be an agent or consignor:

Nil

Other explanation:

Nil

(2) Important non-wholly-owned subsidiary

Unit: RMB/CNY

Gains/losses Dividend announced to

Share-holding ratio of Ending equity of

Subsidiary attributable to minority distribute for minority

minority minority

in the Period in the Period

Shenzhen Xinsen

Jewelry Gold Supply 35.00% 892843.30 14186018.34

Chain Co. Ltd

Explanation on share-holding ratio of minority different from ratio of voting right:

Other explanation:

(3) Main finance of the important non-wholly-owned subsidiary

Unit: RMB/CNY

Ending balance Opening balance

Subsid Curren Non- Curren Non-Non- Total Non- Total

iary Curren Total t current Curren Total t current current liabiliti current liabiliti

t assets assets liabiliti liabiliti t assets assets liabiliti liabiliti

assets es assets es

es es es es

Shenz

hen

Xinsen

Jewelr 4390 4405 4649 4649 4548 4644 9533 9572

153795333895

y Gold 4659 8456 218. 218. 8730 2081 180. 137.

97.1451.297.32

Supply .26 .40 79 79 .47 .76 01 33

Chain

Co.Ltd

Unit: RMB/CNY

Current period incurred Prior period incurred

Subsidiary

Operation Net profit Total Cash flow Operation Net profit Total Cash flow

205revenue comprehen from revenue comprehen from

sive operation sive operation

income activity income activity

Shenzhen

Xinsen

Jewelry -

456655372550980.82550980.8132915432454072.52454072.56581755.6

Gold 6632446.2

0.37665.90001

Supply 8

Chain Co.Ltd

Other explanation:

Nil

(4) Major restriction on using corporate assets and liquidate corporate debts

Nil

(5) Financial or other supporting provided to structuring entity that included in consolidated financial

statement

Nil

Other explanation:

Nil

2. Transaction that has owners equity shares changed in subsidiary but still with controlling rights

(1) Owners equity shares changed in subsidiary

Nil

(2) Impact on minority’s interest and owners’ equity attributable to parent company

Unit: RMB/CNY

Purchase cost/disposal consideration

--Cash

--Fair value of non-cash assets

Purchase cost/total disposal consideration

Less: Subsidiary's share of net assets calculated based on the

proportion of acquired/disposed equity

Difference

Including: Adjust capital public reserve

Adjust surplus public reserve

Adjusted retained profit

Other explanation:

206Nil

3. Equity in joint venture and associated enterprise

(1) Important joint venture or associated enterprise

Joint venture or

Main operation Registered Share-holding ratio Accounting

associated Business nature

place place

enterprise Directly Indirectly treatment

Share-holding ratio or shares enjoyed different from voting right ratio:

Nil

Basis of the voting rights with 20% below but with major influence or without major influence but with over 20% (20% included)

voting rights hold:

Nil

(2) Main financial information of the important joint venture

Unit: RMB/CNY

Ending balance/Current period incurred Opening balance/Prior period incurred

Current assets

Including: cash and cash equivalent

Non-current assets

Total assets

Current liabilities

Non-current liabilities

Total liabilities

Minority interests

Shareholders' equity attributable to the

parent company

Share of net assets calculated by

shareholding ratio

Adjustment items

--Goodwill

--Unrealized profit of internal trading

--Other

Book value of equity investment in joint

venture

Fair value of the equity investment of

joint ventures with public offers

concerned

Operation revenue

Financial expenses

Income tax expense

Net profit

207Net profit of discontinuing operation

Other comprehensive income

Total comprehensive income

Dividends received from joint venture in

the year

Other explanation:

Nil

(3) Main financial information of the important associated enterprise

Unit: RMB/CNY

Ending balance/Current period incurred Opening balance/Prior period incurred

Current assets

Non-current assets

Total assets

Current liabilities

Non-current liabilities

Total liabilities

Minority interests

Equity attributable to shareholder of

parent company

Share of net assets measured by

shareholding

Adjustment

--Goodwill

--Unrealized profit of internal trading

--Other

Book value of equity investment in

associated enterprise

Fair value of the equity investment of

associated enterprise with public offers

concerned

Operation revenue

Net profit

Net profit of discontinuing operation

Other comprehensive income

Total comprehensive income

Dividends received from associated

enterprise in the year

Other explanation:

Nil

208(4) Financial summary for un-important joint venture or associated enterprise

Unit: RMB/CNY

Ending balance/Current period incurred Opening balance/Prior period incurred

Joint venture:

Total numbers measured by share-

holding ratio

Associated enterprise:

Total numbers measured by share-

holding ratio

Other explanation:

Nil

(5) Assets transfer ability has major restriction from joint venture or associated enterprise

Nil

(6) Excess losses from joint venture or associated enterprise

Unit: RMB/CNY

Un-confirmed losses not

Joint venture or associated Cumulative un-confirmed recognized in the Period (or Cumulative un-confirmed

enterprise losses net profit enjoyed in the losses at period-end

Period)

Other explanation:

Nil

(7) Un-confirmed commitment with investment concerned with joint venture

Nil

(8) Contingent liability with investment concerned with joint venture or associated enterprise

Nil

4. Co-runs operation

Main operation Share-holding ratio/share enjoyed

Name Registered place Business nature

place Directly Indirectly

Share-holding ratio or shares enjoyed different from voting right ratio:

Nil

If the co-runs entity is the separate entity basis of the co-runs classification

Nil

209Other explanation:

5. Equity in structuring entity that excluding in the consolidated financial statement

Relevant explanation

Nil

6. Other

Nil

X. Risks Related to Financial Instruments

XI. Disclosure of fair value

1. Ending fair value of the assets and liabilities measured by fair value

Unit: RMB/CNY

Ending fair value

Item

First-order Second-order Third-order Total

I. Sustaining measured

--------

by fair value

II. Non-sustaining

--------

measured by fair value

2. Recognized basis for the market price sustaining and non-persistent measured by fair value on first-

order

The quoted prices without adjustment in the active markets for identical assets or liabilities that are available at

the measurement date.

3. Valuation technique and qualitative and quantitative information on major parameters for the fair

value measure sustaining and non-persistent on second-order

The inputs for second-order are inputs other than first-order for which the related assets or liabilities are directly

or indirectly observable

2104. Valuation technique and qualitative and quantitative information on major parameters for the fair

value measure sustaining and non-persistent on third-order

The third-order inputs are unobservable inputs for the underlying assets or liabilities. The fair value of the bank

acceptance bill receivable from bank is determined using the face amount because the probability of loss is

small and the recoverable amount is basically determined

5. Adjustment information and sensitivity analysis of unobservable parameters for the fair value measure

sustaining and non-persistent on third-order

Nil

6. Sustaining items measured by fair value as for the conversion between at all levels reasons for

conversion and policy for conversion time point

Nil

7. Changes of valuation technique in the Period

Nil

8. Financial assets and liability not measured by fair value

Nil

9. Other

XII. Related party and related transactions

1. Parent company

Share-holding

ratio on the Voting right ratio

Parent company Registered place Business nature Registered capital

enterprise for on the enterprise

parent company

General business:

Wansheng investment in

Industrial establishment of

Holdings Shenzhen industrial (specific 500 million Yuan 20.00% 20.00%

(Shenzhen) Co. items are

Ltd. separately

declared)

Explanation on parent company of the enterprise

211Ultimate controller of the Company:

Other explanation:

2. Subsidiary of the Enterprise

Found more in Note VIII-1

3. Associated enterprise and joint venture

Found more in Note

Other associated enterprise and joint venture that have related transaction with the Company in the Period or occurred in previous

period

Joint venture or associated enterprise Relationship with the Company

Other explanation:

Nil

4. Other related party

Other related party Relationship with the Company

Shenzhen Zuankinson Jewelry Gold Supply Chain Co. Ltd. Shareholder of the subsidiary Xinsen Jewelry

The enterprise under the effective control of Chen Xuejin wifu

Fuzhou Rongrun Jewelry Co. Ltd. of Chen Junrong the shareholder of Shenzhen Zuankinson

Jewelry Gold Supply Chain Co. Ltd.

100% equity held by Shenzhen Zuankinson Jewelry Gold

Fuzhou Zuankinson Jewelry Co. Ltd.Supply Chain Co. Ltd.The enterprise with 30% equity held by actual controller Wang

Shenzhen Chanjuan Jewelry Co. Ltd.Shenghong

Other explanation:

5. Related transaction

(1) Goods purchasing labor service providing and receiving

Goods purchasing/labor service receiving

Unit: RMB/CNY

Whether more than

Transaction Current period Approved Prior period

Related party the transaction

content incurred transaction amount amount incurred

Shenzhen

Chanjuan Jewelry Goods purchasing 166608.44

Co. Ltd.Goods sold/labor service providing

Unit: RMB/CNY

212Related party Transaction content Current period incurred Prior period incurred

Fuzhou Rongrun Jewelry Co.Sales of goods 96810724.96 50175247.88

Ltd.Fuzhou Zuankinson Jewelry

Sales of goods 23137699.12

Co. Ltd.Explanation on goods purchasing labor service providing and receiving

Nil

(2) Related trusteeship/contract and delegated administration/outsourcing

Trusteeship/contract

Unit: RMB/CNY

Client/ Entrusting Income from

Yield pricing

contract-out party/ Assets type Starting date Maturity date trusteeship/cont

basis

party contractor ract

Explanation on related trusteeship/contract

Nil

Delegated administration/outsourcing

Unit: RMB/CNY

Pricing basis of Trustee

Client/ Entrusting

trustee fee/outsourcing

contract-out party/ Assets type Starting date Maturity date

fee/outsourcing fee recognized

party contractor

fee in the Period

Explanation on related administration/outsourcing

Nil

(3) Related lease

As a lessor for the Company::

Unit: RMB/CNY

Lease income recognized in Lease income recognized in

Lessee Assets type

the Period prior Period

As a lessee for the Company:

Unit: RMB/CNY

rental cost for

Variable lease

short-term leases

payment not

and low-value Interest expenses

included in the Right-of-use assets

assets leases with Rental paid assumed on lease

measurement of increased

Assets simplified liability

Lessor leasing liability (if

type processing (if

applicable)

applicable)

Current Prior Current Prior Current Prior Current Prior Current Prior

period period period period period period period period period period

incurre incurre incurre incurre incurre incurre incurre incurre incurre incurre

213d d d d d d d d d d

Explanation on related lease

Nil

(4) Related guarantee

As a guarantor for the Company

Unit: RMB/CNY

Guarantee completed

Secured party Amount guarantee Starting date Due date

(Y/N)

As a secured party for the Company

Unit: RMB/CNY

Guarantee completed

Guarantor Amount guarantee Starting date Due date

(Y/N)

Explanation on related guarantee

Nil

(5) Borrowed funds of related party

Unit: RMB/CNY

Related party Borrowed funds Starting date Due date Note

Borrowing

Lending

(6) Assets transfer and debt restructuring of related party

Unit: RMB/CNY

Related party Transaction content Current period incurred Prior period incurred

(7) Remuneration of key manager

Unit: RMB/CNY

Item Current period incurred Prior period incurred

Remuneration of key manager 1417895.39 1457847.63

(8) Other related transactions

Nil

2146. Receivable/payable items of related parties

(1) Receivable item

Unit: RMB/CNY

Ending balance Opening balance

Item Related party

Book balance Bad debt provision Book balance Bad debt provision

Account Fuzhou Rongrun

44987445.104146308.99

receivable Jewelry Co. Ltd.Fuzhou

Account

Zuankinson 19085600.00

receivable

Jewelry Co. Ltd.

(2) Payable item

Unit: RMB/CNY

Item Related party Ending book balance Opening book balance

Shenzhen Guosheng Energy

Other account payable Investment Development Co. 6500000.00 6500000.00

Ltd.Shenzhen Chanjuan Jewelry

Account payable 144642.53 33699.49

Co. Ltd.

7. Commitments of related party

Nil

8. Other

Nil

XIII. Share-based payment

1. General share-based payment

□Applicable □Not applicable

2. Share-based payment settled by equity

□Applicable □Not applicable

3. Share-based payment settled by cash

□Applicable □Not applicable

4. Revised and termination on share-based payment

Nil

2155. Other

Nil

XIV. Commitment or contingency

1. Important commitments

Important commitments in balance sheet date

Nil

2. Contingency

(1) Contingency on balance sheet date

Nil

(2) For the important contingency not necessary to disclosed by the Company explained reasons

The Company has no important contingency that need to disclosed

3. Other

Nil

XV. Events after balance sheet date

1. Important non-adjustment items

Unit: RMB/CNY

Impact on financial status and Reasons on un-able to

Item Content

operation results estimated the impact number

2. Profit distribution

Unit: RMB/CNY

3. Sales return

Nil

4. Other events after balance sheet date

Nil

216XVI. Other important events

1. Previous accounting errors collection

(1) Retrospective restatement

Unit: RMB/CNY

Impact items of statement

Correction content Treatment procedures Cumulative impacted number

during a comparison

(2) Prospective application

Reasons for prospective application

Correction content Approval procedures

adopted

2. Debt restructuring

Nil

3. Assets replacement

(1) Non-monetary assets change

Nil

(2) Other assets replacement

Nil

4. Pension plan

Nil

5. Discontinued operations

Unit: RMB/CNY

Discontinued

operations

Income tax profit

Item Revenue Expenses Total profit Net profit

expense attributable to

owners of

parent company

Other explanation:

Nil

2176. Segment

(1) Recognition basis and accounting policy for reportable segment

Nil

(2) Financial information for reportable segment

Unit: RMB/CNY

Item Offset between segments Total

(3) The Company has no reportable segments or unable to disclose total assets and total liability for

reportable segments explain reasons

Nil

(4)Other explanation

Nil

7. Major transaction and events makes influence on investor’s decision

Nil

8. Other

Nil

XVII. Principle notes of financial statements of parent company

1. Account receivable

(1)Category

Unit: RMB/CNY

Ending balance Opening balance

Categor Book balance Bad debt provision Book balance Bad debt provision

y Book Book

Accrual Accrual

Amount Ratio Amount value Amount Ratio Amount value

ratio ratio

Account

receivab

le with

bad debt 198290 154894 433969 216558 499068 166651

8.63%78.11%77.75%64.16%

provisio 97.29 02.18 5.11 72.02 2.02 90.00

n accrual

by single

basis

218Includ

ing:

Account

s with

single

significa

nt

amount

but with 157801 126241 315603 189256 378513 151405

6.87%80.00%67.95%20.00%

bad 56.69 25.35 1.34 66.88 3.38 33.50

debts

provisio

n

accrued

individu

ally

Account

s with

single

minor

amount

but with

404894286527118366273020120554152465

bad 1.76% 70.77% 9.80% 44.16%

0.606.833.775.148.646.50

debts

provisio

n

accrued

individu

ally

Account

receivab

le with

bad debt 210053 630160. 209423 619591 18587.7 617732

91.37%0.30%22.25%0.30%

provisio 360.30 08 200.22 1.60 4 3.86

n accrual

by

portfolio

Includ

ing:

Account

receivab

le

withdra

wal bad

debt

provisio

n by 210053 630160. 209423 619591 18587.7 617732

91.37%0.30%22.25%0.30%

group of 360.30 08 200.22 1.60 4 3.86

credit

risk

characte

ristics

(Aging

analysis

method)

219229882161195213762278517500926228425

Total 100.00% 70.01% 100.00% 17.99%

457.5962.26895.3383.629.7613.86

Bad debt provision accrual on single basis:Accounts with single significant amount but with bad debts provision accrued

individually

Unit: RMB/CNY

Ending balance

Name

Book balance Bad debt provision Accrual ratio Reason for accrual

该客户已停工停产,Guangshui Jiaxu

预计收回难度大,公Energy Technology 15780156.69 12624125.35 80.00%司已对该客户进行起

Co. Ltd.诉。

Total 15780156.69 12624125.35

Bad debt provision accrual on single basis:Accounts with single minor amount but with bad debts provision accrued individually

Unit: RMB/CNY

Ending balance

Name

Book balance Bad debt provision Accrual ratio Reason for accrual

Shenzhen Emmelle 合并内 Related party

933191.88

Industrial Co. Ltd. 不 Accrual 坏账

Suzhou Jiaxin

Economic Trade Co. 888757.00 888757.00 100.00% 预计收回难度大

Ltd.Dongguan Daxiang

676734.00676734.00100.00%预计收回难度大

New Energy Co. Ltd.Suzhou Daming

Vehicle Industry Co. 649688.00 519750.40 80.00% 预计收回难度大

Ltd.Guangdong Xinlingjia

348136.00348136.00100.00%预计收回难度大

New Energy Co. Ltd.Hubei Topsdun

Eletronic Tech. Co. 241068.58 120534.29 50.00% 预计收回难度大

Ltd.Tianjin Huihui Electric

116840.14116840.14100.00%预计收回难度大

Vehicle Co. Ltd.Other 194525.00 194525.00 100.00% 预计收回难度大

Total 4048940.60 2865276.83

Bad debt provision accrual on portfolio:Accounts receivable with provision for bad debts by aging analysis method

Unit: RMB/CNY

Ending balance

Name

Book balance Bad debt provision Accrual ratio

Within one year(one year

210053360.30630160.080.30%

included)

Total 210053360.30 630160.08

Explanation on portfolio basis:

If the provision for bad debts of account receivable is made in accordance with the general model of expected credit losses please

refer to the disclosure of other account receivable to disclose related information about bad-debt provisions:

□Applicable □Not applicable

By account age

Unit: RMB/CNY

220Account age Book balance

Within one year(one year included) 229882457.59

Total 229882457.59

(2) Bad debt provision accrual collected or reversal in the period

Accrual of bad debt provision in the period:

Unit: RMB/CNY

Current changes

Opening

Category Ending balance

balance Collected or Accrual Write off Other

reversal

Accrual of bad

debt provision

for account 11110292.50

receivable in

the Period

Total 11110292.50

Including important amount of bad debt provision collected or reversal in the period:

Unit: RMB/CNY

Enterprise Amount collected or reversal Collection way

(3) Account receivables actually write-off during the reporting period

Unit: RMB/CNY

Item Amount written off

Including major account receivables write-off:

Unit: RMB/CNY

Amount cause by

Amount written related

Enterprise Nature Causes Procedure

off transactions or not

(Y/N)

Explanation on account receivable write-off:

Nil

(4) Top five account receivables collected by arrears party at ending balance

Unit: RMB/CNY

Proportion of total closing

Ending balance of accounts Ending balance of bad bet

Enterprise balance of accounts

receivable provision

receivable

Shenzhen Yunshang Jewelry

52165655.0022.69%156496.97

Co. Ltd.Shenzhen Hualinglong

Jewelry Culture Tech. Co. 37514073.30 16.32% 112542.22

Ltd.Fuzhou Rongrun Jewelry Co.

32393000.0014.09%97179.00

Ltd.

221Fuzhou Cangshan Dingjue

25756505.0011.20%77269.52

Jewelry Firm

Fuzhou Zuankinson Jewelry

19085600.008.30%57256.80

Co. Ltd.Total 166914833.30 72.61%

(5) Assets and liability resulted by account receivable transfer and continuous involvement

Nil

Other explanation:

Nil

(6) Account receivable derecognition due to transfer of financial assets

Nil

2. Other account receivable

Unit: RMB/CNY

Item Ending balance Opening balance

Other account receivable 209606.79 70451.01

Total 209606.79 70451.01

(1) Interest receivable

1) Category

Unit: RMB/CNY

Item Ending balance Opening balance

2) Important overdue interest

Unit: RMB/CNY

Impairment (Y/N) and

Borrower Ending balance Overdue time Overdue reason

judgment basis

Other explanation:

Nil

3) Accrual of bad debt provision

□Applicable □Not applicable

222(2) Dividend receivable

1) Category

Unit: RMB/CNY

Item (or the invested entity) Ending balance Opening balance

2) Important dividend receivable with over one year aged

Unit: RMB/CNY

Item (or the invested Causes of failure for Impairment (Y/N) and

Ending balance Account age

entity) collection judgment basis

3) Accrual of bad debt provision

□Applicable □Not applicable

Other explanation:

Nil

(3) Other account receivable

1) By nature

Unit: RMB/CNY

Nature Ending book balance Opening book balance

Deposit or margin 70963.00 70963.00

Payment for equipment 11400.00 11400.00

Reserves 20198.00 200.00

Other 119576.50

Total 222137.50 82563.00

2) Accrual of bad debt provision

Unit: RMB/CNY

Phase I Phase II Phase III

Expected credit losses Expected credit losses

Bad debt provision Expected credit losses for the entire duration for the entire duration Total

over next 12 months (without credit (with credit impairment

impairment occurred) occurred)

Balance on January 1

12111.9912111.99

2022

January 1 2022

balance in the current

period

Accrual in the Period 418.72 418.72

Balance on December

12530.7112530.71

312022

Change of book balance of loss provision with amount has major changes in the period

223□Applicable □Not applicable

By account age

Unit: RMB/CNY

Account age Book balance

Within one year(one year included) 139574.50

2-3 years 70663.00

Over 3 years 11900.00

Over 5 years 11900.00

Total 222137.50

3) Bad debt provision accrual collected or reversal in the period

Accrual of bad debt provision in the period:

Unit: RMB/CNY

Current changes

Opening

Category Collected or Ending balance balance Accrual Write off Other

reversal

Accrual of bad

debt provision

for other

12111.99418.7212530.71

account

receivable in

the Period

Total 12111.99 418.72 12530.71

Important amount of bad debt provision switch-back or collection in the period:

Unit: RMB/CNY

Enterprise Amount switch-back or collection Collection way

4) Other account receivables actually write-off during the reporting period

Unit: RMB/CNY

Item Amount written off

Including major other account receivables write-off:

Unit: RMB/CNY

Amount cause by

Amount written related

Enterprise Other Nature Causes Procedure

off transactions or not

(Y/N)

Other Explanation on account receivable write-off:

Nil

2245) Top 5 other account receivable collected by arrears party at ending balance

Unit: RMB/CNY

Proportion in total

other account Ending balance of

Enterprise Nature Ending balance Account age

receivables at bad bet provision

period-end

Shenye Pengji

Deposit or margin 60222.00 1-2 years 27.11% 180.67

(Group) Co. Ltd.Huang Zeqi Reserves 19998.00 1-2 years 9.00% 59.99

Shenzhen

Hongkang

Payment for

Instrument 11400.00 Over 5 years 5.13% 11400.00

equipment

Technology Co.Ltd.Shenzhen Pengji

Property

Deposit or margin 10441.00 1-2 years 4.70% 31.32

Management

Service Co. Ltd.Shenzhen Color

Life Property

Management Co. Deposit or margin 300.00 Over 5 years 0.14% 300.00

Ltd. Lianxin Home

Branch

Total 102361.00 46.08% 11971.98

6) Account receivable with government subsidy involved

Unit: RMB/CNY

Time amount and

Enterprise Government subsidy Ending balance Ending account age basis of amount

collection estimated

Nil

7)Other account receivable derecognition due to financial assets transfer

Nil

8) Assets and liability resulted by other account receivable transfer and continuous involvement

Nil

Other explanation:

Nil

3. Long-term equity investment

Unit: RMB/CNY

Item Ending balance Opening balance

225Impairment Impairment

Book balance Book value Book balance Book value

provision provision

Investment for

19960379.7319960379.7319960379.7319960379.73

subsidiary

Total 19960379.73 19960379.73 19960379.73 19960379.73

(1) Investment for subsidiary

Unit: RMB/CNY

Changes in the period (+ -) Ending

Opening Ending

The invested balance of

balance(Boo Accrual of Additional Capital balance(Booentity impairment Other impairment k value) investment reduction k value)

provision provision

Shenzhen

Emmelle

10379.7310379.73

Industrial

Co. Ltd.Shenzhen

Xinsen

19950000.019950000.0

Jewelry Gold

00

Supply Chain

Co. Ltd

19960379.719960379.7

Total

33

(2) Investment for associates and joint venture

Unit: RMB/CNY

Changes in the period (+ -)

Ending

Openin Investm Cash Other Accrual balance

ent dividen Ending Funded g Additio compre of of

enterpri balance Capital gains Other d or

balance

nal hensive impair impair

se (Book reducti recogni equity profit Other

(Book

investm income ment ment

value) on zed change announ

value)

ent adjustm provisi provisi

under ced to

ent on on

equity issued

I. Joint venture

II. Associated enterprise

(3) Other explanation

Nil

4. Operation revenue and operation cost

Unit: RMB/CNY

Current period incurred Prior period incurred

Item

Revenue Cost Revenue Cost

Main business 266611588.18 253367696.62 23505830.29 23100454.32

Other business 568558.49 120538.07 4693393.21 1232802.37

226Total 267180146.67 253488234.69 28199223.50 24333256.69

Revenue:

Unit: RMB/CNY

Contract type 1# Division 2# Division Total

Product type

Including:

Gold jewelry 261673540.71 261673540.71

Lithium battery

material for bicycles 630341.33 630341.33

and other

Classification by

business area

Including:

Market or customer

type

Including:

Contract type

Including:

Classification by time

of goods transfer

Including:

Classification by

contract duration

Including:

Classification by sales

channel

Including:

Total 266611588.18 267241929.51

Information relating to performance obligation:

Nil

Information relating to the transaction price assigned to the remaining performance obligation:

The amount of income corresponding to the performance obligations that have been signed at the end of this reporting period but

have not yet been fulfilled or have not done with fulfillment is 0.00 yuan among them yuan of revenue is expected to be

recognized in YEAR yuan of revenue is expected to be recognized in YEAR and yuan of revenue is expected to be recognized in

YEAR.Other explanation:

227Nil

5. Investment income

Unit: RMB/CNY

Item Current period incurred Prior period incurred

6. Other

Nil

XVIII. Supplementary Information

1. Current non-recurring gains/losses

□Applicable □Not applicable

2. ROE and EPS

Earnings per share

Profits during report period Weighted average ROE

Basic EPS(RMB/Share) Diluted EPS(RMB/Share)

Net profit attributable to

common shareholder of the -14.30% -0.013 -0.013

Company

Net profit attributable to

common shareholder of the

-14.36%-0.013-0.013

Company after deducting

nonrecurring gains and losses

3. Difference of the accounting data under accounting rules in and out of China

(1) Difference of the net profit and net assets disclosed in financial report under both IAS (International

Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)

□Applicable □Not applicable

(2) Difference of the net profit and net assets disclosed in financial report under both foreign accounting

rules and Chinese GAAP (Generally Accepted Accounting Principles)

□Applicable □Not applicable

(3) Explain accounting difference over the accounting rules in and out of China; as for the difference

adjustment for data audited by foreign auditing organ noted the name of such foreign organ

Nil

2284. Other

Nil

Board of Directors of

Shenzhen China Bicycle Company (Holdings) Limited

21 April 2023

229

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