Foshan Electrical and Lighting Co. Ltd.FOSHAN ELECTRICAL AND LIGHTING CO. LTD.ANNUAL REPORT 2023
April 2024
1Foshan Electrical and Lighting Co. Ltd.
ANNUAL REPORT 2023
Part I Important Notes Table of Contents and Definitions
The Board of Directors (or the “Board”) the Supervisory Committee as well as the directors
supervisors and senior management of Foshan Electrical and Lighting Co. Ltd. (hereinafter
referred to as the “Company”) hereby guarantee the factuality accuracy and completeness of
the contents of this Report and its summary and shall be jointly and severally liable for any
misrepresentations misleading statements or material omissions therein.Wan Shan the Company’s legal representative Tang Qionglan the Company’s Chief
Financial Officer (CFO) and Liang Yuefei the person-in-charge of the Company’s accounting
organ (equivalent to accounting manager) hereby guarantee that the Financial Statements
carried in this Report are factual accurate and complete.All the Company’s directors have attended the Board meeting for the review of this Report
and its summary.The future plans and other forward-looking statements as well as the cautionary statements
mentioned in this Report shall NOT be considered as virtual promises of the Company to
investors. And investors are kindly reminded to be well aware of possible risks.The Company has described in detail in this Report the risk of macro-economic fluctuations
and intensified market competition the risk of rising raw material prices the risk of exchange
rate fluctuations the risk of the recoverability of accounts receivable. Please refer to the
section headed “Potential Risks” in Item XI of Part III of this Report.The Board has approved a final dividend plan as follows: based on the share capital of
1535778230 shares (the total share capital of 1548778230 shares minus the remaining
13000000 A-shares repurchased in the share repurchase account at the disclosure date of the
2023 Annual Report a cash dividend of RMB1.2 (tax inclusive) per 10 shares is to be
distributed to the shareholders with no bonus issue from either profit or capital reserves.Where any change occurs to the total shares entitled to the final dividend due to any new issue
grant of equity incentives etc. when the final dividend plan is implemented the dividend per
share shall remain the same while the total payout amount shall be adjusted accordingly.This Report has been prepared in both Chinese and English. Should there be any
discrepancies or misunderstandings between the two versions the Chinese version shall
prevail.
2Foshan Electrical and Lighting Co. Ltd.
Table of Contents
Part I Important Notes Table of Contents and Defin... 2
Part II Corporate Information and Key Financial In... 6
Part III Management Discussion and Analysis ........ 13
Part IV Corporate Governance ....................... 60
Part V Environmental and Social Responsibility ..... 91
Part VI Significant Events ........................ 104
Part VII Share Changes and Shareholder Information. 149
Part VIII Preferred Shares ........................ 165
Part IX Corporate Bonds ........................... 166
Part X Financial Statements ....................... 167
3Foshan Electrical and Lighting Co. Ltd.
Documents Available for Reference
Investors and interested parties can get access to the following materials in the Board Secretary’s
Office in the Company’s office building:
1. The financial statements signed and stamped by the Company’s legal representative Chief
Financial Officer and the person-in-charge of the Company’s accounting organ.
2. The original copy of the Independent Auditor’s Report signed and stamped by the certified public
accountants and stamped by the CPA firm.
3. The originals of all the Company’s announcements and documents disclosed to the public during
the Reporting Period on the media designated by the CSRC for information disclosure.
4Foshan Electrical and Lighting Co. Ltd.
Definitions
Term Definition
Foshan Electrical and Lighting Co. Ltd. and its consolidated subsidiaries
The “Company” “listed company” “FSL” or “we”
except where the context otherwise requires
Rising Holdings Group Guangdong Rising Holdings Group Co. Ltd.Electronics Group Guangdong Electronics Information Industry Group Ltd.Hong Kong Rising Investment Rising Investment Development Limited
Hongkong Wah Shing Hongkong Wah Shing Holding Company Limited
Guangdong Rising Capital Investment Co. Ltd. (formerly known as
Rising Capital
“Guangdong Rising Finance Holding Co. Ltd.”)
Shenzhen Rising Investment Shenzhen Rising Investment Development Co. Ltd.NationStar Optoelectronics Foshan NationStar Optoelectronics Co. Ltd.NationStar Semiconductor Foshan NationStar Semiconductor Technology Co. Ltd.Sigma Foshan Sigma Venture Capital Co. Ltd.Nanning Liaowang Nanning Liaowang Auto Lamp Co. Ltd.Guangdong Fenghua Semiconductor Technology Co. Ltd. (formerly known as
Fenghua Semiconductor
“Guangdong Yuejing High-tech Co. Ltd.”)
CSRC China Securities Regulatory Commission
SZSE Shenzhen Stock Exchange
General meeting General meeting of Foshan Electrical and Lighting Co. Ltd.Board of Directors The board of directors of Foshan Electrical and Lighting Co. Ltd.Supervisory Committee The supervisory committee of Foshan Electrical and Lighting Co. Ltd.Expressed in the Chinese currency of Renminbi expressed in tens of thousands
RMB RMB’0000 RMB’00000000
of Renminbi expressed in hundreds of millions of Renminbi
5Foshan Electrical and Lighting Co. Ltd.
Part II Corporate Information and Key Financial Information
I Corporate Information
Stock name FSL FSL-B Stock code 000541/200541
Stock exchange for listing Shenzhen Stock Exchange
Company name in Chinese 佛山电器照明股份有限公司
Abbr. 佛山照明
Company name in English (if
FOSHAN ELECTRICAL AND LIGHTING CO.LTD
any)
Abbr. (if any) FSL
Legal representative Wan Shan
Registered address No. 64 Fenjiang North Road Chancheng District Foshan City Guangdong Province P.R.China
Zip code 528000
Changes of registered address N/A
Office address No. 8 Zhihui Road Chancheng District Foshan City Guangdong Province P.R.China
Zip code 528051
Company website www.chinafsl.com
Email address gzfsligh@pub.foshan.gd.cn
II Contact Information
Board Secretary Securities Representative
Name Huang Zhenhuan Huang Yufen
No. 8 Zhihui Road Chancheng District No. 8 Zhihui Road Chancheng District
Address Foshan City Guangdong Province Foshan City Guangdong Province
P.R.China P.R.China
Tel. （0757）82810239 （0757）82966028
Fax （0757）82816276 （0757）82816276
Email address fsldsh@chinafsl.com fslhyf@163.com
III Media for Information Disclosure and Place where this Report Is Lodged
Stock exchange website where this Report is disclosed h ttp://www.cninfo.com.cn
Media and website where this Report is disclosed China Securities Journal and http://www.cninfo.com.cn
Place where this Report is lodged Board Office FSL Office Building No. 8 Zhihui Road Chancheng
6Foshan Electrical and Lighting Co. Ltd.
District Foshan City Guangdong Province P.R.China
IV Change to Company Registered Information
Unified social credit code 91440000190352575W
Change to principal activity of the
Unchanged
Company since going public (if any)
In April 2006 the State-owned Assets Supervision and Administration Commission
(SASAC) of Foshan Municipal People's Government the former controlling
shareholder of the Company transferred 13.47% of shares it held in the Company to
OSRAM Prosperity Holding Company Limited (later renamed as "OSRAM Holding
Company Limited") and at the same time SASAC of Foshan Municipal People's
Government transferred 10.50% of shares it held in the Company to Prosperity Lamps
& Components Limited. Upon completion of such transfer the biggest shareholder of
the Company was OSRAM Prosperity Holding Company Limited and the Company
had no any controlling shareholder or actual controller. In December 2015 OSRAM of
Germany transferred 100% equity it held in OSRAM Holding Company Limited
(OSRAM Holding Company Limited held 13.47% of shares of the Company being the
biggest shareholder of the Company and later renamed as "Hongkong Wah Shing
Holding Company Limited") to Electronics Group. In addition Electronics Group and
Every change of controlling shareholder its parties acting in concert (Rising Capital Shenzhen Rising Investment and Hong
since incorporation (if any) Kong Rising Investment) held 23.144% of the shares of the Company through
increasing their shareholding of the Company. Electronics Group and its parties acting
in concert became the controlling shareholder of the Company and Electronics Group
is a wholly-owned subsidiary of Rising Holdings Group. In December 2021 wholly-
owned subsidiaries of Rising Holdings Group Rising Capital and Shenzhen Rising
Investment transferred 5.94% of shares they held in the Company to Rising Holdings
Group through transfer by agreement for no compensation. Therefore Rising Holdings
Group and its parties acting in concert held 30% of shares in the Company. In February
2022 the Company repurchased and retired certain shares and Rising Holdings Group
and its parties acting in concert held 30.82% of shares in the Company. In November
2023 the Company carried out a private placement of 186783583 shares of A-stock to
specific parties of which Rising Holdings Group subscribed for 46695895 shares. As
of the date of this Report Rising Holdings Group and its parties acting in concert hold
30.12% of shares in the Company.
V Other Information
The independent audit firm hired by the Company:
Name WUYIGE Certified Public Accountants LLP
Office address Room 2206 22/F 1 Zhichun Road Haidian District Beijing
Accountants writing signatures He Xiaojuan and Wang Jingkun
The independent sponsor hired by the Company to exercise constant supervision over the Company in the
7Foshan Electrical and Lighting Co. Ltd.
Reporting Period:
□ Applicable □ Not applicable
Name of sponsor Office address Name of representative Period of supervision
No. 618 Shangcheng Road
Guotai Junan Securities Co. Xu Zhenyu and Yang From 4 December 2023 to 31
China (Shanghai) Pilot Free
Ltd. Haoyue December 2024
Trade Zone
The independent financial advisor hired by the Company to exercise constant supervision over the Company in
the Reporting Period:
□ Applicable □ Not applicable
Name of financial advisor Office address Name of representative Period of supervision
52/F T2 Office Building
Shenye Shangcheng (South
China Industrial Securities Qiu Kaijuan and Guo From 23 February 2022 to 31
Zone) 5001 Huanggang
Co. Ltd. Xiaomin December 2023
Road Futian District
Shenzhen
VI Key Financial Information
Indicate by tick mark whether there is any retrospectively restated datum in the table below.□ Yes □ No
Reason for retrospective restatement:
Change to accounting policies
2023-over-2022
20222021
2023 change (%)
Before Restated Restated Before Restated
Operating 905729200 875996527 875996527 872624105 872624105
3.39%
revenue (RMB) 3.90 5.96 5.96 3.50 3.50
Net profit
attributable to
the listed 290357652. 230394235. 230320570. 299614354. 299633273.
26.07%
company’s 22 91 67 88 10
shareholders
(RMB)
Net profit
attributable to
the listed
274838768.221545061.222164265.149573177.149612843.
company’s 23.71%
6310495661
shareholders
before
exceptional
8Foshan Electrical and Lighting Co. Ltd.
gains and losses
(RMB)
Net cash
generated
from/used in 117438997 106488832 106488832 433473948. 433473948.
10.28%
operating 8.98 0.69 0.69 34 34
activities
(RMB)
Basic earnings
per share 0.2128 0.1708 0.1707 24.66% 0.2221 0.2161
(RMB/share)
Diluted
earnings per
0.21080.16920.169124.66%0.22000.2141
share
(RMB/share)
Weighted
average return 5.51% 4.13% 4.13% 1.38% 4.20% 4.20%
on equity (%)
Change of 31
December 2023
31 December 31 December 2022 over 31 31 December 2021
2023 December 2022
(%)
Before Restated Restated Before Restated
Total assets 169344399 152870611 152889179 165999186 166018167
10.76%
(RMB) 15.02 19.70 18.86 28.35 77.69
Equity
attributable to
the listed 628544280 517306609 517301134 703610877 703612769
21.50%
company’s 8.19 5.76 8.74 2.54 0.76
shareholders
(RMB)
Reason for changes in accounting policies and correction of accounting error:
The Ministry of Finance issued in November 2022 Interpretation No. 16 for the Accounting Standards for
Business Enterprises (hereinafter referred to as “Interpretation No. 16”) which stipulates the accounting
treatments for deferred income taxes associated with assets and liabilities arising from a single transaction towhich the initial recognition exemption does not apply. For further information see “43. (1) Changes tosignificant accounting policies” under Item V of Part X.The Company has adopted the Explanatory Announcement No. 1 on Information Disclosure for Companies
9Foshan Electrical and Lighting Co. Ltd.
Offering Their Securities to the Public—Exceptional Gain/Loss Items (Revised in 2023) and carried out the
relevant retrospective restatements.Indicate by tick mark whether the lower of the net profit attributable to the listed company’s shareholders before
and after exceptional gains and losses was negative for the last three accounting years and the latest
independent auditor’s report indicated that there was uncertainty about the Company’s ability to continue as a
going concern.□ Yes □ No
Indicate by tick mark whether the lower of the net profit attributable to the listed company’s shareholders before
and after exceptional gains and losses was negative.□ Yes □ No
VII Accounting Data Differences under China’s Accounting Standards for Business
Enterprises (CAS) and International Financial Reporting Standards (IFRS) and Foreign
Accounting Standards
1. Net Profit and Equity under CAS and IFRS
□ Applicable □ Not applicable
No difference for the Reporting Period.
2. Net Profit and Equity under CAS and Foreign Accounting Standards
□ Applicable □ Not applicable
No difference for the Reporting Period.VIII Key Financial Information by Quarter
Unit: RMB
Q1 Q2 Q3 Q4
Operating revenue 2193613606.54 2372449122.48 2230945274.66 2260284000.22
Net profit attributable
to the listed company’s 66221546.43 102713686.11 69756568.65 51665851.03
shareholders
Net profit attributable
to the listed company’s
shareholders before 59526020.95 120863190.58 49838998.43 44610558.67
exceptional gains and
losses
10Foshan Electrical and Lighting Co. Ltd.
Net cash generated
from/used in operating 74718240.10 313150817.10 365697164.52 420823757.26
activities
Indicate by tick mark whether any of the quarterly financial data in the table above or their summations differs
materially from what have been disclosed in the Company’s quarterly or interim reports.□ Yes □ No
IX Exceptional Gains and Losses
□ Applicable □ Not applicable
Unit: RMB
Item 2023 2022 2021 Note
Gain or loss on
disposal of non-current
assets (inclusive of 11286004.48 -8216871.49 82233742.26
impairment allowance
write-offs)
Government grants
recognised in current
profit or loss (exclusive
of those that are closely
related to the
Company's normal
business operations and
given in accordance 52146676.20 67165060.76 15936448.78
with defined criteria
and in compliance with
government policies
and have a continuing
impact on the
Company's profit or
loss)
Gain or loss on fair-
value changes in
financial assets and
liabilities held by a
non-financial
enterprise as well as
on disposal of financial -10070899.66 -19057137.27 10663119.44
assets and liabilities
(exclusive of the
effective portion of
hedges that arise in the
Company’s ordinary
course of business)
Capital occupation
charges on a non-
financial enterprise that 224271.91 339583.00 881704.19
are charged to current
profit or loss
Reversed portions of 573448.92 1203963.23
11Foshan Electrical and Lighting Co. Ltd.
impairment allowances
for receivables which
are tested individually
for impairment
Current profit or loss
on subsidiaries
obtained in business
combinations involving
22504245.08233275576.92
enterprises under
common control from
the period-beginning to
combination dates net
Non-operating income
and expense other than 4424223.10 10557819.17 10640975.11
the above
Less: Income tax
5440558.974192386.7117217193.63
effects
Non-controlling
interests effects (net of 37624282.39 62147970.59 186393943.58
tax)
Total 15518883.59 8156305.18 150020429.49 --
Details of other items that meet the definition of exceptional gain/loss:
□ Applicable □ Not applicable
No such cases for the Reporting Period.Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item listed in the
Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the
Public—Exceptional Gain/Loss Items:
□ Applicable □ Not applicable
No such cases for the Reporting Period.
12Foshan Electrical and Lighting Co. Ltd.
Part III Management Discussion and Analysis
I Industry Overview for the Reporting Period
In 2023 the lighting industry experienced a period of recovery under pressure. On one hand the continued
slump in the domestic real estate market and weak downstream demand have had a certain impact on the
recovery of the domestic lighting market. On the other hand the international market is complex and volatile
combined with weakened external demand and the relocation of industrial chains making market expansion
more challenging. The industry reshuffle is accelerating. Enterprises with advantages in technology fund and
brand were gradually expanding their market shares and high-quality resources were being channeled to
leading players. With the national policy of "Carbon Emission Peak and Carbon Neutrality" major lighting
enterprises accelerated the development of high energy-saving and intelligent products with better light quality.To this end they carried out integration and extension by focusing on healthy and intelligent lighting.Concurrently with the continuously iterated technologies and policy encouragement the lighting application
scenarios got increasingly diversified. Moreover segmentations such as intelligent lighting healthy lighting
animal and plant lighting would usher in more development opportunities injecting new impetus into the
industry development.As automotive lights are core parts of an automobile the automotive light industry development is closely
linked to the development of the automotive industry. In 2023 due to the policy incentives for car purchases
and the growing market for new energy vehicles the automobile output and sales in China for 2023 reached
30.161 million and 30.094 million up by 11.62% and 12.02% year on year respectively. The new energy
vehicle industry achieved ongoing rapid growth. Statistically the output and sales of new energy vehicles for
2023 reached 9.587 million and 9.495 million up by 35.8% and 37.9% year on year respectively. Additionally
the market share of new energy vehicles rose to 31.6%. The growth in automobile output and sales boosted the
demand in the automotive light market. In recent years with the significant growth in sales of new energy
vehicles the rise of domestic automotive brands and the improvement of research and development capabilities
and cost advantages of enterprises along the entire industry chain Chinese auto parts enterprises have gradually
been incorporated by vehicle companies into their supply chain systems. This has contributed to the
continuously accelerated replacement with domestic products and given more opportunities to Chinese
automotive light enterprises. At the same time with the development of automotive industry technologies the
increasingly electronic intelligent and diversified automotive light-related technologies have brought new
development opportunities to the industry while also placing higher demands on the innovative capabilities of
automotive lighting companies.Affected by the slow global economic recovery and consumer downgrading the recovery of end-market
demand fell short of expectations in 2023 bringing a certain impact on the development of the LED packaging
industry. Many small and medium-sized enterprises were forced to exit suggesting a potential increase in
industry concentration. Still with the upgraded technologies some application fields such as new Mini/Micro
LED displays and automotive LED lighting are experiencing a counter-trend growth. The application domains
of these products continue to expand accelerating the industry's transformation towards high value-added
businesses. Enterprises with strong technological innovation capabilities brand influence and capital strength
will continue to benefit from the industry's development.
13Foshan Electrical and Lighting Co. Ltd.
II Principal Operations of the Company in the Reporting Period
(I) Principal operations
The Company has been committed to the R&D production and sale of high-quality and energy-efficient
lighting products in order to provide integrated lighting solutions for customers. It is the controlling shareholder
of Nanning Liaowang Auto Lamp Co. Ltd. ("Nanning Liaowang") and Foshan NationStar Optoelectronics Co.Ltd. ("NationStar Optoelectronics") through acquisition programs starting from 2021. At present the principal
business of the Company mainly includes the R&D production and sale of general lighting products electrical
products automotive lighting products and LED packaging products.The general lighting business of the Company mainly covers LED light sources LED luminaries traditional
lighting products and comprehensive lighting solutions for home lighting commercial lighting industrial
lighting municipal road lighting and landscape lighting. Over recent years the Company has been exploring
new fields including smart lighting healthy lighting marine lighting airport lighting and animal and plant
lighting.Electrical products mainly include switches sockets smart control panels and smart door locks.Based on its own automotive light sources and modules the Company relying on its majority-owned subsidiary
Nanning Liaowang has expanded the automotive lighting business into the automotive light assembly sector
involving basically all the lights that an automobile requires such as headlights rear light combos fog lights
backup lights interior lights and license plate lights. The main clients of Nanning Liaowang include SAIC-
GM-Wuling Automobile Chongqing Changan Automobile SERES IM Bestune SAIC Maxus Automotive
and other whole-automobile manufacturers. And medium- and high-end products take up an increasing
percentage of its total sales of automotive lights.The Company conducts LED packaging business mainly by relying on its majority-owned subsidiary
NationStar Optoelectronics (stock code: 002449). The primary products include LED epitaxial wafers and chips
LED packaging and component products integrated circuit packaging products and third generation compound
semiconductor packaging products which are widely used for consumer electronics home appliances
computers communications display and lighting products general lighting automotive lighting sterilization
and purification plant lighting and other fields.(II) Business models
1. Procurement model
The Company's procurement department should ensure that the procured materials and products meet the
prescribed requirements and that procurement activities are under control. Besides it should consider the needs
of each department and the reasonable stock quantity before carrying out any procurement and determine
suppliers by means of bidding price negotiation and price comparison. There should be several backup
suppliers of each principal raw material to ensure fair procurement price timely material supply and reliable
quality.
14Foshan Electrical and Lighting Co. Ltd.
2. Production model
For routine products the production plan for the next month is prepared based on the analysis of the sales of
each month and changes in the future market demand and the safe stock benchmark. Each production
department produces products as planned so as to control the stock and meet the sales demand. For customized
products the make-to-order strategy is implemented to effectively control the stock quantity of raw materials
reduce the funds that are tied up and improve the Company's operational efficiency.
3. Sales model
In the general lighting business for domestic sales the Company adopts the model of agency distribution and
direct supply to engineering projects. The Company primarily sells in hardware distribution home engineering
and e-commerce & retail sale channels. For foreign sales the Company adopts the models of OEM and
independent brands. The sale of products of independent brands abroad is carried out mainly via agencies.In the automotive lighting business in the factory-installed market the model of supplying automotive light
products directly to OEMs is mainly adopted; in the aftermarket products are mainly sold by agencies.In the LED packaging business the direct sale model is mainly adopted in which products are sold through
direct communication with clients.(III) Main driving forces for growth
The Company upholds the overall idea of "stabilizing the fundamentals and strengthening new businesses" and
continuously strengthens the innovation driver and refines the business portfolio. Additionally it promotes the
change of the marketing model intensifies management improvement and vigorously explores market
segments. Since 2021 the Company has acquired Nanning Liaowang and NationStar Optoelectronics which
has provided strong support for the Company to rapidly enter the OEM market and make the automobile vehicle
lamp business of the Company stronger and bigger as well as to strengthen integration upstream and
downstream of the industrial chain of LED. Meanwhile with the evolution of the industrial competition model
consumers are getting increasingly concerned with product quality and brand. As a result lighting companies
with weak competitiveness will be gradually elbowed out of the market while large enterprises or enterprises
with core competitiveness will have more market opportunities. By virtue of its advantages in technology brand
channel and scale the Company has continued to promote the technical upgrading of its primary products
improve product quality beef up market expansion and optimize the business portfolio through sustained
spending on R&D and technical innovation. Meanwhile it has gained an advantageous position in the process
of enhancing market concentration by increasing the level of production automation effectively controlling
purchase costs and ramping up production efficiency.III Core Competitiveness Analysis
The Company has been dedicated to the R&D manufacturing and sale of lighting products since its
establishment. Through continuous channel development branding investment in R&D and innovation as well
as vertical integration of the industrial chain the core competitiveness of the Company has been further
strengthened which is mainly reflected in the following aspects:
15Foshan Electrical and Lighting Co. Ltd.
Channel advantage
The Company has been sticking to the market strategy of deeply cultivating and refining channels. Over years
of development and experience the Company has been equipped with four major sales channels in domestic
market (hardware distribution home engineering and e-commerce & retail sales channels) forming a
marketing network covering the whole country; in foreign market the Company has made active steps to
develop international market business sold products to more than 120 countries and regions in North America
Europe Southeast Asia Africa and Oceania and kept improving overseas sales channel. By virtue of its
powerful and comprehensive sales channels the Company has enabled its products to enter market rapidly
substantially enhancing its market development abilities and competitiveness. Nanning Liaowang is a major
manufacturer in the Chinese automotive light industry. It has accumulated stable whole-automobile
manufacturing clients and has been developing customers of medium- and high-end and new energy vehicle
makers. Its client entities are increasingly diverse. NationStar Optoelectronics has an excellent client structure.It has established a long-term cooperative relationship with industry-leading display manufacturers and
internationally famous home appliance enterprises has successfully showcased its products in many large
events and high-end venues at home and abroad and is widely recognized by end clients and the market.Brand advantage
As a national brand that has 66 years of experience in the lighting industry the presence and value of “FSL” has
continued to increase. For 18 consecutive years the Company has been included in the list of "China's 500 Most
Valuable Brands". In 2023 the value of FSL brand reached RMB31.219 billion. In 2014 “FSL” was recognized
by China’s Ministry of Commerce as a “China Time-honored Brand”. In recent years with the enhancement of
its development positioning product design and user experience the Company has initiated the strategy of
brand upgrading and carried out promotion by centering around the new "Professional Healthy Fashionable
and Intelligent". In addition it has accelerated brand building through high-end mainstream media platform
Internet emerging media and offline terminal advertising respectively maximized the brand and product
communication effect formed a comprehensive and diversified publicity position and driven the transition of
“FSL” from an industrial brand to a popular brand to maintain the brand vitality and competitiveness. The brand
"FSL" has become one of the most influential and popular industrial brands in China and the powerful brand
influence has played a key role in driving the sustained growth of the Company’s sales. Nanning Liaowang
strictly abides by the national industry standards when producing automotive lights of the "Liaowang" brand. It
has been hailed as a high-quality supplier of car manufacturers for quite a few times. NationStar
Optoelectronics has been awarded honors such as "National High-tech Enterprise Certification" "Brand Power"
"Top 10 LED Packaging Brands" GREE’s “Excellent Display Device Suppler” and Midea’s “Partner ofExcellent Quality” which constantly enhances its image of professionalism and brand advantages.R&D technical advantage
The Company values the R&D of new products and the development of innovation and R&D teams and has
established a scientific and independent science and technology innovation system and a team of well-
structured collaborative and efficient talents. It has further increased spending on technology and introduced
first-class R&D equipment and facilities from home and abroad to provide favourable conditions for scientific
and technological innovation. The Company is a national high-tech company and its testing center has the
CNAS-approved qualification. In addition the Company has built innovative platforms such as "Guangdong
16Foshan Electrical and Lighting Co. Ltd.
Engineering Technology Development Center" "Guangdong Industrial Design Center" "Guangdong Enterprise
Technology Center" and "Lighting Research Institute". Besides the Company has won the title of "National IP
Demonstration Enterprise" and established a "Postdoctoral Research Station (Substation)" and a "Guangdong
Science and Technology Expert Workstation" to explore and intensify efforts in the cutting-edge technology of
LEDs and address key issues and common technology issues in the industry. It has formed technical barriers
with proprietary intellectual property rights in lighting spectroscopic electrical IoT AI and many other fields.Cumulatively the company and its holding subsidiaries have been granted more than 2200 valid patents. Also
they have led or participated in the formulation or revision of 238 standards at all levels which have been
issued. The Company actively integrates internal and external resources and collaborates with Tsinghua
University Fudan University Sun Yat-sen University South China University of Technology Dalian Ocean
University Institute of Deep-Sea Science and Engineering of CAS Ji Hua Laboratory and other scientific
research institutes to establish in-depth industrial and research cooperation so as to promote key technological
breakthroughs and transformation of scientific and technological achievements. Meanwhile the Company has
formed a smooth R&D talent cultivation channel to provide a strong guarantee for the Company to maintain
technological leadership and continuous product innovation. Nanning Liaowang boasts a provincial enterprise
technology center a provincial R&D center and a Guangxi automotive lighting parts engineering technology
research center; and established the Automotive Lighting Research Institute and multiple R&D centres. In
recent years Nanning Liaowang has increased investment in R&D accelerated investment in various lens
modules and interactive signal lamp technologies and continuously enhanced its R&D strength. NationStar
Optoelectronics has created 14 R&D platforms including the Postdoctoral Research Station and the National-
and local-joint Engineering Laboratory for Semiconductor Lighting Materials and Components. It has
undertaken near 30 national research projects such as the national "863" program and the key national R&D
program in addition to more than 100 provincial and ministerial research projects. Besides it has won honors
such as "National Intellectual Property Demonstration Enterprise" “China Patent Gold Award” "National
Science and Technology Progress Award (first/second prize)" as well as “GG Golden Globe Award”.Moreover it has constantly made breakthroughs and surmounted technological challenges in emerging areas
such as Mini/Micro LED third-generation semiconductor SiC power devices and GaN devices smart health
sensors automotive components and new optoelectronic components.Scale advantage
As one of the enterprises to first step into the industry of producing and selling lighting products the Company
forms a capability of mass manufacturing by years of experience accumulation. After years of continuous
investment the Company has greatly improved its production automation level. The large-scale and centralized
production brings obvious economic benefits to the Company which not only shows in manufacture cost of
products but also shows in aspects such as raw material procurement and price negotiation. With
manufacturing bases in Nanning Liuzhou Chongqing Qingdao and Indonesia Nanning Liaowang has an
annual production capacity of more than five million sets of automotive lights. NationStar Optoelectronics
began engaging in LED packaging in 1976. It is included in the first batch of enterprises that have produced
LED products and the first Chinese enterprise to go public with LED packaging as its principal business.Besides it is one of the largest LED manufacturers in China.Advantage of a vertical and integrated LED industrial chain
17Foshan Electrical and Lighting Co. Ltd.
By controlling NationStar Optoelectronics whose business covers the entire LED industry chain including
upstream LED chip manufacturing midstream LED packaging and downstream LED application products the
Company has optimized the industry chain and further enhanced its competitiveness and visibility in the
industry.IV Analysis of Principal Operations
1. Overview
In 2023 in response to unfavourable factors such as weak global economic recovery and reduced demand in thelighting industry the Company adhered to the principal business of manufacturing putting “Stable Growth andIncreased Earnings” top on its agenda. By implementing the four-driver development measures of “internalmanagement market expansion innovation-driven growth and capital support” the Company has taken
targeted and down-to-earth actions thus improving its quality and efficiency and maintaining its overall stable
production and operations. During the Reporting Period the Company recorded operating revenue of
RMB9.057 billion up by 3.39% year-on-year (YoY); and a net profit attributable to its shareholders of
RMB290 million up by 26.07% YoY.During the Reporting Period the Company mainly focused on the following tasks:
1. "Striving" for market expansion the Company achieved stable and progressive business performance.
The Company strengthened its situation judgment and analysis and operational management continuously
implementing the "four major actions" and adopting multiple approaches to expand markets. First channels
have been optimized. The Company have promoted channel extension enhanced services to end-users and
developed more hardware retail outlets. Additionally a batch of exclusive stores were newly opened. Through
initiatives such as supporting weaker partners and promoting benchmarking the Company improved the
operational capabilities of service providers effectively driving sales growth. Second actions were made to
enhance engineering business. The Company introduced a group of capable engineering distributors and
implemented high-level marketing and targeted sales strategies. As a result it successfully won bids for a
number of centralized procurement projects and engineering projects. Additionally the Company was selected
as a qualified supplier by several large corporate brand portfolios. Third initiatives were launched to expand
overseas market. The Company conducted in-depth exploration of the potential of major customers actively
engaged with their specific needs and enhanced its service capabilities. Furthermore it increased the promotion
and sales of its proprietary brands in the Middle East and South America actively developing untapped markets
and developing new customers. Fourth make new energy vehicle (NEV) lamp market. Newly developed 7
automobile OEMs 62 new project orders and project exchanges with a number of potential customers and
make every effort to strive for more new products and new project orders.
2. Adhering to "Strict" management the Company continued to improve the operation quality
The Company implementing special actions to improve fine management focusing on key points and
difficulties and taking multiple measures to reduce costs and improve quality and efficiency. First a variety of
measures were adopted to minimize costs The Company strengthened the analysis of price trends for bulk
commodities and implemented measures such as supplier optimization price comparison inquiries negotiation
18Foshan Electrical and Lighting Co. Ltd.
and bargaining material substitution with new materials reduction of material specifications production line
acceleration and process optimization to reduce procurement and manufacturing costs. Furthermore it
enhanced comprehensive budget management and controlled expenditure to control costs. Second strengthen
its control over inventory and accounts receivable. The Company strengthened sales forecasting and the
docking of production and marketing to improve production scheduling accuracy. It implemented real-time
monitoring and monthly inspections of product inventory adhering to the principles of "Three Determinations
and Three Lines" to control inventory levels effectively. Furthermore it enhanced credit evaluation for account
receivables employing measures such as production suspension recovery bill factoring legal action and risk
agency to recover outstanding receivables. Third continue to promote manufacturing upgrades and digital
transformation. The Company carried out automation and intelligent upgrades successfully completing the
construction of the second phase of the intelligent warehouse project. This initiative further enhanced logistics
efficiency and reduced storage costs earning recognition as a "Digital and Intelligent Transformation
Benchmark Demonstration Project" in Foshan City. The Company also launched systems for research and
development lifecycle management digital archives management and initiated the construction of a financial
shared services centre and digitalized human resources systems. These efforts laid a solid foundation for the
comprehensive digital transformation of the Company.
3. Focus on speed the Company prioritized innovation effectively enhancing its technological support.
The Company has identified intelligent healthy and low-carbon lighting as its main focus for innovation. It has
consistently increased its investment in this area accelerating technological upgrades and product iterations. In
doing so the Company is committed to building a "hardcore support" for high-quality development.Throughout the year the Company invested a total of RMB535 million in research and development (R&D)
funds representing a year-on-year growth of 16.18%. The intensity of R&D investment reached 5.9%. The
Company targeted market demands and conducted technological research to develop innovative products. It
introduced functional products such as interactive technology-based smart headlights and full-spectrum
intelligent eye-care desk lamps. The Company also built a competitive product portfolio with high-quality
offerings in areas such as constant lighting photocatalysis and outdoor lighting. Furthermore it optimized and
upgraded eight major smart systems including smart home. The Company strengthened its efforts in applying
for independent intellectual property rights. Throughout the year it was granted 334 authorized patents
including 52 invention patents. It participated in the formulation of 28 industry standards and was awarded the
title of "Advanced Collective in the National Light Industry Standardization Work". It made the list of "Leading
Enterprises" in the national corporate standards for two consecutive years. The Company's UV core technology
developed in collaboration received the second prize of Guangdong Provincial Science and Technology
Progress Award. Additionally three LED headlight technologies received the Guangxi Automotive Industry
Technology Innovation Achievement Award. The "High-Density and High-Reliability LED Display Device
Packaging and Testing Technology for 4K/8K" was selected for the "Leading Technologies" list in "Science
and Technology Innovation China". The MIP0404 device won the "Most Influential Product Award" in the
Expert Aurora Awards.
4. Prioritizing practical actions the Company contributed to industrial transformation and upgrading.
During the Reporting Period the Company successfully completed the project of issuing shares to specific
objects and the funds raised were used for automation transformation and digital transformation Hainan
Industrial Park I intelligent street lamps automotive lamp module production and construction of R&D centres
19Foshan Electrical and Lighting Co. Ltd.
which provided a strong financial guarantee for the Company's new business cultivation scientific and
technological innovation and automation and digital upgrading.
2. Revenue and Cost Analysis
(1) Breakdown of Operating Revenue
Unit: RMB
20232022
As % of total As % of total
Change (%)
Operating revenue operating revenue Operating revenue operating revenue
(%)(%)
9057292003.98759965275.9
Total 100% 100% 3.39%
06
By operating division
Lighting products 5372636104.7 5037643901.4
59.32%57.51%6.65%
and luminaries 3 8
Electronic
2720580207.92821927649.9
component 30.04% 32.21% -3.59%
17
manufacturing
Export trade and
964075691.2610.64%900393724.5110.28%7.07%
other
By product category
General lighting 3329722911.7 3136174210.7
36.76%35.80%6.17%
products 8 2
LED packaging 2497194527.3 2562831923.0
27.57%29.26%-2.56%
and components 2 6
1830397791.01729839032.1
Auto lamps 20.21% 19.75% 5.81%
11
1399976773.71331120110.0
Trade and other 15.46% 15.20% 5.17%
97
By operating segment
7028294952.46625258201.5
Domestic 77.60% 75.63% 6.08%
87
2028997051.42134707074.3
Overseas 22.40% 24.37% -4.95%
29
By sales model
Direct sales 82407639.56 0.91% 51977666.74 0.59% 58.54%
8701184844.68442797638.6
Distribution 96.07% 96.38% 3.06%
60
Other 273699519.68 3.02% 265189970.62 3.03% 3.21%
(2) Operating Division Product Category Operating Segment and Distribution Model Contributing over
10% of Operating Revenue or Operating Profit
□ Applicable □ Not applicable
Unit: RMB
20Foshan Electrical and Lighting Co. Ltd.
YoY change in YoY change in YoY change in
Operating Gross profit
Cost of sales operating cost of sales gross profit
revenue margin
revenue (%) (%) margin (%)
By operating division
Lighting
537263610414871557
products and 22.78% 6.65% 3.32% 2.49%
4.731.83
luminaries
Electronic
272058020231470976
component 14.92% -3.59% -3.31% -0.25%
7.915.35
manufacturing
Export trade 964075691. 891388914.
7.54%7.07%9.43%-1.99%
and other 26 83
By product category
General
332972291249612761
lighting 25.03% 6.17% 2.25% 2.87%
1.784.48
products
LED packaging
249719452204378017
and 18.16% -2.56% -4.27% 1.46%
7.320.44
components
183039779149878509
Auto lamps 18.12% 5.81% 3.98% 1.45%
1.015.87
139997677131612137
Trade and other 5.99% 5.17% 9.08% -3.37%
3.791.22
By operating segment
702829495559059887
Domestic 20.46% 6.08% 4.35% 1.32%
2.489.20
202899705176421537
Overseas 13.05% -4.95% -5.48% 0.49%
1.422.81
By sales model
82407639.555027394.1
Direct sales 33.23% 58.54% 66.13% -3.05%
69
870118484709398159
Distribution 18.47% 3.06% 1.24% 1.46%
4.669.15
273699519.205805258.
Other 24.81% 3.21% 11.99% -5.89%
6867
Core business data of the prior year restated according to the changed statistical caliber for the Reporting Period:
□ Applicable □ Not applicable
(3) Whether Revenue from Physical Sales Is Higher than Service Revenue
□ Yes □ No
Operating division Item Unit 2023 2022 Change (%)
Unit sales Piece 714617415 744109776 -3.96%
Lighting products
Output Piece 721393924 740109114 -2.53%
and luminaries
Inventory Piece 115735970 108959461 6.22%
Electronic Unit sales 0000 pieces 18219061 21582719 -15.58%
component Output 0000 pieces 18815038 20960964 -10.24%
21Foshan Electrical and Lighting Co. Ltd.
manufacturing Inventory 0000 pieces 3504777 2908800 20.49%
Any over 30% YoY movements in the data above and why:
□ Applicable □ Not applicable
(4) Execution Progress of Major Signed Sales and Purchase Contracts in the Reporting Period
□ Applicable □ Not applicable
(5) Breakdown of Cost of Sales
By operating division and product category
Unit: RMB
20232022
Operating As % of total As % of total
Item Change (%)
division Cost of sales cost of sales Cost of sales cost of sales
(%)(%)
Lighting
331644613322313989
products and Raw materials 45.09% 44.62% 2.89%
2.224.67
luminaries
Lighting
468703890.440097973.
products and Labor cost 6.37% 6.09% 6.50%
3297
luminaries
Lighting
Depreciation 363565549. 348261748.products and 4.94% 4.82% 4.39%
and other 29 35
luminaries
Electronic
160063360174627978
component Raw materials 21.76% 24.17% -8.34%
6.205.14
manufacturing
Electronic
147593047.163881020.
component Labor cost 2.01% 2.27% -9.94%
1362
manufacturing
Electronic
Manufacturing 566483112. 487707388.component 7.70% 6.75% 16.15%
costs 02 50
manufacturing
685583656.630838199.
Trade Other 9.32% 8.73% 8.68%
1611
205805258.183765491.
Other Other 2.80% 2.54% 11.99%
6717
735481425722397150
Total 100.00% 100.00% 1.81%
2.011.53
Unit: RMB
20232022
Product As % of total As % of total
Item Change (%)
category Cost of sales cost of sales Cost of sales cost of sales
(%)(%)
22Foshan Electrical and Lighting Co. Ltd.
General
199039313193546126
lighting Raw materials 27.06% 26.79% 2.84%
2.240.59
products
General
288182082.300220823.
lighting Labor cost 3.92% 4.16% -4.01%
5012
products
General
Depreciation 217552399. 205416457.lighting 2.96% 2.84% 5.91%
and other 74 12
products
General
249612761244109854
lighting Subtotal 33.94% 33.79% 2.25%
4.480.83
products
118915656117186639
Auto lamps Raw materials 16.17% 16.22% 1.48%
4.206.73
172159579.133268897.
Auto lamps Labor cost 2.34% 1.84% 29.18%
9137
Depreciation 137468951. 136335174.Auto lamps 1.87% 1.89% 0.83%
and other 76 11
149878509144147046
Auto lamps Subtotal 20.38% 19.95% 3.98%
5.878.21
LED packaging
146058234157670559
and Raw materials 19.86% 21.83% -7.36%
1.012.88
components
LED packaging
122206881.142881340.
and Labor cost 1.66% 1.98% -14.47%
3398
components
LED packaging
Depreciation 460990948. 415288632.and 6.27% 5.75% 11.00%
and other 10 51
components
LED packaging
204378017213487556
and Subtotal 27.79% 29.55% -4.27%
0.446.37
components
962531357.896164035.
Trade and other Raw materials 13.09% 12.41% 7.41%
1304
33748393.732061365.7
Trade and other Labor cost 0.46% 0.44% 5.26%
10
Depreciation 114036361. 94536034.2
Trade and other 1.55% 1.31% 20.63%
and other 71 1
111031611102276143
Trade and other Subtotal 15.10% 14.16% 8.56%
2.554.95
205805258.183765491.
Other Other 2.80% 2.54% 11.99%
6717
(6) Changes in the Scope of Consolidated Financial Statements for the Reporting Period
□ Yes □ No
23Foshan Electrical and Lighting Co. Ltd.
For details see “5. Other changes to the consolidation scope” under “IX Changes to the Consolidation Scope” in
“Part X Financial Statements” of this Report.
(7) Major Changes to the Business Scope or Product or Service Range in the Reporting Period
□ Applicable □ Not applicable
(8) Major Customers and Suppliers
Major customers:
Total sales to top five customers (RMB) 1873925420.73
Total sales to top five customers as % of total sales of the
20.69%
Reporting Period (%)
Total sales to related parties among top five customers as % of
0.00%
total sales of the Reporting Period (%)
Information about top five customers:
Sales revenue contributed for As % of total sales revenue
No. Customer
the Reporting Period (RMB) (%)
1 Customer A 640670416.95 7.07%
2 Customer B 424932709.95 4.69%
3 Customer C 415427120.64 4.59%
4 Customer D 203981711.60 2.25%
5 Customer E 188913461.59 2.09%
Total -- 1873925420.73 20.69%
Other information about major customers:
□ Applicable □ Not applicable
None of the top five customers is a related party of the Company.Major suppliers:
Total purchases from top five suppliers (RMB) 712586626.83
Total purchases from top five suppliers as % of total purchases
11.94%
of the Reporting Period (%)
Total purchases from related parties among top five suppliers
0.00%
as % of total purchases of the Reporting Period (%)
Information about top five suppliers:
Purchase in the Reporting
No. Supplier As % of total purchases (%)
Period (RMB)
1 Supplier A 242848987.19 4.07%
2 Supplier B 131979877.92 2.21%
3 Supplier C 125457729.03 2.10%
4 Supplier D 111621371.72 1.87%
5 Supplier E 100678660.97 1.69%
24Foshan Electrical and Lighting Co. Ltd.
Total -- 712586626.83 11.94%
Other information about major suppliers:
□ Applicable □ Not applicable
None of the top five suppliers is a related party of the Company.
3. Expense
Unit: RMB
Main reason for any
2023 2022 Change (%)
significant change
Business promotion
and advertising
expenses travel
expenses employee
remunerations and the
Selling expense 331039604.55 256820593.82 28.90%
like associated with
product sales that were
paid for market
expansion purposes in
the current period
Administrative expense 430544371.96 408119409.22 5.49%
Finance costs -32498749.52 -31478088.43 -3.24%
R&D expense 483579093.81 440787934.06 9.71%
4. R&D Investments
□ Applicable □ Not applicable
Expected impact on the
Names of main R&D Project
Project objectives Objectives to be achieved future development of
projects progress
the Company
In various specific fields
there is an increasing
demand for high-power
and high-efficiency LED
luminaries. To meet the Solve the problem of thermal
The Company will
market's new certification management of high power and
strategically focus on
Research on the Key standards regarding high power density LED
core technology patents
Technology of High- luminous efficacy levels luminaries break through the
In in optical design and
power LED Lighting the Company will develop bottleneck of high temperature
progress thermal management to
Lamps with High lighting products with high and long life of power supply
expand its portfolio of
Luminous Efficiency power and high luminous and improve the luminous
high-power and high-
efficiency and also efficacy and reliability of the
efficiency products.conduct relevant research lamp system.in areas such as fluorescent
powder materials heat
dissipation materials and
optical design.Research on the Find out the relationship To investigate the relationship The Company will
In
application of specific between specific spectra between specific spectra and the further involve itself in
progress
spectra in visual health and the refractive development of refractive errors the field of vision
25Foshan Electrical and Lighting Co. Ltd.
development of the eye and in the eyes and to determine the protection and health
determine its influence underlying mechanisms the lighting in order to
mechanism; study the study will involve setting up solve the key
relationship between experimental and control groups technology of vision
environmental to examine the impact of protection and carry
improvement and different lighting environments out medical device
subjective visual on the occurrence and certification thus
perception visual fatigue progression of myopia. Various cultivating an excellent
visual acuity changes and measurements will be team for medical
the development of conducted including small and device product
myopia; establish a model dilated pupil refraction tests as development and the
of the influence of light well as eye biometric construction of a
sources and light parameters such as axial length healthcare system.distribution on visual corneal curvature and anterior
protection; obtain the safe chamber depth.use range and conditions of
semiconductor lighting;
research and develop
lighting sources and
products that can reduce
the incidence of myopia.The project focuses on three
dimensions: visual efficacy
circadian regulation and
emotional intervention to
The potential harm of conduct a series of exploration
artificial lighting to human and studies concerning
eyes the disruption of the experiments designs and Switch the spectrum
human circadian rhythm applications. It aims to actively through intelligent
and the increased risk of promote the concept of "healthy regulation iteratively
various health issues have light" and the integrated upgrade the
garnered significant innovative application of LED commercial colour
attention in the field of lighting. The project also aims rendering lighting
Research on the
light and vision both to explore an experimental products effectively
intelligent dynamic
domestically and In research method that is suitable transfer the new
light environment
internationally. These progress for light and health. Based on technology of
technology and its
concerns have become hot the characteristics and needs of intelligent dynamic
application
topics of interest in different groups of people the light environment for
academia and industry project conducts a industrialization and
alike comprehensive application promote the high-
emerging as an urgent study in educational office quality development of
issue for the design of home and medical & elderly the Company's
lighting solutions for care scenarios thereby intelligent products.healthy living achieving healthy and dynamic
environments. lighting through the integration
of intelligent lighting
technologies and developing
Fozhao's "secret lighting"
technology.The Company is building Through the intelligent lighting By adding intelligent
its core smart lighting system solutions it can realize control modules in the
strategy focusing on "people-oriented" provide more luminaries it realizes
Research on Key
SaaS+PaaS platform comfortable safer and more intelligent control and
Technologies of In
technologies for smart energy-saving light environment meets rich light-using
Intelligent Building progress
buildings. It adopts a series for human beings realize the scenarios realizes the
Lighting System
of related technologies interconnection of different application of artificial
such as dynamic protocols of intelligent lighting intelligence technology
transformation of multi- and security products and in the field of
26Foshan Electrical and Lighting Co. Ltd.
attribute data and time- realize the application of intelligent family and
series databases. The artificial intelligence technology promotes the
platform provides multiple in the field of intelligent family. development of
interfaces including HTTP intelligent lighting
and MQTT. Through a products to the high-
unified cloud ecosystem end.and strategy service
system it offers
customized smart building
solutions for different
building users.Traditional monitoring
methods rely on sensors
such as cameras however
cameras involve privacy
Intelligence and
and are not suitable for A complex network of WiFi
sustainability are the
monitoring in many home links is constructed in the area
trends of the future
scenarios. Compared to to isolate the concurrent
and mastering the core
other devices millimetre- activities of different people in
technology of
wave radar as a wireless different spaces and to perform
millimetre-wave radar
sensing device has several the functions of activity sensing
Research on Human sensors is essential.distinct advantages tracking and localization
Behaviour Recognition In Researching human
including non-contact functions with accurate
and Feedback progress behaviour recognition
operation privacy discrimination of postures
Technology and feedback using
protection immunity to (standing sitting lying down
these sensors provides
lighting conditions long- falling) respectively. And
excellent support for
range capabilities and through advanced learning
upgrading the
higher accuracy and techniques behaviour
Company's human-
resolution. These recognition methods are adapted
centric lighting
characteristics make to different environments.products.millimetre-wave radar
sensors highly valuable and
applicable in a wide range
of scenarios.To allow users to use the Development of power
lighting products in a more carrier communication
Establish ZigBee Z-Wave
convenient comfortable application technology
wireless communication
and safer manner the so that the network
application technology
Company is trying to with the Dentsu in the
Zigbee/Bluetooth dual-mode
upgrade its products in a same power supply
wireless communication
short term. Short-range environment to realize
technology Wi-Fi/Bluetooth
Research on Wireless wireless communication is the communication
dual-mode wireless
Communication widely considered as one In between the
communication application
Application of the most suitable progress equipment
technology library including
Technologies communication telecommunication and
hardware RF firmware system
technologies and the other functions to
integration and other application
application of various solve the industry's key
development technology to
short-range wireless technologies and
realize the base object
communication protocols promote the
communication and networking
has a significant impact on Company's intelligent
function.lighting systems and lighting technology
architectures. continues to progress.In order to study the impact Utilizing the characteristics of By developing
Research on Intelligent
of lighting on modern diversified and controllable specialized LED
LED Technology and
agriculture and develop In artificial LED light sources we luminaries and
System for Efficient
various green ecological progress select traditional Chinese herbs intelligent control
Planting Demand in
safe and intelligent in bulk with different light systems for high-value
Modern Agriculture
lighting systems for quality needs in China through plants the Company
27Foshan Electrical and Lighting Co. Ltd.
regulating biological combined artificial light source aims to break the
growth and development it management such as matching technical and market
is important to focus on the ratio of red and blue and monopoly held by
key technological other light qualities to carry out international giants in
innovations and research systematic research. the field of plant
the patterns of influence. lighting LEDs. This
will help the Company
overcome the
constraints imposed by
patents held by foreign
giants and promote
core technological
advancements in LED
plant lighting.Developed aquaculture
ecological lighting
technology can fine-
Develop specialized tune the growth
Through special optical design
luminaries for specific high environment of aquatic
and material upgrading LED
economic value breeding organisms promote the
aquaculture lighting products
species and apply them in normal growth and
will further match the artificial
the marine aquaculture development of fish
light source with the visual
industry clarify the increase the quality and
sensitivity of fish effectively
Aquaculture ecological photobiological yield of fish and other
In enhance the growth rate of fish
lighting technology and characteristics of intensive fish and at the same
progress with the help of appropriate
industrialization aquaculture of aquaculture time to enable the
artificial light supplementation
species and obtain the aquaculture user to
reduce the cost of bait feeding
parameters of marine reduce production costs
enhance the survival rate in the
aquaculture light factors to and improve economic
aquaculture cycle and ensure
build a database of efficiency. It plays an
that the fish are in a healthy
photobiological effects of important role in
growth state.major aquaculture species. developing the market
for the Company's
newly developed
marine lighting circuit.Develop an intelligent high
Improve the technical
beam module which can
ability of the Company
effectively use the high Improve the intelligent
to equip intelligent
beam mode by switching development ability of the
ADB high beam in the
Intelligent ADB high the high beam mode under In Company through the design
middle and high-end
beam module different driving modes progress and development regarding
models and enable the
and improve the driving electronic software system and
Company to better
safety of automobiles. optics.occupy the middle and
Make driving more
high-end market.comfortable.The project will
develop module
The project is designed to The project is intended to form
products that can meet
strengthen the a module series thereby
In the market and
Headlight Module competitiveness of the satisfying the need of
progress customer demands and
module product series in mainstream customers in the
enhance the product
the market. market.competitiveness of the
Company.The project is designed to The project is intended to The project will boost
Electronic Controllers In
develop special electronic achieve platform-based modules the Company's
for Automotive Lights progress
controllers to control each through the standardisation of competitiveness in the
28Foshan Electrical and Lighting Co. Ltd.
feature of high- software modules. electronic field.performance modules.The quantum dot materials
in the quantum dot
backlight technology in the
industry are mainly in line
with the CdSe system and
the cadmium content in the
CdSe quantum dot
backlight display products Through the project and based
is above the RoHS on the requirement for quantum
standards of the European dot light emission with low
Union. Additionally China environmental disruption the
The R&D and
has introduced a similar business's advantages in the
Industrialization of
standard for low cadmium. LED industry will be fully The project will
Quantum Dot Light-
The project is designed to Trial leveraged to research the improve product
emitting Materials and
lower the content of production backlight technology applicable quality and market
Components with Low
cadmium in the quantum to quantum dots with low share.Environmental
dot backlight diaphragm to environmental pollution and
Pollution
within the RoHS standard build a pilot scale assembly line
through the research of the for backlight modules for the
low-cadmium quantum dot quantum dot technology with
backlight technology and low environmental pollution.integrate the industrial
chain from the quantum
dot materials to quantum
dot backlight machine to
boost the development of
the quantum dot backlight
and display industry.Intelligent micro/nano
optoelectronic technology
which integrates photonics
nanotechnology and
artificial intelligence is a
key scientific technology in
the field of national
advanced manufacturing
and artificial intelligence.This laboratory is oriented
towards major national
needs and economic
With the geographical and Through the innovative
innovation and
resource advantages of the cooperation
development in the Greater
Guangdong-Hong Kong-Macao mechanism and the
Bay Area of Guangdong
Greater Bay Area the lab complementation of the
Hong Kong and Macao. It
focuses on the "photoelectric advantages of
The Guangdong-Hong gathers the advantages of
materials-micro-nano devices- Guangdong Province
Kong-Macao Joint Lab four parties to carry out
Trial micro-nano manufacturing- and Macao the
of Intelligent Micro- research on new
production micro-nano display" chain and common technical
nano Photoelectric photoelectric materials and
researches the technology issues in the industry
Technology micro/nano device
roadmap of the Micro-LED can be resolved
technology semiconductor
micro-nano display thereby thereby advancing the
photoelectric chip
addressing forward-looking high-quality
micro/nano intelligent
scientific issues and common development of the
manufacturing and
technical issues in the industry. Company.semiconductor micro/nano
intelligent display
addressing forward-looking
international scientific
issues and industry
common technical issues.The establishment of the
laboratory will promote the
construction of the
International Science and
Technology Innovation
Center in the Greater Bay
29Foshan Electrical and Lighting Co. Ltd.
Area and is of great
significance for achieving
high-quality development
of the photoelectric
industry in the Greater Bay
Area of Guangdong Hong
Kong and Macao.With the advantages of
high efficiency energy
conservation active
luminescence and ultra-
high resolution Micro- This project aims to satisfy the
LED stands out from an major demand for large-screen
array of novel display 4K/8K UHD display from
technologies and has national policies and social
become a focus in novel development. In combination
technology competitions. with the main development
This project aims to satisfy trend of full-color Micro-LED
the major demand for display at home and abroad we
large-screen 4K/8K UHD will overcome the core
The Research on Key display from national technology bottleneck of the The project is of vital
Technology of Full- policies and social industry such as full-color importance in terms of
color Micro-LED development. In Trial packaging technology and promoting the
Display with High combination with the main production develop high-brightness and localization of China’s
Brightness and development trend of full- high-contrast Micro-LED LED display industry
Contrast color Micro-LED display display devices and modules chain.at home and abroad we that meet the market demand for
will overcome the core better interactivity and display
technology bottleneck of performance. By doing so the
the industry such as full- development of upstream and
color packaging downstream industries of the
technology and develop industry chain will be boosted
high-brightness and high- and China’s dominant position
contrast Micro-LED in display applications will be
display devices and further consolidated.modules that meet the
market demand for better
interactivity and display
performance.The core technology of In this project we will develop
UHD display represented high performance Mini/Micro-
by Micro/Mini-LED LED display devices and
devices is still display modules by researching
monopolized by Samsung technical problems such as high
of South Korea Apple of density IMD Mini/Micro-LED
the US Sony of Japan and integrated packaging
The Research on the
other international giants. technology high compatibility
Key Technology of The Company’s
Manufacturers in the pixel cutout manufacturing
4K/8K Full-color Trial dominant position in
province need to pay high technology of Mini/Micro-LED
Micro-LED Displays production display applications
royalties to engage in the display devices and mass
with Ultra High will be consolidated.business which seriously transfer technology of Micro-
Definition (UHD)
constrains the strategic LED chips. Related technology
transformation of the LED will be developed to remove the
industry in Guangdong blockade of international giants
Province. Therefore to fill the gap of local high-end
vigorously develop the applications and achieve the
UHD video display efficient and rapid 4K/8K
industry the key solutions development for the HD
30Foshan Electrical and Lighting Co. Ltd.
are to break through the display.bottleneck of Micro/Mini-
LED device technology
and motivate the
transformation and
upgrading of UHD display
in the LED industry so as
to secure the
internationally advanced
technology status of the
province’s LED display.Agriculture is the core of
the farming industry and
the cornerstone of national
food security. The
cultivation of high-value
crops serves as an
important industrial
foundation for rural
revitalization. LED plant
lighting is a new
technology that has
emerged with the
development of modern This project aims to develop an
agricultural production LED technology system for
methods and efficient cultivation in modern
semiconductor lighting agriculture through research on
technology. It has been efficient LED epitaxial
recognized domestically regulation for modern
Plant lighting: Promote
and internationally as an agricultural cultivation design
the demonstration of
important direction for the and fabrication processes of
the Company’s plant
emerging high-tech At the high light efficiency LED chips
LED Technology for lighting products in
industry in agriculture. stage of as well as design and packaging
Efficient Cultivation in high-value crops
However the development research processes of high light
Modern Agriculture Ultraviolet (UV)
of LED plant lighting and efficiency LED devices. The
and Its Demonstrative products: Promote the
technology in our country developm goal is to provide chip and
Application demonstration of the
started relatively late and ent device support for the
Company’s deep UV
there exists a gap in manufacturing of specialized
products in the field of
technological level LED luminary systems
public sanitation
compared to leading dedicated to efficient cultivation
international companies. in modern agriculture
To meet the industrial promoting the advancement of
demand to improve light LED plant lighting technology
efficiency and reduce in our country to reach an
energy consumption in international leading level.LED plant lighting as well
as the physiological
requirements of high light
efficiency during crop
breeding processes an
LED technology system for
efficient cultivation in
modern agriculture will be
developed to promote the
industrial application of
LED technology in crop
breeding and the efficient
31Foshan Electrical and Lighting Co. Ltd.
production of high-value
crops thereby driving the
high-quality development
of smart agriculture.Deep ultraviolet LED is a
preferred alternative to
traditional mercury lamps
for disinfection and
sterilization due to its
efficient virus and bacteria-
killing abilities as well as
This project aims to develop a
its safety environmental
low thermal resistance and
friendliness and free of
highly reliable universal deep
secondary pollution. With
ultraviolet (UV) LED light
the improvement of deep
source for pathogen
ultraviolet LED
disinfection addressing the
performance there is great
technological and market
potential for implementing
demands of deep UV LED virus
deep ultraviolet LED
inactivation. It integrates
The Development and applications in pathogen
intelligent identification and This project will drive
Application inactivation in public At the
driving control technologies the upgrading and
Demonstration of Deep health and logistics sectors. stage of
tailored to specific application development of
Ultraviolet LED This project aims to research
scenarios. The project also industries related to
Modules and promote the integration and
involves the application of public disinfection
Equipment for Public between the public health developm
pathogen disinfection using deep ultraviolet
Health and Other safety sector and the deep ent
equipment in the field of public technology.Fields ultraviolet LED industry by
health driving the upgrading
conducting research on
and development of industries
high-security and
related to public disinfection. Its
intelligent deep ultraviolet
goal is to effectively prevent
LED disinfection
control and eliminate the
equipment and system
hazards of sudden public health
solutions for the public
emergencies ensuring the
health domain. It strives to
physical well-being and safety
drive the large-scale
of the public.application of purification
and disinfection in the
public health and logistics
sectors in China
contributing to the
safeguarding of national
public health security.This project aims to
promote the development
This project develops epitaxial
of the LED industry in the
growth and chip preparation
Pearl River Delta region by
technologies for high-
collaborating with
performance deep-ultraviolet
countries along the Belt At the
Epitaxial Growth and LEDs with flip-flop structures
and Road. Through the stage of The project will
Chip Fabrication and optimizes key processes to
introduction of advanced research improve product
Techniques for High- obtain high-quality and high
international technologies and quality and market
Performance Deep A1-component A1GaN
the project aims to provide developm share.Ultraviolet LED materials high-performance
Guangdong Province with ent
deep-ultraviolet LED epitaxial
independent intellectual
structures and realize the
property rights and high-
development of deep-ultraviolet
performance deep
LED chips.ultraviolet LED fabrication
technologies. By doing so
32Foshan Electrical and Lighting Co. Ltd.
we will catch up with the
international counterparts
or even lead them in this
industry.Gallium oxide crystals are
a new type of ultra-
wideband semiconductor
with important applications
in military energy medical
and environmental fields.At present the high price
of gallium oxide single
This project focuses on gallium
crystal substrate and the
oxide single crystals and
immaturity of epitaxial and
devices adopting a complete
device technology have
chain design from single crystal
greatly affected the process
substrates to epitaxial thin films
of gallium oxide industry.devices and packaging. The
Wide Bandwidth This project aims to At the The project will
goal is to overcome the
Gallium Oxide Single establish a complete stage of improve product
bottlenecks in the
Crystal Materials and industrial chain from single trial quality and market
industrialization of gallium
Devices crystal substrates to production share.oxide and develop gallium
practical devices
oxide Schottky diodes for power
facilitating the
electronic devices and gallium
industrialization of the
oxide MOSFETs for power
LED industry in
electronic devices ultimately
Guangdong Province. It
achieving industrialization.will strengthen
Guangdong's efforts in the
field of third-generation
semiconductors and
promote the province as a
hub for wide-bandgap
semiconductor research in
China.As LED technology
continues to advance and
the miniaturization of LED
This project leverages its
sizes further develops it
technological advantages in
brings new vitality to the
display packaging to further
display industry with
break through the performance
emerging display
limitations of LED display
technologies such as small-
devices and optimize the
pitch LED displays Mini
Research and packaging processes of display
LED displays and Micro At the
Application of Key modules to improve their
LED displays taking the stage of Increase product
Technologies for utilization. It aims to promote
stage one after another. research market share and
Indoor Fine-Pitch LED the application and adoption of
Based on the new and consolidate core
Display Devices for fine-pitch display devices in
opportunities created by developm competitiveness
Next-Generation high-definition display terminal
5G+4K/8K ultra-high- ent
Displays products seize the technological
definition display platform
high ground in the field of new
for indoor small-pitch
display technologies establish
display application
strong technical barriers within
scenarios this project
the industry and consolidate the
carries out the research on
core competitiveness of the
key technologies of indoor
enterprise.fine-pitch LED display
devices seizes the
technological heights in the
33Foshan Electrical and Lighting Co. Ltd.
field of new displays
forms a demonstration of
new displays establishes a
strong technological
barrier and consolidates
the core competitiveness of
enterprises.Display module is one of
the most widely used areas
of LED applications air This project focuses on
conditioners refrigerators leveraging the advantages of
water heaters washing LED display modules in home
machines a variety of appliances medical devices
household appliances on toys gaming consoles and
the use of LED display other applications. Through
modules to further expand. research on intelligent display
By venturing into the smart modules including Bluetooth
home and home appliance At the communication voice
Research and
market this project aims to stage of broadcasting touch control and The project will
Application of
provide customers with research high-definition colour display improve product
Intelligent Display
comprehensive efficient and the aim is to further expand user quality and market
Module for Home
and customized smart developm scenarios improve the share.Appliances
design solutions. This not ent functionality of display
only injects new vitality modules and make the
into the smart home interaction between display
appliance market but also modules and external modules
helps drive the healthy and more intelligent and integrated.high-quality development These efforts will promote the
of the smart home healthy and high-quality
appliance industry. development of the smart home
Furthermore it creates appliance industry.stable economic benefits
for the enterprise.The improving
consumption level of
residents the robust This project aims to promote the
consumer electronics development of high-
market and the increasing performance consumer
demand from consumers electronic component
for enhanced performance manufacturing towards higher
in their products have precision and sophistication by
strongly driven the tackling the industry's forefront
upgrading of high- technologies including
Development and performance consumer improving the spatial colour
At the The project will
Application of Key electronics. However the uniformity of LED devices
stage of improve product
Technologies for High- packaging technology for through packaging processes
trial quality and market
Performance Consumer high-performance developing new chip-level
production share.Optoelectronic Devices consumer electronic packaging structures for high-
components has long been performance consumer
dominated by developed electronics LED devices and
countries such as the reducing the voiding rate.United States Japan and Furthermore it seeks to further
Germany. Therefore it is facilitate the domestic
urgent to achieve substitution of high-
breakthroughs in major performance consumer
technologies for high- electronic components.performance consumer
electronics LED devices
34Foshan Electrical and Lighting Co. Ltd.
break the foreign
companies' monopoly on
high-performance
consumer electronics
promote the domestic
substitution of high-
performance consumer
electronic components and
drive innovation and
upgrading throughout the
LED technology industry
chain.With the development of
LED lighting technology
the development trend in
the field of general lighting
is to continuously improve
the quality of light health Based on the market demand of
and high luminous efficacy general lighting and automotive
is the main direction lighting this project focuses on
improve LED lighting the field of white LED
technology is not enough encapsulation improves the
Research and to enhance the luminous light quality luminous efficacy
Application of Key efficacy is the key to enter display effect as well as heat
At the The project will
Packaging the high-end lighting dissipation and heat-resistant
stage of improve product
Technologies for market. In the automotive performance of LEDs and
trial quality and market
General and lighting field as the forms new products with
production share.Automotive LED intelligence level of independent intellectual
Illumination vehicles continues to property rights so as to enhance
improve intelligent the influence of the Company's
interactive LED lighting white LEDs in the market of
has gradually emerged as a general lighting and automotive
new track for automotive lighting and to broaden the
lighting. Therefore it is of lighting market.great significance to carry
out research on key
technologies of LED for
general lighting and
automotive lighting.Details about R&D personnel:
2023 2022 Change (%)
Number of R&D personnel 1735 1920 -9.64%
R&D personnel as % of total
14.17%14.89%-0.72%
employees
Educational background
Bachelor’s degree 962 999 -3.70%
Master’s degree 104 105 -0.90%
Doctoral degree and above 15 18 -16.67%
Junior college and below 654 798 -18.05%
Age structure
Below 30 621 793 -21.69%
35Foshan Electrical and Lighting Co. Ltd.
30~40747777-3.24%
Over 40 367 355 3.38%
Details about R&D investments:
2023 2022 Change (%)
R&D investments (RMB) 534561947.29 503728194.02 6.12%
R&D investments as % of
5.90%5.75%0.15%
operating revenue
Capitalized R&D investments
0.0043625369.92-100.00%
(RMB)
Capitalized R&D investments
as % of total R&D 0.00% 8.66% -8.66%
investments
Reason for any significant change to the composition of R&D personnel and impact:
□ Applicable □ Not applicable
Reasons for any significant YoY change in the percentage of R&D investments in operating revenue:
□ Applicable □ Not applicable
Reason for any sharp variation in the percentage of capitalized R&D investments and rationale:
□ Applicable □ Not applicable
Presented in 2023 in accordance with the relevant requirements of "Rule No. 15 of the Rules Governing the
Preparation of Information Disclosure by Publicly Offered Companies - General Provisions on Financial
Reporting (Revised in 2023)" R&D investments in 2022 included expenditures on the construction acquisition
alteration and expansion and overhaul of fixed assets due to R&D activities including expenditures on land and
constructions and expenditures on instruments and equipment.Other notes: The R&D investment calculated according to the Administration Measures for Identification of
High-tech Enterprises and other relevant regulations includes the R&D input included in operating costs and
R&D expenditures expensed in accordance with accounting standards. In 2023 the R&D investment of the
Company was RMB534561900 accounting for 5.90% of the operating revenues among which the sales
revenue of products from bench-scale and pilot-scale production was included in core business revenue and the
relevant costs were included in cost of sales of core business of RMB50982900.
5. Cash Flows
Unit: RMB
Item 2023 2022 Change (%)
Subtotal of cash generated
8513648453.748658886730.27-1.68%
from operating activities
36Foshan Electrical and Lighting Co. Ltd.
Subtotal of cash used in
7339258474.767593998409.58-3.35%
operating activities
Net cash generated from/used
1174389978.981064888320.6910.28%
in operating activities
Subtotal of cash generated
423342286.04378208504.0011.93%
from investing activities
Subtotal of cash used in
1130862869.12724926218.6456.00%
investing activities
Net cash generated from/used
-707520583.08-346717714.64-104.06%
in investing activities
Subtotal of cash generated
1404603429.351156078320.5921.50%
from financing activities
Subtotal of cash used in
721157492.221901637286.67-62.08%
financing activities
Net cash generated from/used
683445937.13-745558966.08191.67%
in financing activities
Net increase in cash and cash
1155281636.625762254.3419949.13%
equivalents
Explanation of why any of the data above varies significantly:
□ Applicable □ Not applicable
(1) Net cash generated from operating activities increased by 10.28% year on year mainly due to the Company
as the parent strengthening inventory control.
(2) Net cash generated from investing activities decreased by 104.06% year on year mainly due to the increased
purchases of large-denomination certificates etc. in the current period.
(3) Net cash generated from financing activities increased by 191.67% year on year mainly because the same
period of last year saw a higher payment for the acquisition of equity interests in subsidiary NationStar
Optoelectronics under common control and raised funds were received in a capital increase and share
expansion in the current period.
(4) Net increase in cash and cash equivalents increased by 19949.13% year on year mainly because raised
funds were received in a capital increase and share expansion in the current period.Explanation of why net cash generated from/used in operating activities varies significantly from net profit for
the Reporting Period:
□ Applicable □ Not applicable
There is a gap of RMB789717377.00 between net cash generated from operating activities of
RMB1174389978.98 and net profit of RMB384672601.98 in the year mainly because cash received from
37Foshan Electrical and Lighting Co. Ltd.
sale of goods was higher than cash paid for raw materials in addition to high non-cash costs in the current
period.V Analysis of Non-Core Businesses
□ Applicable □ Not applicable
Unit: RMB
As % of profit before
Amount Main source/reason Recurrent or not
tax
Dividend income from
other equity
investments held
Return on investment 14598948.35 3.60% Yes
during the period and
interest income from
other debt investments
Gain/loss on changes
Gain/loss on changes
1129444.26 0.28% in fair value of Yes
in fair value
financial instruments
Inventory valuation
Asset impairments -81268657.36 -20.03% Yes
allowances
Sale of retired
equipment and
Non-operating income 9540666.39 2.35% carryforwards of Not
payables that require
no payment
Loss on retirement of
Non-operating expense 6538763.70 1.61% non-current assets and Not
transfer of prepayments
Receipt of continuing
Other income 90204646.62 22.23% Not
government grants
Allowances for
doubtful accounts
Credit impairment loss -52131054.21 -12.85% Yes
receivable and other
receivables
Gains or losses on the
Asset disposal income 12719324.89 3.13% disposal of non-current Not
assets
VI Analysis of Assets and Liabilities
1. Significant Changes in Asset Composition
Unit: RMB
38Foshan Electrical and Lighting Co. Ltd.
31 December 2023 1 January 2023 Reason for any
Change in
As % of total As % of total significant
Amount Amount percentage (%)
assets assets change
Raised funds
were received
Monetary in a capital 3596049654. 2484508907.
21.24% 16.25% 4.99% increase and
assets 55 43
share expansion
in the current
period
Accounts 2093499280. 1920770941.
12.36%12.56%-0.20%
receivable 40 76
Contract assets 4252013.94 0.03% 5466875.07 0.04% -0.01%
1971171641.2031637401.
Inventory 11.64% 13.29% -1.65%
1487
Investment
163636347.410.97%44611882.440.29%0.68%
property
Long-term
equity 179188555.15 1.06% 181931792.66 1.19% -0.13%
investments
3453214586.3508094282.
Fixed assets 20.39% 22.95% -2.56%
4741
Construction in 1174533505. 1282780335.
6.94%8.39%-1.45%
progress 11 14
Right-of-use
8812320.640.05%13047727.730.09%-0.04%
assets
Short-term
220019877.731.30%157715359.351.03%0.27%
borrowings
Contract
235335693.281.39%125143161.610.82%0.57%
liabilities
Reclassification
of the
principals and
interest of some
borrowings
with an initial
maturity within
one year
Long-term
253093421.29 1.49% 747931023.71 4.89% -3.40% (inclusive)
borrowings
from the time
of borrowing to
the time of
repayment to
the current
portion of non-
current
liabilities
Lease liabilities 4310967.92 0.03% 7055542.18 0.05% -0.02%
Notes 1057352267.
6.24%821537774.075.37%0.87%
receivable 60
39Foshan Electrical and Lighting Co. Ltd.
Receivables
443201960.022.62%569868831.793.73%-1.11%
financing
Purchase of
bank’s large-
Other debt denomination
454822905.252.69%0.000.00%2.69%
investments certificates in
the current
period
Intangible
434549913.992.57%340166852.372.22%0.35%
assets
2271174787.1975743568.
Notes payable 13.41% 12.92% 0.49%
6971
Accounts 2875980206. 2513177458.
16.98%16.44%0.54%
payable 64 14
Reclassification
of the
principals and
interest of some
borrowings
Current portion with an initial
of non-current 343914214.45 2.03% 65540510.67 0.43% 1.60% maturity within
liabilities one year
(inclusive)
from the time
of borrowing to
the time of
repayment
Indicate by tick mark whether overseas assets account for a high proportion of total assets.□ Applicable □ Not applicable
2. Assets and Liabilities at Fair Value
□ Applicable □ Not applicable
Unit: RMB
Gain/loss
on fair- Cumulative Impairment
Purchased
value fair-value allowance Sold in the
Beginning in the Other Ending
Item changes in changes for the Reporting
amount Reporting changes amount
the charged to Reporting Period
Period
Reporting equity Period
Period
Financial assets
1. Held-
for-trading
financial
assets 26154189 1129444.2 90423448. 20056501 15252977
(exclusive 6.45 6 92 4.22 5.41
of
derivative
financial
40Foshan Electrical and Lighting Co. Ltd.
assets)
3. Other
debt 45000000 4822905.2 45482290
investment 0.00 5 5.25
s
4.
Investment -
864191344232120869976274
s in other 16344730 981292.12
6.405.596.35
equity 7.93
instruments
5.
569868831266668744320196
Receivable
1.791.770.02
s financing
Subtotal of -
169560204232120854042344328213174822905.217503173
financial 16231786
74.645.598.928.11587.03
assets 3.67
Total of the -16956020 42321208 54042344 32821317 4822905.2 17503173
16231786
above 74.64 5.59 8.92 8.11 5 87.03
3.67
Financial 4679000.0 4679000.0
0.00
liabilities 0 0
Details about other changes:
(1) The purchased amount in the Reporting Period of other debt investments referred to the cash management
(large-denomination certificates) by the Company with its own temporarily idle funds which was classified as
financial assets at fair value through other comprehensive income. RMB450000000.00 of large-denomination
certificates was purchased in the Reporting Period with the cumulative fair value changes being RMB0.00 and
other changes being RMB4822905.25 of cumulative recognized interest.Significant changes to the measurement attributes of the major assets in the Reporting Period:
□ Yes □ No
3. Restricted Asset Rights as at the Period-End
Unit: RMB
Item Ending carrying value Reason for restriction
Security deposits for notes performance bonds payments by
Monetary assets 486328752.85
buyers for pre-sale of properties
In pledge for notes pool undue notes receivable that have
Notes receivable 873275556.80
been endorsed or discounted
Receivables financing 120221199.92 In pledge for notes pool
Fixed assets 219746331.38 As mortgage and guarantee for related party see XIV (III)
Intangible assets 10652715.04 “Guarantees” in Part X
41Foshan Electrical and Lighting Co. Ltd.
Total 1710224555.99 --
VII Investments Made
1. Total Investment Amount
□ Applicable □ Not applicable
Investment amount in the Reporting Investment amount in the same period of
Change (%)
Period (RMB) last year (RMB)
173881228.981656670405.07-89.50%
2. Major Equity Investments Made in the Reporting Period
□ Applicable □ Not applicable
3. Major Non-Equity Investments Ongoing in the Reporting Period
□ Applicable □ Not applicable
Unit: RMB
Reaso
n for
failure
Cumul Cumul to
Industr Date Disclo
Fixed Input ative ative reach
Way y of
Name asset in the input Fundin Project Predict return the of sure
of the
of invest Report as of g progre ed as of planne disclos index
invest invest
project ment ing the source ss return the d
ment ment ure (if (if
or not Period period- period- progre
project any) any)
end end ss and
predict
ed
return
Annou
nceme
The
nt on
produc
Invest
tion
ment
ramp-
in the
up
Produc
project
tion
for
LED 87011 Self- 10 Ramp-
new- 1739 97.91
Other Yes packag 1976. pooled N/A Januar up
genera 348.62 %
ing 30 funds y 2019 Project
tion
for
LED
New-
packag
genera
ing
tion
device
LED
s and
Packag
chips
ing
Device
42Foshan Electrical and Lighting Co. Ltd.
s and
Chips
on
www.c
ninfo.c
om.cn
(annou
nceme
nt of
subsidi
ary
Nation
Star
Optoel
ectroni
cs)
Annou
nceme
nt on
Invest
ment
in the
Constr
uction
of
Nation
The Star
Jili Optoel
Industr ectroni
ial cs’ Jili
Park Industr
LED 81479 53687 Self- 7
project 31.31 ial
Other Yes packag 441.2 0816. pooled N/A August
(not % Park
ing 1 20 funds 2020
includi Project
ng on
land www.c
purcha ninfo.c
se) om.cn
(annou
nceme
nt of
subsidi
ary
Nation
Star
Optoel
ectroni
cs)
832181406
Total -- -- -- 789.8 98279 -- -- -- -- --
32.50
43Foshan Electrical and Lighting Co. Ltd.
4. Financial Investments
(1) Securities Investments
□ Applicable □ Not applicable
Unit: RMB
Gain/ Accu
Loss mulat
on ed Purch
Meas Begin Sold Gain/l Endin
Initial fair- fair- ased
Securi Securi Securi ureme ning in oss in g Accou Fundi
invest value value in
ty ty ty nt carryi Repor Repor carryi nting ng
ment chang chang Repor
type code name metho ng ting ting ng title source
cost es in es ting
d value Period Period value
Repor charg Period
ting ed to
Period equity
Invest
Dome Gotio
ments
sticall n Fair -
8301 4939 2853 3683 in Self-
y/Ove 00207 High- value 1255
4485. 6719 6202 7650 other funde
rseas 4 tech metho 9068
13 4.53 1.37 6.50 equity d
listed Co. d 8.03
instru
stock Ltd.ments
Invest
Dome
Xiam ments
sticall Fair -
en 1529 3286 1378 1663 2908 in Self-
y/Ove 60118 value 3785
Bank 5760 6429 5006 3969. 0767 other funde
rseas 7 metho 6619.Co.Lt 6.83 0.95 4.22 35 1.05 equity d
listed d 90
d. instru
stock
ments
Fosha
n
Invest
branc
ments
h of Fair
in Self-
Guan 5000 value 5000 5000
Other 无 other funde
gdong 00.00 metho 00.00 00.00
equity d
Devel d
instru
opme
ments
nt
Bank
Held-
Dome
for-
sticall Fair
Lifan 1176 - tradin
y/Ove 60177 value 9720 9015
Techn 008.7 7051 g Other
rseas 7 metho 32.92 22.76
ology 4 0.16 financ
listed d
ial
stock
assets
Other
Held-
Dome (passi
ZOT for-
sticall Fair vely
YE - tradin
y/Ove 00098 4234 value 4234 7777 held
Auto 3456 g
rseas 0 48.92 metho 48.92 5.02 due to
mobil 73.90 financ
listed d a
e ial
stock debt-
assets
to-
44Foshan Electrical and Lighting Co. Ltd.
equity
conve
rsion)
(note)
-
23808241423216636606
16384234
Total 7154 -- 0351 1208 0.00 3969. 6347 -- --
634948.92
9.628.405.59355.33
1.99
Note: The shares in Zotye Automobile (000980) held in this period were passively held by Nanning Liaowang
in a debt-to-equity conversion during the Reporting Period. Changsha Branch of Zotye New Energy
Automobile Co. Ltd a debtor of the Company was applied for reorganisation by one of its creditors.According to the Civil Ruling made by the court it was ruled to accept the creditor's reorganisation application
against Zotye Automobile. According to the reorganisation plan Nanning Liaowang would receive
RMB100000 cash settlement and 26099 shares in Zotye Automobile.
(2) Investments in Derivative Financial Instruments
□ Applicable □ Not applicable
1) Derivative Investments for Hedging Purposes in the Reporting Period
□ Applicable □ Not applicable
Unit: USD’0000
Gain/Loss Ending
Accumulat
on fair- investment
ed fair- Purchased
Initial value Sold in the amount
Type of Beginning value in the Ending
investment changes in Reporting as % of the
derivative amount changes Reporting amount
amount the Period Company’s
recorded in Period
Reporting ending
equity
Period equity
General
10001000000100000.00%
forward
General
10001000000100000.00%
forward
General
10001000000100000.00%
forward
Forex
50000050050000.00%
option
Forex
50000050050000.00%
option
Forex
60000060060000.00%
option
Forex
75000075075000.00%
option
Forex
75000075075000.00%
option
Forex
75000075075000.00%
option
Forex
75000075075000.00%
option
Forex
60000060060000.00%
option
45Foshan Electrical and Lighting Co. Ltd.
Forex
75000075075000.00%
option
Forex
75000075075000.00%
option
Forex
75000075075000.00%
option
Forex
75000075075000.00%
option
Total 11200 3000 0 0 8200 11200 0 0.00%
Major
changes in
accounting
policies
and
specific
accounting
principles
adopted for No
hedges in
the
Reporting
Period
compared
to the last
reporting
period
Actual
gain/loss in
the The actual loss stood at USD-2.5929 million in the Reporting Period.Reporting
Period
Effectivene The Company carries out foreign exchange hedging business appropriately according to specific situations which
ss of can effectively reduce the foreign exchange market risk lock in industrial profit of export business and avoid
hedging exchange rate risk.Funding
Self-funded
source
Analysis of Risk analysis of the forward foreign exchange settlement: 1. Market risk: Given the unpredictability of economic
risks and changes at home and abroad the foreign exchange hedging business faces market risk to some extent. 2. Foreign
control
currency risk: When the foreign currency trend greatly deviates from the Company's judgment of such trend the
measures
associated expenses after locking the exchange rate might exceed that before doing so resulting in losses to the Company. 3.with Internal control risk: Imperfect internal control policies probably triggers risks to the foreign exchange hedging
derivative
business as it is highly professional and complex. 4. Trading default risk: If the counterparty of foreign exchange
investment
s held in hedging defaults by failing to pay hedging earnings to the Company as agreed the actual exchange loss of the
Reporting Company will not be offset. 5. Collection forecast risk: Marketing departments forecast collection based on the
Period
actual and expected orders of customers. In practice customers may adjust such orders. As a result the Company's
(including
but not collection forecast will not be accurate leading to delivery risks.limited to Adopted risk control measures: 1. The Company will strengthen the research and analysis of the exchange rate.market When the exchange rate fluctuates greatly it will adjust the business strategy in a timely manner to stabilize the
risk export business and avoid exchange losses to the utmost. 2. The Company has established the Management System
liquidity for Foreign Exchange Hedging and majority-owned subsidiary NationStar Optoelectronics has also formulated the
risk credit Management System for Forward Forex Settlement and Sale and Forex Option Transactions clearly defining the
risk operating principles approval authority responsible department and responsible person internal operation
operational procedures information isolation measures internal risk reporting system risk management procedures and
46Foshan Electrical and Lighting Co. Ltd.
risk legal information disclosure related to the foreign exchange hedging business. 3. In order to prevent any delay in the
risk etc.) foreign exchange hedging the Company will strengthen the management of accounts receivable actively collect
receivables and avoid any overdue receivables. In the meantime the Company plans to increase the export
purchases and purchase corresponding credit insurance so as to reduce the risk of default and customer default. 4.The Company’s foreign exchange hedges must be strictly based on the Company’s foreign exchange earnings
prediction. Besides the Company shall strictly control the scale of its foreign exchange hedges and manage all
risks that the Company may face within a controllable range. 5. The internal audit department of the Company shall
check the actual signing and execution situation of all trading contracts on a regular or irregular basis.Changes in
market
prices or
fair value
of
derivative
investment
The Company carries out recognition and measurement in accordance with the Accounting Standard for Business
s in
Enterprises No. 22—Recognition and Measurement of Financial Instruments the Accounting Standard for
Reporting
Business Enterprises No. 24—Hedges the Accounting Standard for Business Enterprises No. 37—Presentation of
Period (fair
Financial Instrument and other applicable regulations. Fair value is arrived at based on the price provided by
value
pricing service providers such as banks or the price obtained. Fair value measurement and recognition are carried
analysis
out on a monthly basis. Changes in the fair value of forward exchange settlement contracts entered into by the
should
Company are mainly attributable to difference arising from exchange rate fluctuations.include
measureme
nt method
and related
assumption
s and
parameters)
Legal
matters
N/A
involved (if
applicable)
Disclosure
date of
announcem
ent on
board’s 13 August 2022 and 1 August 2023
approving
derivative
investment
(if any)
Opinion of The independent directors are of the opinion that: The foreign exchange hedging transactions conducted by the
independen Company are based on normal production and operation are supported by specific businesses aim to avoid and
t directors prevent foreign exchange risks associated with export businesses do not involve speculative operations and are
on consistent with the needs of the Company's operation and development. The Company has established relevant
derivative business management policies and risk control and prevention measures. The risk is controllable. The proposal was
investment passed following a lawful valid decision-making procedure has no negative impact on the Company's normal
s and risk operation and business development and does not undermine the interest of the Company and its shareholders.control Therefore the Company's conducting foreign exchange hedging transactions is approved.
2) Derivative Investments for Speculative Purposes in the Reporting Period
□ Applicable □ Not applicable
No such cases in the Reporting Period.
47Foshan Electrical and Lighting Co. Ltd.
5. Use of Raised Funds
□ Applicable □ Not applicable
(1) General Information about Use of Raised Funds
□ Applicable □ Not applicable
Unit: RMB’0000
Cumula
Re-
tive re- Purpose Amoun
purpose
Cumula purpose and t being
used in d
Total Net Cumula tive re- d wherea idle for
Year of Way of the amount Unused
amount proceed tively purpose amount bouts of more
raising raising current in the amount
raised s used d as % of the than
period Reporti
amount total unused two
ng
amount amount years
Period
raised
Issuanc
e of
shares 109455 108841 109163
2023///////
to .18 .55 .23
specific
objects
109455108841109163
Total -- / / / / / -- /.18.55.23
Description of the use of raised funds
None
Note: In the year RMB0.00 in the raised funds account was directly used in raised funds investment projects a
total self-pooled amount of RMB87975313.46 was input in advance to the raised funds investment projects
and awaited swap and another amount of RMB2603975.16 also awaited swap which was the total of the self-
pooled amount that had been paid in advance for issuance costs and stamp duty and the issuance costs to be paid.These amounts that awaited swap have been verified by WUYIGE Certified Public Accountants LLP which
issued the Verification Report D.X.Z.S.Z. [2023] No. 22-00052. And these amounts still awaited swap by 31
December 2023. As of December 31 2023 the balance was RMB1091632250.94. For details please refer to
the announcement of the company's "Special Report on the Storage and Actual usage of funds raised and actual
usage" disclosed by the company on the “www.cninfo.com.cn”.
(2) Promised Use of Raised Funds
□ Applicable □ Not applicable
Unit: RMB’0000
Promise Total Cumulat
Re- Investme Time Significa
d project promise Adjusted ive
purposed nt when the Returns Meeting nt
funded d total Investme investme
or progress project derived the change
with investme investme nt in the nt
partially as at the is ready in the expected to
raised nt nt Reportin amount
re- period- for its Reportin returns project
funds amount amount g Period at the
purposed end (3) intended g Period or not feasibilit
and with (1) period-
or not ＝(2)/(1) use y or not
investme raised end (2)
48Foshan Electrical and Lighting Co. Ltd.
nt with funds
over-
raised
funds
Promised projects
FSL’s
automati
on and 36464.2 35850.6 Novemb
No 293.66 293.66 0.82% - N/A No
digitaliz 7 4 er 2026
ation
project
FSL’s
Hainan
industria
l park 25252.9 25252.9 May
No 7364.57 7364.57 29.16% - N/A No
Phase I 1 1 2025
construct
ion
project
The
smart
May
street No 9179.52 9179.52 66.14 66.14 0.72% - N/A No
2025
lights
project
The
vehicle
light
May
module No 24008.8 24008.8 150.53 150.53 0.63% - N/A No
2025
producti
on
project
The
R&D
centre 14549.6 14549.6 May
No 922.62 922.62 6.34% - N/A No
construct 8 8 2024
ion
project
Subtotal
of
109455.108841.
promise -- 8797.52 8797.52 -- -- - -- --
1855
d
projects
Use of over-raised funds
N/A
Repayin
g bank
----------
loan (if
any)
Replenis
hing
working -- -- -- -- --
capital
(if any)
Subtotal
----------
of use of
49Foshan Electrical and Lighting Co. Ltd.
over-
raised
funds
109455.108841.
Total -- 8797.52 8797.52 -- -- 0 -- --
1855
Explain
the
circumst
ances
and
reasons
for
failing to
achieve
the
planned
progress
and
expected
returns Projects have not reached their intended status of use
by item
(includin
g the
reason
for
selecting“N/A” for“Meeting the
expected
returns
ornot”)
Particula
rs about
significa
nt
change No significant change occurred to the feasibility of these projects in the Reporting Period.to
project
feasibilit
y
Amount
purpose
and use
progress N/A
of over-
raised
funds
Change
of
impleme
N/A
ntation
location
of raised
50Foshan Electrical and Lighting Co. Ltd.
funds
investme
nt
projects
Adjustm
ents to
the way
of
impleme
ntation N/A
of raised
funds
investme
nt
projects
Applicable
Advance
On 16 January 2024 the Company held the 51st meeting of the 9th Board of Directors and the 25th meeting of the 9th
investme
Supervisory Committee reviewing and passing the Proposal on Using Raised Funds to Replace Self-raised Funds for
nts in
Pre-invested Capital Projects and Paid Issuance Expenses and agreed to use a total of RMB90.5793 million from the
promise
raised funds to replace self-raised funds used for pre-invested capital projects and paid issuance expenses.d
Specifically RMB87.9753 million would be used to replace self-raised funds for pre-invested capital projects and
projects
RMB2.604 million would be used to replace self-raised funds for paid issuance expenses. WUYIGE Certified Public
funded
Accountants LLP has conducted a special verification on the Company’s use of self-pooled funds in its raised funds
with
investment projects and issued the Verification Report on the Swap of Self-pooled Funds Input to Raised Funds
raised
Investment Projects with Raised Funds by Foshan Electrical and Lighting Co. Ltd. (D.X.Z.S.Z. [2023] No. 22-
funds
00052). Guotai Junan Securities the sponsoring institution has provided a verification opinion on this matter and has
and
no objections to the Company's use of raised funds to replace self-raised funds for pre-invested capital projects. By
subseque
January 2024 the Company had completed the swap of all the self-pooled funds that had been input in advance to the
nt swaps
raised funds investment projects and used to pay for the issuance expenses.Use of
idle
raised
funds for
temporar
ily N/A
supplem
enting
the
working
capital
Surplus
amount
of raised
funds
upon
N/A
project
impleme
ntation
and the
reasons
Purpose
and
whereab On 5 February 2024 the Company utilized RMB599 million of temporarily idle raised funds for cash management
outs of and the remaining amount was deposited in the special account for raised funds.unused
raised
51Foshan Electrical and Lighting Co. Ltd.
funds
Problem
s or
other
issues
arising
in the No
use and
disclosur
e of
raised
funds
(3) Re-purposed Raised Funds
□ Applicable □ Not applicable
No such cases in the Reporting Period.VIII Sale of Major Assets and Equity Investments
1. Sale of Major Assets
□ Applicable □ Not applicable
No such cases in the Reporting Period.
2. Sale of Major Equity Investments
□ Applicable □ Not applicable
IX Major Subsidiaries
□ Applicable □ Not applicable
Major fully/majority-owned subsidiaries and those minority-owned subsidiaries with an over 10% effect on the
Company’s net profit:
Unit: RMB
Relationshi
Principal Registered Operating Operating
Name p with the Total assets Net assets Net profit
activity capital revenue profit
Company
Foshan
NationStar
Manufactur 61847716 65264131 38034399 35416372 79839482. 85535534.Optoelectro Subsidiary
ing 9.00 04.58 79.36 27.92 04 98
nics Co.Ltd.Nanning
Liaowang Manufactur 35055700. 24878428 92008454 15854427 43135821. 47194316.Subsidiary
Auto Lamp ing 00 91.97 8.62 17.59 08 22
Co. Ltd.FSL Zhida Subsidiary Manufactur 38150000. 19208660 84324956. 24085864 17144595. 14718134.
52Foshan Electrical and Lighting Co. Ltd.
Electric ing 00 3.96 46 9.44 82 66
Technolog
y Co. Ltd.FSL
Chanchang
Manufactur 72782944. 78638531 31108809 12488710 96964430. 81808402.Optoelectro Subsidiary
ing 00 1.38 4.29 31.53 10 99
nics Co.Ltd.Subsidiaries obtained or disposed in the Reporting Period:
□Applicable □ Not applicable
How the subsidiary was obtained or Impact on overall operations and
Name
disposed of in the Reporting Period performance
No significant impact on the Company’s
FSL LIGHTING GMBH De-registered
production and performance
Information about major majority- and minority-owned subsidiaries:
—In a major asset restructuring in February 2022 the Company acquired a 21.32% interest in Foshan NationStar
Optoelectronics Co. Ltd. (NationStar) from Rising Holdings and its acting-in-concert party. Upon the conclusion
of the transaction the Company eventually holds a 21.48% interest in NationStar and NationStar has become a
majority-owned subsidiary of the Company. The Company has included NationStar in its consolidated financial
statements since Q1 2022.—Nanning Liaowang Auto Lamp Co. Ltd. signed an equity agreement with its existing shareholders in July 2021
and acquired Nanning Liaowang through equity acquisition and capital increase and share expansion. Upon the
conclusion of the transaction the Company eventually holds a 53.79% interest in Nanning Liaowang and
Nanning Liaowang has become a majority-owned subsidiary of the Company. The Company has included
Nanning Liaowang in its consolidated financial statements from the date when the Company obtained actual
control of it.—FSL Zhida Electric Technology Co. Ltd. (FSL Zhida) was incorporated by the Company Foshan Zhibida
Enterprise Management Co. Ltd. and Dongguan Baida Semiconductor Material Co. Ltd. on a joint investment
basis. FSL Zhida obtained its business license on 21 October 2016. FSL Zhida changed its registered capital on
the basis of paid-in-capital on 16 January 2023. Upon the completion of the change the Company holds a stake of
66.84% in it. The Company has included FSL Zhida in its consolidated financial statements since the date of FSL
Zhida’s incorporation.—FSL Chanchang Optoelectronics Co. Ltd. (renamed on 19 June 2018 from “Foshan Chanchang ElectricAppliances (Gaoming) Co. Ltd.”) which is a Sino-foreign joint venture invested and established by the Company
and Prosperity Lamps and Components Ltd had obtained license for business corporation on 23 August 2005
53Foshan Electrical and Lighting Co. Ltd.
through approval by Foreign Trade and Economic Cooperation Bureau of Gaoming District Foshan with
document “MWJMY Zi [2005] No. 79”. The Company holds 70% equities of the said company; therefore the said
subsidiary was included into the scope of the consolidated financial statements since the date of foundation. On 23
August 2016 the Company and Prosperity Lamps and Components Ltd signed the equity transfer agreement. The
Company purchased 30% equity of Foshan Chanchang Electric Appliances (Gaoming) Co. Ltd. held by
Prosperity Lamps and Components Ltd. After the purchasing the Company held 100% equity of FSL Chanchang
Optoelectronics Co. Ltd.X Structured Bodies Controlled by the Company
□ Applicable □ Not applicable
XI Prospects
(I) The Company's development strategies
The Company will continue to take technology and services as two top-priority fronts focus on brand and value
and center its efforts on upgrading to medium- to high-end smart manufacturing transitioning to a provider ofproducts and integrated solutions and transcending to "smart healthy green and human-oriented lighting”. In the
meantime the Company will step up efforts on the application end further exploit the Internet-of-Things (IoT)
ecosphere and niche markets develop more new application scenarios and products continuously improve our
core competitiveness and accelerate the new round of development.(II) Operational plan for 2024
1. Focus on incremental expansion to further consolidate the good situation
The Company will persist in maintaining profitability and steady growth by employing a combination of market
expansion strategies. First vigorously promote the marketing model change. The Company will focus on effective
distributor management nurturing and developing a group of capable and sizable distributors. It will continuously
expand its network of hardware retail outlets and specialty stores accelerating market expansion and coverage in
untapped areas. The Company will maintain a balance between B2B and B2C approaches leveraging avenues
such as expanding into e-commerce and home improvement markets to rapidly grow its B2C business and self-
operated sales volume. Furthermore it will vigorously expand its overseas independent brand business aiming to
increase market share consistently. Second focus on attacking large customers and large projects. The Company
54Foshan Electrical and Lighting Co. Ltd.
will focus on large projects for large customers as the top management priority strengthen cooperation with
design institutes import projects from the source and seize the development opportunities of the "1310" specific
deployment in Guangdong Province. Third accelerate the volume and scale of new business. The Company will
make every effort to expand its new energy vehicle lighting business in the Yangtze River Delta and the Pearl
River Delta continuously increasing the sales proportion of mid-to-high-end products. It will seize opportunities
in the construction of domestic marine ranches and make a concentrated effort to develop businesses related to
aquaculture fish collection and vessel lighting. In the fields of smart lighting and health lighting the Company
will leverage its product and channel advantages identify key areas for growth and continuously expand its sales.
2. Focus on innovation drive to further enhance core competitiveness
By striving to achieve excellence in three aspects the Company aims to accumulate innovative momentum and
enhance its core competitiveness. To establish a first-class research and development institution the Company
will continue to collaborate with renowned universities and research institutes. It will integrate innovation
resources and create collaborative innovation platforms to provide strong impetus for technological innovation. In
the introduction of first-class R & D talent the relevant person in charge of the Institute and the R & D team
personnel to provide talent support for the development of new products. In the pursuit of launching first-class
products the Company will accelerate research and development efforts to introduce high-quality and
differentiated products with Company's characteristics thus embarking on a "lighting+" path of integrated
innovation.
3. Improve internal management to further enhance operational quality and efficiency
The Company will continue to strengthen internal management and tap into its potential to improve efficiency and
effectiveness. First continuously improve the level of refined management. The Company will focus on key
financial indicators and continuously benchmark its performance. It will implement targeted actions such as
improving collection efforts reducing inventory lowering costs and controlling expenses. These initiatives aim
to address management deficiencies and strengthen the foundation of the Company's overall management
practices. Second strengthen the quality improvement. The Company will construct a comprehensive quality
control system that covers the entire supply chain from design procurement production to inspection with an
aim to enhancing the overall quality level comprehensively. Third continue to strengthen risk prevention and
control. The Company will establish a sound compliance management system strengthen compliance reviews of
major matters and effectively handle significant risks and issues. It will persistently prioritize and implement
55Foshan Electrical and Lighting Co. Ltd.
safety and environmental protection measures to ensure stable and sustainable development of the enterprise.Fourth cultivate the brand and foster a strong corporate culture. The Company will refine and upgrade its brand
by integrating the recognition of being a "Chinese time-honoured brand." It will reinterpret the brand's essence
and carry out promotional activities to continuously enhance its brand value and influence. Additionally the
Company will explore its mission vision core values and other aspects and design a cultural system to
disseminate them. The goal is to make "Buddha Lighting Culture" a soft power that supports the high-quality
development of the enterprise.(III) Potential risks facing the Company and countermeasures
1. Risks of macro economic fluctuations and fiercer market competition
At present economic uncertainties remain at home and abroad. If economic growth continues to slow down it
may have an adverse impact on the development of the industry. Meanwhile the lighting industry is a fully
competitive industry. And as market demand slows down in growth the Company could be facing fiercer
competition.Countermeasures: The Company will adhere to the set strategies spend greater effort in developing new products
constantly refine the business portfolio and actively explore segment markets such as intelligent lighting healthy
lighting ocean lighting animal and plant lighting. It will also accelerate the introduction of new manufacturing
processes technologies and products to the market for new competitive edges. At the same time by optimizing
marketing network and strengthening the business focus and expansion on domestic and foreign major customers
the Company will improve service quality strengthen internal management and increase core competitive
capacity constantly.
2. Risk of raw material price fluctuations
The main raw materials of the Company and its subsidiaries include chips lamp beads electronic components
aluminum substrates plastic parts metal materials etc. and the price fluctuations of main raw materials will have
an impact on the Company's production costs. If the price of raw materials continues to rise in the future it may
adversely affect the Company's production and operation.Countermeasures: The Company will pay attention to market dynamics collect information analyze and pre-
judge supply of main raw materials and price trends so as to make excellent sourcing plans. By enhancing
negotiation refining suppliers perfecting supply chain management and promoting alternative materials the
Company is able to decrease procurement costs.
56Foshan Electrical and Lighting Co. Ltd.
3. Risk of exchange rate fluctuations
Overseas sales which are mainly settled in USD account for over 20% of the Company’s total sales. If RMB
experiences significant appreciation the price competitiveness of overseas sales could be undermined and
exchange losses may increase which will produce adverse impacts on the Company’s net profit.Countermeasures: By keeping abreast of and analyzing exchange rate policies and fluctuation trend of settlement
currencies in time intensifying settlement currency management and carrying out foreign exchange hedging
business when the timing is right the Company can relatively lock in exchange rates and minimize the risks
brought by exchange rate fluctuations.
4. Risk associated with the recoverability of accounts receivable
Receivables grow along with the Company's business. Customers who fail to repay loans timely or become
insolvent due to changes in macroeconomic trends market environments and their business will place the
Company at the risk of non-performing receivables.Countermeasures: In order to reduce the receivable collection risk the Company can constantly optimize the
receivable risk management system categorise customers for better management regularly assess customers'
credit profiles and enhance customer risk assessment. Meanwhile it can reinforce contract approval and
management double its effort to collect receivables and incorporate the collection of receivables into the
performance assessment system for business departments.XII Communications with the Investment Community such as Researches Inquiries and
Interviews
□ Applicable □ Not applicable
Main
Index to
Way of discussions and
Date Place Type of visitor Visitor communication
communication materials
information
provided
Industrial
Securities See Investor
Zheshang Relations
6 February One-on-one www.cninfo.co
The Company Institution Securities TF Activities Log
2023 meeting m.cn
Securities Sheet No.Evergrande 2023-01
Life.Guosen
See Investor
Securities
Relations
Through an Essence www.cninfo.co
15 March 2023 The Company Institution Activities Log
online platform Securities m.cn
Sheet No.Huaxi
Securities
57Foshan Electrical and Lighting Co. Ltd.
CITIC
Securities and
17 other
institutional
investors.Essence
Securities
See Investor
Hanhe Capital
Relations
Through an and Bosera www.cninfo.co
12 June 2023 The Company Institution Activities Log
online platform Fund and 39 m.cn
Sheet No.other
institutional
investors.Minsheng
Securities
Cinda
Securities See Investor
Kaiyuan Relations
Through an www.cninfo.co
28 June 2023 www.p5w.net Other Securities and Activities Log
online platform m.cn
four other Sheet No.institutional 2023-04
investors and
online network
investors.Guotai Junan
Securities
Shunyin See Investor
Industrial Relations
One-on-one www.cninfo.co
30 August 2023 The Company Institution Finance First Activities Log
meeting m.cn
Capital and six Sheet No.other 2023-05
institutional
investors.A wide range See Investor
of investors Relations
19 September Through an www.cninfo.co
www.p5w.net Other who participate Activities Log
2023 online platform m.cn
remotely over Sheet No.the Internet. 2023-06
Guotai Junan
Securities Ping
See Investor
An Securities
Relations
20 October One-on-one China www.cninfo.co
The Company Institution Activities Log
2023 meeting Securities and m.cn
Sheet No.
17 other
institutional
investors.Shen Zhen
Fortune
Investment
See Investor
CMS Zhiyuan
Relations
27 October One-on-one Capital Huati www.cninfo.co
The Company Institution Activities Log
2023 meeting Private Equity m.cn
Sheet No.Fund and 17
other
institutional
investors.
15 November The Company One-on-one Institution GF Securities See Investor www.cninfo.co
58Foshan Electrical and Lighting Co. Ltd.
2023 meeting Zhujiang Life Relations m.cn
Insurance Activities Log
Hongchou Sheet No.Investment and 2023-09
two other
institutional
investors.Huichuang
Yixiang Private
Equity Fund See Investor
Abama Asset Relations
21 November One-on-one www.cninfo.co
The Company Institution and Guosen Activities Log
2023 meeting m.cn
Securities and Sheet No.three other 2023-10
institutional
investors.XIII Implementation of the “Quality and Earnings Dual Improvement” Action Plan
Indicate whether the Company has disclosed the “Quality and Earnings Dual Improvement” Action Plan.□ Yes □ No
59Foshan Electrical and Lighting Co. Ltd.
Part IV Corporate Governance
I General Information of Corporate Governance
During the Reporting Period in strict accordance with relevant requirements of Company Law Securities Law
Code of Corporate Governance of Listed Companies and Rules of Stock Listing of Shenzhen Stock Exchange as
well as other relevant laws rules and regulations the Company continuously perfected the corporate governance
structure and set up an effective corporate governance system. At present the Company has set up governance
structure of responsible Shareholders’ General Meeting the Board of Directors the Supervisory Committee and
managers who performed right of decision-making execution and supervision respectively according to their
duties; besides the Company set up special committees of the Board of Directors and system for independent
directors. The Company strengthened information disclosure of principal shareholders and persons acting-in-
concert forbidden shareholders of the Company to misapply their rights. The Company separated from the
principal shareholder in personnel assets business financial affairs and organizational and was absolutely
impendent. The Company timely revised and perfected various systems in accordance with the latest issued laws
& rules and relevant regulations of CSRC and Shenzhen Stock Exchange. And the corporate governance is
basically in line with the requirements of relevant laws regulations and regulatory documents.Indicate by tick market whether there is any material incompliance with the applicable laws regulations or rules
issued by the CSRC governing the governance of listed companies.□ Yes □ No
No such cases in the Reporting Period.II The Company’s Independence from Its Controlling Shareholder and Actual Controller in
Asset Personnel Financial Affairs Organization and Business
The Company is completely separated from its controlling shareholder and actual controller in aspects such as
business personnel assets institutions and finance and possesses independent and complete business and self-
dependent operating ability.
1. As for the business the Company is independent of its controlling shareholder and actual controller and their
subordinate enterprises and owns the independent business departments and management system as well as
60Foshan Electrical and Lighting Co. Ltd.
possesses of impendent and entire business and self-dependent operating ability.
2. As for the personnel the Company formulates the independent management system such as the labor personnel
and the salary possesses the independent personnel department and the operating management team. The Senior
Executives of the Company are serving at the Company in full time and receiving the salary from the Company.
3. As for the assets the assets of the Company are independent and entire with clear ownership and possesses the
independent production system BOP system and the supporting facilities as well as possesses the legal
ownership of the land factories equipments related to the production and operating and the assets such as the
trademark patent and the non-patent technology and possesses the entire control and govern power of all the
assets of the Company without any behavior such as the controlling shareholder or the actual controller occupies
the assets of the Company.
4. As for the institutions the Company set up the independent and entire organizations and institutions and the
construction as well as the operating of the corporate governance institutions is executed strictly executed
according to the Articles of Association and the production and operating as well as the offices are entirely
independent from the controlling shareholder and the actual controller with any situation of working under one
roof with the controlling shareholder or the actual controller.
5. As for the finance the Company set up the independent finance department and builds up the independent and
normative accounting and financial control system according to the requirements of the ASBE set up the
independent bank account and pays the taxes legally and independently and the Company could make the
financial decisions independently without any situation of the controlling shareholder or the actual controller
intervenes the capital usage of the Company.III Horizontal Competition
□ Applicable □ Not applicable
IV Annual and Special General Meetings Convened during the Reporting Period
1. General Meeting Convened during the Reporting Period
Investor Resolutions of the
Meeting Type Convened date Disclosure date
participation ratio meeting
The 1st Extraordinary 43.60% 31 March 2023 1 April 2023 Resolutions of the
61Foshan Electrical and Lighting Co. Ltd.
Extraordinary General Meeting 1st Extraordinary
General Meeting General Meeting
of 2023 of 2023
Resolutions of the
The 2022 Annual Annual General
43.16% 10 May 2023 11 May 2023 2022 Annual
General Meeting Meeting
General Meeting
The 2nd Resolutions of the
Extraordinary Extraordinary 2nd Extraordinary
41.47% 22 December 2023 23 December 2023
General Meeting General Meeting General Meeting
of 2023 of 2023
2. Special General Meetings Convened at the Request of Preferred Shareholders with Resumed Voting
Rights
□ Applicable □ Not applicable
V Directors Supervisors and Senior Management
1. General Information
Increas Decrea
Beginn e in se in Other Reaso
Ending
Incum Start ing the the increas n for
Gende Office End of shareh
Name Age bent/F of shareh Report Report e/decre share
r title tenure olding
ormer tenure olding ing ing ase change
(share)
(share) Period Period (share) s
(share) (share)
Chair 26
Wan man of Incum Februa
Male 54 0 0 0 0 0
Shan the bent ry
Board 2024
Vice
25
Zhuan Chair
Incum Decem 11903 11903
g Male 72 man of 0 0 0
bent ber 509 509
Jianyi the
2015
Board
26
Direct Incum Februa
or bent ry
Zhang 2024
Xuequ Male 46 73052 0 0 0 73052
Genera 21
an
l Incum Decem
Manag bent ber
er 2023
62Foshan Electrical and Lighting Co. Ltd.
26
Chen Direct Incum Februa
Mingji Male 40 0 0 0 0 0
or bent ry
e
2024
Hu 30
Direct Incum
Fengca Male 58 June 0 0 0 0 0
or bent
i 2022
Indepe 13
Li
ndent Incum Septe
Xiyua Male 62 0 0 0 0 0
Direct bent mber
n
or 2021
Indepe 13
Zhang
ndent Incum Septe
Rensh Male 58 0 0 0 0 0
Direct bent mber
ou
or 2021
Indepe
Dou 24
ndent Incum
Linpin Male 64 August 0 0 0 0 0
Direct bent
g 2020
or
Chair
man of
Li the 18
Incum
Jingwe Male 47 Superv Januar 0 0 0 0 0
bent
i isory y 2022
Comm
ittee
25
Zhuan
Superv Incum Decem
g Male 38 0 0 0 0 0
isor bent ber
Junjie
2015
24
Li Superv Incum
Male 36 August 0 0 0 0 0
Yizhi isor bent
2020
Ye 27
Superv Incum
Zheng Male 50 May 77561 0 0 0 77561
isor bent
hong 2010
20
Lin Superv Incum Septe
Male 54 22583 0 0 0 22583
Qing isor bent mber
2016
Execut
ive 5
Zhang Deput Incum Februa
Male 49 77596 0 0 0 77596
Yong y bent ry
Genera 2024
l
63Foshan Electrical and Lighting Co. Ltd.
Manag
er
Deput
y 13
Chen Genera Incum
Male 51 May 66066 0 0 0 66066
Yu l bent
Manag 2014
er
Tang 26
Femal Incum
Qiongl 53 CFO Januar 75940 0 0 0 75940
e bent
an y 2016
Huang Board 19
Incum
Zhenh Male 36 Secret May 0 0 0 0 0
bent
uan ary 2021
Chair 23
Wu man of Forme 7 May Februa
Sheng Male 53 0 0 0 0 0
the r 2020 ry
hui
Board 2024
11
Direct Forme 7 May Septe
or r 2020 mber
Lei 2023
Male 56 0 0 0 0 0
Zihe Genera 11
l Forme 7 May Septe
Manag r 2020 mber
er 2023
11
Zhang 24
Direct Forme Septe
Xianfe Male 53 August 0 0 0 0 0
or r mber
ng 2020
2023
255
Huang
Direct Forme Decem Februa
Zhiyon Male 54 0 0 0 0 0
or r ber ry
g
20152024
Deput
1729
y
Jiao
Genera Forme Septe Decem
Zhigan Male 51 90399 0 0 0 90399
l r mber ber
g
Manag
20132023
er
Deput
28
y 19
Wei Genera Forme Septe 10522 10522
Male 54 Januar 0 0 0
Bin l r mber 6 6
Manag y 2024
2009
er
1249112491
Total -- -- -- -- -- -- 0 0 0 --
932932
64Foshan Electrical and Lighting Co. Ltd.
Indicate by tick mark whether any director supervisor or senior management resigned during the Reporting
Period.□ Yes □ No
In September 2023 Mr. Lei Zihe resigned as Director and General Manager and from the relevant special
committees of the Company due to reassignment.In September 2023 Mr. Zhang Xianfeng resigned as Director and from the relevant special committees of the
Company due to reassignment.In December 2023 Mr. Jiao Zhigang resigned as Deputy General Manager of the Company due to reassignment.In January 2024 Mr. Wei Bin resigned as Deputy General Manager of the Company due to reassignment.In February 2024 Mr. Huang Zhiyong resigned as Director and from the relevant special committees of the
Company due to reassignment.In February 2024 Mr. Wu Shenghui resigned as Chairman of the Board and Director and from the relevant
special committees of the Company due to reassignment.Change of directors supervisors and senior management:
□ Applicable □ Not applicable
Name Office title Type of change Date of change Reason for change
Resignation due to
Wu Shenghui Chairman of the Board Resignation 23 February 2024
reassignment
Director Resignation due to
Lei Zihe Resignation 11 September 2023
General Manager reassignment
Resignation due to
Zhang Xianfeng Director Resignation 11 September 2023
reassignment
Deputy General Resignation due to
Jiao Zhigang Resignation 29 December 2023
Manager reassignment
Deputy General Resignation due to
Wei Bin Resignation 19 January 2024
Manager reassignment
Resignation due to
Huang Zhiyong Director Resignation 5 February 2024
reassignment
Director and Chairman
Wan Shan Elected 26 February 2024 Elected
of the Board
Director Elected 26 February 2024 Elected
Zhang Xuequan Appointed as the
General Manager Appointed 21 December 2023
General Manager
Chen Mingjie Director Elected 26 February 2024 Elected
Appointed as an
Executive Deputy
Zhang Yong Appointed 5 February 2024 Executive Deputy
General Manager
General Manager
2. Biographical Information
Professional backgrounds major work experience and current duties in the Company of the incumbent directors
supervisors and senior management:
(I) Work Experience of the Directors
65Foshan Electrical and Lighting Co. Ltd.
Mr. Wan Shan: Born in October 1969 a member of the Communist Party of China MBA of College of Public
Management of Sun Yat-Sen University. He was the Deputy Director Clerk of the Lecturers' Brigade in the
Propaganda Department of the Guangdong Provincial Party Committee. He also worked as a team member in the
"Ten Hundred Thousand Million" Work Team stationed in Yongdong Village Rongcheng District Jieyang City.Additionally Wan Shan held the position of Deputy Director in the Research and Teaching Office of the
Lecturers' Brigade in the Publicity Department of CPC Guangdong Provincial Committee. He further served as
the Deputy Director of the Office in the Publicity Department of CPC Guangdong Provincial Committee the
Director of the Office of the Publicity Department of CPC Guangdong Provincial Committee Deputy Director in
the State-owned Cultural Assets Supervision and Administration Office of the People’s Government. Furthermore
he has worked as the Assistant to the General Manager and Board Secretary as well as the Office Director at
Guangdong Rising Assets Management Co. Ltd. (now renamed as Guangdong Rising Holdings Group Co. Ltd.).He was also the Deputy Secretary of the Party Committee Director and Chairman of the Labor Union in Foshan
Nationstar Optoelectronics Co. Ltd as well as the Director of Party-Masses Department of Guangdong Rising
Holdings Group Co. Ltd. He has served as Secretary of Party Committee in the Company since January 2024;
and as the Chairman of the Board of the Company since February 2024.Mr. Zhuang Jianyi: Born in 1951 with a bachelor’s degree and MBA. He now acts as the Chairman of the Board
of Hong Kong Youchang Lighting Equipment and has been engaged in the electric light source equipment
production as well as the trading business for about 40 years. From 1995 to 2010 he acted as the Directors the
Vice Chairman of the Board and the Chairman of the Board of the Company. And he has been serving as the Vice
Chairman of the Board of the Company since December 2015.Mr. Zhang Xuequan: Born in December 1977 a member of the Communist Party of China MBA of Lingnan
College of Sun Yat-Sen University. He joined the Company in 1996. He worked in the former Iodine-tungsten
Lamp Workshop from October to December 1996; worked in the Technology Department and then the Quality
Control Department from January 1997 to August 2002; acted as the Workshop Manager of Lamp Workshop from
September 2002 to May 2008; acted as the Department Director of the Business Management Department of the
Company from June 2008 to August 2016. He concurrently acted as the Office Director and the Head of the
Investment Department from February 2016 to December 2018. He was the Party Branch Secretary for the
Administrative Office of the Company from July 2010 to June 2017 and a member of the party committee of the
Company since July 2015. He was a supervisor of the Company from May 2013 to August 2016 a Deputy
66Foshan Electrical and Lighting Co. Ltd.
General Manager of the Company from August 2016 to March 2020 an Executive Deputy General Manager of
the Company from March 2020 to December 2023. He has been serving as the Deputy Secretary of the CPC
Committee and General Manager of the Company since December 2023 and a Director of the Company since
February 2024. In addition he serves as a Director of FSL Zhida Electric Technology Co. Ltd. the Chairman of
the Board and General Manager of Foshan Taimei Times Lamp Co. Ltd. an Executive Director of Foshan Kelian
New Energy Technology Co. Ltd. and a Director of Nanning Liaowang Auto Lamp Co. Ltd. Currently he is
also a Director of the Company’s majority-owned subsidiary NationStar Optoelectronics.Mr. Chen Mingjie: Born in September 1983 member of the Communist Party of China and has no right of
permanent residence in a foreign country. He graduated from the Business School of Renmin University of China
majoring in business management. He served as the Deputy Supervisor of the Political and Cultural Department at
Guangdong People's Broadcasting Station; the Secretary of the Party Committee Office Senior Supervisor
Deputy Director then the Director and Youth League Committee Secretary of the Party and Mass Personnel
Department at Guangdong Provincial Guangsheng Asset Management Co. Ltd. (now renamed as Guangdong
Provincial Guangsheng Holdings Group Co. Ltd.). He has been the Deputy Secretary of the Party Committee and
Chairman of the Labor Union in the Company since August 2023; as the Director of the Company since February
2024.
Mr. Hu Fengcai: Born in September 1965 member of the Communist Party of China graduated from the Party
School of the Guangdong Provincial Committee of CPC majoring in Modern Economic Management. He is a
senior accountant. He worked as Deputy Manager of the Finance Department and Deputy Manager and Manager
of the Financial Audit Department of Guangdong Metallurgical Industry Corporation member of the Party
Committee and Deputy General Manager of Guangdong Guangye Metallurgical Limited Corporation
Independent Director of SGIS Songshan Co. Ltd. director member of the Party Committee and Deputy General
Manager of Guangdong Rising Metallurgical Co. Ltd. Chairman of the Supervisory Committee of the Third
Working Group of the Supervisory Committee and deputy head of the Operation Management Department of
Guangdong Rising Assets Management Co. Ltd. (GRAM) and deputy head of the Operation Management
Department of Guangdong Rising Holdings Group Co. Ltd. (Rising Group). Now he serves as a full-time director
assigned to the listed company of Rising Group. He has been a Director of the Company since June 2022.Currently he is also a Director of Shenzhen Zhongjin Lingnan Nonfemet Co. Ltd. Guangdong Fenghua
Advanced Technology Holding Co. Ltd. and Foshan NationStar Optoelectronics Co. Ltd.
67Foshan Electrical and Lighting Co. Ltd.
Mr. Li Xiyuan: Born in March 1961 member of the Communist Party of China no permanent residence abroad
doctoral degree professor-level senior engineer. He has served as deputy director of the Construction
Management Office of the Northern Section of Beijing-Zhuhai Expressway in Guangdong Province Deputy
Director of Infrastructure Management Department of Guangdong Provincial Communication Group Co. Ltd.General Manager of Guangdong Gaintop Highway Engineering Construction Group Co. Ltd. General Manager
and Chairman of Guangdong Provincial Expressway Development Co. Ltd. Chairman of Guangdong Road and
Bridge Construction Development Co. Ltd. Director of Guangdong Construction Engineering Group Co. Ltd.Guangdong Province Navigation Group Co. Ltd. Guangdong Namyue Group Co. Ltd. and Guangdong
Provincial Railway Construction Investment Group Co. Ltd. He is currently an external director of Guangzhou
Port Group Co. Ltd. and an independent director of Dongguan Development (Holdings) Co. Ltd. and Shenzhen
Tagen Group Co. Ltd. He has been an Independent Director of the Company since September 2021.Mr. Zhang Renshou: Born in May 1965 Ph.D. professor postdoctoral co-supervisor doctoral supervisor no
permanent residence abroad doctoral degree. He used to serve as a teaching assistant lecturer and associate
professor of Guangzhou Foreign Language Training Center of Ministry of Petroleum Industry as well as an
Editor of Development Research Center of People's Government of Guangdong Province. Now he is a Professor
of Accounting Department of School of Management of Guangzhou University as well as an Independent
Director of Jiangmen Rural Commercial Bank Company Limited (non-listed company) and Guangdong Provincial
Expressway Development Co. Ltd. He also serves as: Member of the Expert Group of the Budget Committee of
Guangzhou Municipal People's Congress Member of the Expert Group of the Economic Committee of
Guangzhou Municipal People's Congress Member of the 8th Committee of Guangdong Social Sciences
Association Member of the Academic Committee of Research Center for Guangdong Local Public Finance
Professional Advisory Committee Member of Guangdong Statistics Bureau Member of the Academic Committee
of Guangdong Coastal Economic Belt Development Research Center President of Guangdong South China
Economic Development Research Association Major Administrative Decision Demonstration Expert and
Innovation and Entrepreneurship Development Expert of Shaoguan Municipal People's Government of
Guangdong Province and Special Researcher of Guangzhou Taxation Bureau of State Taxation Administration of
the People's Republic of China. He has been an Independent Director of the Company since September 2021.Mr. Dou Linping: Han nationality was born in August 1959. He is of Chinese nationality and has no right of
permanent residence in a foreign country. He received a bachelor's degree and bears a professional title of Senior
68Foshan Electrical and Lighting Co. Ltd.
Engineer. Previously he has served as Deputy Chief of the Design Section of Beijing Luminaries Factory
Director of the Office of Design Standards and then Vice Director of Beijing Luminaries Research Institution
Deputy Secretary-General and Managing Director of China Association of Lighting Industry and Managing
Director and Secretary-General of China Illuminating Engineering Society. At present he serves as Vice Director-
General of China Solid State Lighting Alliance Director of the Urban Cultural and Tourism Lighting Professional
Committee of CSA and Independent Director of Hengdian Group TOSPO Lighting Co. Ltd. and Beijing New
Space Technology Co. Ltd.. He has been an Independent Director of the Company since August 2020.
2. Work Experience of the Supervisors
Mr. Li Jingwei: Born in November 1976 member of the Communist Party of China holds a master's degree and
is an economist and Senior Labour Relations Coordinator. He worked as head direct Deputy Secretary of the
Party Committee Secretary of the Committee for Discipline Inspection and Chairman of the Labour Union of the
Comprehensive Management Department of Guangdong Changsheng Enterprise Group Co. Ltd. director
Deputy Secretary of the Party Committee Secretary of the Committee for Discipline Inspection Chairman of the
Labour Union of Guangdong Rising Real Estate Group Co. Ltd. member of the Party Committee Secretary of
the Committee for Discipline Inspection and Chairman of the Supervisory Committee of Foshan NationStar
Optoelectronics Co. Ltd. (NationStar) and Deputy Director of Office of Discipline Inspection and Supervision of
Guangdong Rising Assets Management Co. Ltd. (GRAM). He was elected member of the Party Committee and
Secretary of the Committee for Discipline Inspection of the Company in December 2021 and became the
Chairman of the Supervisory Committee of the Company in January 2022.Mr. Li Yizhi: Han nationality was born in March 1987. He is a member of the CPC. He received a bachelor's
degree ，intermediate accountant and is an Association of Chartered Certified Accountants (ACCA) certifiedaccountant. Previously he has worked at the Guangzhou Office of WUYIGE Certified Public Accountants LLP
(special general partnership) as an Audit Assistant at the Guandong Office of Pan-China Certified Public
Accountants LLP (special general partnership) as a Project Manager at the Shenzhen Office of
PricewaterhouseCoopers Zhong Tian LLP (special general partnership) as an auditor and at the Guangdong
Office of China Central Public Accounting Firm (special general partnership) as a Project Manager. At present he
serves as the Senior Director of the Finance Department (Settlement Centre) of Guangdong Rising Holdings
Group Co. Ltd.. He has been a Supervisor of the Company since August 2020.
69Foshan Electrical and Lighting Co. Ltd.
Mr. Zhuang Junjie: Born in September 1985 a Hong Kong permanent resident. He graduated with a bachelor’s
degree and once acted as the Consultant Manager of Accenture Software and now acts as the Director of Hong
Kong Prosperity Lighting Equipment Co. Ltd. And he has been a Supervisor of the Company since December
2015.
Mr. Ye Zhenghong: Born in June 1973 a member of the Communist Party of China with a college degree. He
joined the Company from July 1995; worked in the Machine Repair Shop from July 1995 to June 1997; worked in
the Mechanical Power Department from July 1997 to January 2001; acted as Equipment Management Director in
T8 Fluorescent Lamp Factory from February 2001 to January 2005; acted as Director of Machine Repair
Workshop from May 2005 to January 2007; acted as Chief Officer of Machinery Dynamic Department from May
2006 to December 2007; and acted as factory director of T8 Fluorescent Lamp Factory from January 2008 to
February 2016; and acted as Chief Officer of Production Department from March 2016 to March 2019; and acted
as the director of E-Commerce Business Department from April 2019 to June 2020; and acted as the vice GM of
FSL Zhida Electric Technology Co. Ltd. from November 2016 to February 2020 and acted as the GM of FSL
Zhida Electric Technology Co. Ltd. from March 2020 to March 2021; and has acted as the Chairman of the Board
of FSL Zhida Electric Technology Co. Ltd. since April 2021; the Chairman of the 5th Supervisory Committee and
the Employee Supervisor of the 6th 7th 8th and 9th Supervisory Committee.Mr. Lin Qing: Born in September 1969 member of the Communist Party of China undergraduate degree Senior
Engineer in Electrical Engineering; has been working in the company since August 1991; worked as mercury
lamp workshop technician and workshop director from June 1996 to February 2002; as the workshop director and
factory director of the fluorescent lamp factory from March 2002 to September 2009; as the director of
Technology Department from October 2009 to September 2020; as the Technical Director of the R&D
Department from October 2020 to January 2022; as the Safety Director of the Company since February 2022; in
July 2015 elected as a discipline committee member of the company’s CPC committee. And he has been an
Employee Supervisor of the Company since September 2016.
3. Work experience of the Senior Management Staff
Mr. Zhang Xuequan: Born in December 1977 a member of the Communist Party of China MBA of Lingnan
College of Sun Yat-Sen University. He joined the Company in 1996. He worked in the former Iodine-tungsten
Lamp Workshop from October to December 1996; worked in the Technology Department and then the Quality
70Foshan Electrical and Lighting Co. Ltd.
Control Department from January 1997 to August 2002; acted as the Workshop Manager of Lamp Workshop from
September 2002 to May 2008; acted as the Department Director of the Business Management Department of the
Company from June 2008 to August 2016. He concurrently acted as the Office Director and the Head of the
Investment Department from February 2016 to December 2018. He was the Party Branch Secretary for the
Administrative Office of the Company from July 2010 to June 2017 and a member of the party committee of the
Company since July 2015. He was a supervisor of the Company from May 2013 to August 2016 a Deputy
General Manager of the Company from August 2016 to March 2020 an Executive Deputy General Manager of
the Company from March 2020 to December 2023. He has been serving as the Deputy Secretary of the CPC
Committee and General Manager of the Company since December 2023 and a Director of the Company since
February 2024. In addition he serves as a Director of FSL Zhida Electric Technology Co. Ltd. the Chairman of
the Board and General Manager of Foshan Taimei Times Lamp Co. Ltd. an Executive Director of Foshan Kelian
New Energy Technology Co. Ltd. and a Director of Nanning Liaowang Auto Lamp Co. Ltd. Currently he is
also a Director of the Company’s majority-owned subsidiary NationStar Optoelectronics.Mr. Zhang Yong: Born in June 1974 a member of the Communist Party of China and a senior engineer with a
bachelor degree. He joined in the Company in July 1997. and successively acted as Deputy Director and Director
of Lamp Filament Appliance Workshop from October 1999 to June 2008; acted as Factory Director of Gaoming
Fluorescent Lamp Factory and Factory Director of Gaoming Branch Factory from July 2008 to December 2008;
respectively acted as Department Director of Product Department OEM Department Mechanical Dynamics
Department and Infrastructure Department from January 2009 to December 2012; acted as General Manager
Assistant from March 2013 to August 2016. He was a supervisor and the Chairman of the Board of Supervisors of
the Company from September 2013 to August 2016; served as the chairman of the Labor Union of the Company
from September 2013 to May 2019; acted as the Deputy Party Secretary from July 2015 to 27 December 2021;
and was a Deputy General Manager of the Company from August 2016 to January 2024. And he has been an
Executive Deputy General Manager of the Company since February 2024.Mr. Chen Yu: Born in December 1972 a member of the Communist Party of China and an engineer with a
bachelor’s degree. He entered the Company in 1994. And acted as workshop manager of parabolic reflector
coating film energy saving lamp factory director of the branch factory of Gaoming and workshop manager of
general bulbs from January 1997 to December 2012 acted as Director of Production Department OEM
Department and Mechanical Dynamics Department from January to August 2013 acted as Director of Production
71Foshan Electrical and Lighting Co. Ltd.
Department and OEM Department from September 2013 to May 2014 as well as acted as Vice GM of the
Company from May 2014. He has also served as Chairman of the Board of Nanning Liaowang since August 2021.Ms. Tang Qionglan: Born in March 1970 member of the Communist Party of China bachelor degree China
Certified Public Accountant served as audit manager of BDO China Shu Lun Pan Certified Public Accountants
LLP Foshan Branch; as Deputy Manager of the Finance Department Manager Chief Financial Officer Deputy
General Manager and Chief Financial Officer of Foshan NationStar Optoelectronics Co. Ltd.. and serves as the
Chief Financial Officer of the Company since January 2016.Mr. Huang Zhenhuan: Born in December 1987 he holds a master's degree in finance is a financial economist
and has obtained the qualification certificate of Secretary of the Board of Directors issued by Shenzhen Stock
Exchange. He used to be the sponsor of Assets Department Assistant General Manager of Investment Department
and General Manager of Finance Department of Guangzhou Guangyong State-owned Asset Sales Co. Ltd.General Manager of Guangzhou Guangyong Equity Investment Fund Management Co. Ltd. General Manager of
Corporate Finance Department III (Industry Center) of Minsheng Bank Guangzhou Branch Investment Director
of Guangdong Rising Financial Holding Co. Ltd. and Senior Director of Capital Operation Department of
Guangdong Rising Holdings Group Co. Ltd. He has served as the Board Secretary of the Company since May
2021.
Offices held concurrently in shareholding entities:
□ Applicable □ Not applicable
Remuneration or
Shareholding Office held in the
Name Start of tenure End of tenure allowance from the
entity shareholding entity
shareholding entity
Full-time director
Guangdong Rising accredited to the
Hu Fengcai Holdings Group listed company by Yes
Co. Ltd. capital operation
department
Guangdong
Electronics
Executive Deputy
Huang Zhiyong Information Yes
General Manager
Industry Group
Ltd.Guangdong Rising Senior Director of
Li Yizhi Holdings Group the Financial Yes
Co. Ltd. Department
72Foshan Electrical and Lighting Co. Ltd.
(Settlement
Center)
Prosperity Lamps
Chairman of the
Zhuang Jianyi & Components Yes
Board
Limited
Prosperity Lamps
Zhuang Junjie & Components Director Yes
Limited
Offices held concurrently in other entities:
□ Applicable □ Not applicable
Remuneration or
Office held in the
Name Other entity Start of tenure End of tenure allowance from the
entity
entity
Thinkon
Zhuang Jianyi Semiconductor Director No
Jinzhou Corp.Shenzhen
Hu Fengcai Zhongjin Lingnan Director No
Nonfemet Co. Ltd.Guangdong
Fenghua
Hu Fengcai Advanced Director No
Technology
Holding Co. Ltd.Foshan NationStar
Hu Fengcai Optoelectronics Director No
Co. Ltd.Guangzhou Port
Li Xiyuan Director Yes
Group Co. Ltd.Dongguan
Development Independent
Li Xiyuan Yes
(Holdings) Co. Director
Ltd.Shenzhen Tagen Independent
Li Xiyuan Yes
Group Co. Ltd. Director
Guangzhou Accounting
Zhang Renshou Yes
University Professor
Jiangmen Rural
Independent
Zhang Renshou Commercial Bank Yes
Director
Company Limited
Guangdong
Provincial Independent
Zhang Renshou Expressway Yes
Director
Development Co.Ltd.China Solid State
Dou Linping Vice Chairman No
Lighting Alliance
73Foshan Electrical and Lighting Co. Ltd.
Hengdian Group
Independent
Dou Linping Tospo Lighting Yes
Director
Co. Ltd.Beijing New Space
Independent
Dou Linping Technology Co. Yes
Director
Ltd.Punishments imposed in the recent three years by the securities regulator on the incumbent directors
supervisors and senior management as well as those who left in the Reporting Period:
□ Applicable □ Not applicable
3. Remuneration of Directors Supervisors and Senior Management
Decision-making procedure determination basis and actual payments of remuneration for directors supervisors
and senior management:
The Remuneration & Appraisal Committee under the Board of Directors decided the 2022 remunerations for the
leadership team members in accordance with the Measures for Managing the Remuneration of the Leadership
Team Members the particulars on completing current main financial indexes & operating goals as well as the
fulfillment of job responsibilities by them before submitting the remuneration plan to the Board of Directors for
approval.Remuneration of directors supervisors and senior management for the Reporting Period
Unit: RMB'0000
Total before-
Any
tax
Incumbent/For remuneration
Name Gender Age Office title remuneration
mer from related
from the
party
Company
Vice Chairman
Zhuang Jianyi Male 72 Incumbent Yes
of the Board
Director and
Zhang Xuequan Male 46 Incumbent 144.13 NO
GM
Hu Fengcai Male 58 Director Incumbent Yes
Independent
Li Xiyuan Male 62 Incumbent 18 No
Director
Independent
Zhang Renshou Male 58 Incumbent 18 No
Director
Dou Linping Male 64 Independent Incumbent 18 No
74Foshan Electrical and Lighting Co. Ltd.
Director
Chairman of
Li Jingwei Male 47 the Supervisory Incumbent 131.69 No
Committee
Li Yizhi Male 36 Supervisor Incumbent Yes
Zhuang Junjie Male 38 Supervisor Incumbent Yes
Ye Zhenghong Male 49 Supervisor Incumbent 59.53 No
Lin Qing Male 54 Supervisor Incumbent 50.85 No
Executive
Zhang Yong Male 49 Deputy General Incumbent 143.07 No
Manager
Deputy General
Chen Yu Male 51 Incumbent 143.55 No
Manager
Tang Qionglan Female 53 CFO Incumbent 141.96 No
Huang Board
Male 36 Incumbent 53.52 No
Zhenhuan Secretary
Chairman of
Wu Shenghui Male 53 Former 170.56 No
the Board
Director and
Lei Zihe Male 56 Former 146.95 No
GM
Zhang
Male 53 Director Former 127.36 Yes
Xianfeng
Huang Zhiyong Male 54 Director Former Yes
Deputy General
Wei Bin Male 54 Former 143.81 No
Manager
Deputy General
Jiao Zhigang Male 51 Former 144.66 No
Manager
Total -- -- -- -- 1655.64 --
Other information:
□ Applicable □ Not applicable
As the leadership team failed to meet the requirements for the performance bonuses for the year 2023 during the
Reporting Period the pre-tax remuneration received by the directors supervisors and senior management from
the Company for the year 2023 included the performance bonuses for the year 2022 and excluded those for the
year 2023.VI Performance of Duty by Directors in the Reporting Period
1. Board Meetings Convened during the Reporting Period
Meeting Convened date Disclosure date Resolution
The 38th Meeting of the 9th Announcement on
1 March 2023 2 March 2023
Board of Directors Resolutions of the 38th
75Foshan Electrical and Lighting Co. Ltd.
Meeting of the 9th Board of
Directors
Announcement on
The 39th Meeting of the 9th Resolutions of the 39th
14 March 2023 16 March 2023
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 40th Meeting of the 9th Resolutions of the 40th
6 April 2023 10 April 2023
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 41st Meeting of the 9th Resolutions of the 41st
11 April 2023 12 April 2023
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 42nd Meeting of the 9th Resolutions of the 42nd
18 April 2023
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 43rd Meeting of the 9th Resolutions of the 43rd
28 April 2023
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 44th Meeting of the 9th Resolutions of the 44th
12 June 2023 13 June 2023
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 45th Meeting of the 9th Resolutions of the 45th
31 July 2023 1 August 2023
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 46th Meeting of the 9th Resolutions of the 46th
29 August 2023 30 August 2023
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 47th Meeting of the 9th Resolutions of the 47th
26 October 2023 27 October 2023
Board of Directors Meeting of the 9th Board of
Directors
Announcement on
The 48th Meeting of the 9th Resolutions of the 48th
1 November 2023 3 November 2023
Board of Directors Meeting of the 9th Board of
Directors
The 49th Meeting of the 9th Announcement on
6 December 2023 7 December 2023
Board of Directors Resolutions of the 49th
76Foshan Electrical and Lighting Co. Ltd.
Meeting of the 9th Board of
Directors
Announcement on
The 50th Meeting of the 9th Resolutions of the 50th
21 December 2023 22 December 2023
Board of Directors Meeting of the 9th Board of
Directors
2. Attendance of Directors at Board Meetings and General Meetings
Attendance of directors at board meetings and general meetings
The director
Total number Board
Board Board failed to
of board Board meetings
meetings meetings the attend two General
meetings the meetings attended by
Director attended director consecutive meetings
director was attended on way of
through a failed to board attended
eligible to site telecommuni
proxy attend meetings
attend cation
(yes/no)
Wu Shenghui 13 4 9 0 0 No 2
Zhuang
13 2 11 0 0 No 3
Jianyi
Lei Zihe 9 3 6 0 0 No 2
Zhang
9 3 6 0 0 No 1
Xianfeng
Hu Fengcai 13 3 10 0 0 No 3
Huang
13 1 12 0 0 No 2
Zhiyong
Li Xiyuan 13 4 9 0 0 No 3
Zhang
13 4 9 0 0 No 3
Renshou
Dou Linping 13 2 11 0 0 No 3
Explanation on any director failing to attend two consecutive board meetings:
Not applicable.
3. Objections Raised by Directors on Matters of the Company
Indicate by tick mark whether any directors raised any objections on any matter of the Company.□ Yes □ No
No such cases in the Reporting Period.
77Foshan Electrical and Lighting Co. Ltd.
4. Other Information about the Performance of Duty by Directors
Indicate by tick mark whether any suggestions from directors were adopted by the Company.□ Yes □ No
Suggestions from directors adopted or not adopted by the Company:
During the Reporting Period the directors of the Company worked to fulfill their functions and duties actively
attended Board of Directors meetings and Shareholders’ General Meetings offered advices and suggestions and
performed their rights functions duties and obligations as defined in the Company Law the Securities Law
and the Articles of Association. They fulfilled their role as a director upheld the legitimate rights and interests
of the Company and its shareholders promoted further improvement in corporate governance and effectively
facilitated regulatory compliance of the Company's operation. During the Reporting Period the directors of the
Company actively performed their functions and duties made full use of their professional knowledge worked
diligently to fulfill their duties and offered many invaluable advices and suggestions on the Company's
management decision-making and major matters based on their in-depth understanding of the Company's
operations. They played their due role in improving the Company's supervision mechanism promoting
improvement in the Company's risk control capacity and upholding the legitimate rights and interests of the
Company and its shareholders.VII Performance of Duty by Specialized Committees under the Board in the Reporting
Period
Meetings Convened Contents Opinion and Other Objection (if
Committee Members
convened date reviewed advice activities any)
The
Nomination Li Xiyuan Proposal on
Committee Zhang the 19 December
1 Nomination Approved
of the Ninth Renshou and 2023
of General
Board of Dou Linping Manager
Directors
78Foshan Electrical and Lighting Co. Ltd.
2022
Financial
Audit and
Internal
Control
Audit
Report; 2023
Financial
Budget
Report;
Proposal on
Retrospectiv
e
Restatement
Zhang
of Financial
Renshou Hu Data due to
Fengcai Business
31 March Combination
Huang Approved
2023 under
Zhiyong Li Common
Xiyuan and Control;
Proposal on
Dou Linping
Asset
Impairment
The Audit Allowances;
2022 Annual
and Risk
Work Report
Management and 2023
Committee 5 Work Plan of
of the Ninth the Audit
Department;
Board of
and Risk and
Directors Compliance
Management
Summary
Report 2022
Zhang
Renshou Hu First
Fengcai Quarterly
26 April Report 2023;
Huang Approved
2023 and Audit
Zhiyong Li Summary for
Xiyuan and Q1 2023
Dou Linping
Interim
Report 2023
Zhang
and Its
Renshou Hu Summary;
Fengcai Proposal on
24 August Change to
Huang Approved
2023 Accounting
Zhiyong Li Policy; and
Xiyuan and Work Report
of the Audit
Dou Linping
Department
for H1 2023
79Foshan Electrical and Lighting Co. Ltd.
Third
Quarterly
Report 2023;
Proposal on
Asset
Impairment
Allowances
for Q1-Q3
2023; Work
Report of the
Audit
Department
Zhang
for Q1-Q3
Renshou Hu 2023;
Fengcai Proposal on
24 October the Rules for
Huang Approved
2023 the
Zhiyong Li Appointment
Xiyuan and of CPA
Firm; and
Dou Linping
Proposal on
Bidding
Documents
for the
Appointment
of CPA Firm
for the 2023-
2025 Annual
and Internal
Control
Audits of the
Company
Zhang
Renshou Hu
Fengcai Proposal on
27 November Reappointme
Huang Approved
2023 nt of CPA
Zhiyong Li Firm
Xiyuan and
Dou Linping
Proposal on
Zhang Adjustments
to Members
Xianfeng Hu
The of the
Fengcai Li
Remuneratio Remuneratio14 March
Xiyuan n and Approved
n and 2023
Zhang Appraisal
Appraisal Committee
Renshou and 4 th
Committee of the 9
Dou Linping Board of
of the Ninth
Directors
Board of Zhang Proposal on
Directors Renshou Hu Amendments
Fengcai 3 April 2023 to the Approved
Huang Remuneratio
Zhiyong Li n
80Foshan Electrical and Lighting Co. Ltd.
Xiyuan and Management
Dou Linping Methods for
Leadership
Team
Proposal on
the 2023
Restricted
Share
Incentive
Plan (Draft)
and Its
Summary;
Proposal on
the Appraisal
Zhang
Management
Renshou Hu
Methods for
Fengcai
the 2023
Huang 7 June 2023 Approved
Restricted
Zhiyong Li
Share
Xiyuan and
Incentive
Dou Linping
Plan; and
Proposal on
the
Management
Methods for
the 2023
Restricted
Share
Incentive
Plan
Proposal on
Zhang Appraisal
Renshou Hu Plan for 2022
Fengcai
15 December Remuneratio
Huang Approved
2023 ns for
Zhiyong Li
Xiyuan and Leadership
Dou Linping Team
Members
VIII Performance of Duty by the Supervisory Committee
Indicate by tick mark whether the Supervisory Committee found any risk to the Company during its supervision
in the Reporting Period.□ Yes □ No
The Supervisory Committee raised no objections in the Reporting Period.
81Foshan Electrical and Lighting Co. Ltd.
IX Employees
1. Number Functions and Educational Backgrounds of Employees
Number of in-service employees of the Company at the period-
4207
end
Number of in-service employees of main subsidiaries at the
8035
period-end
Total number of in-service employees at the period-end 12242
Total number of employees with remuneration in this
12242
Reporting Period
Number of retirees to whom the Company or its main
242
subsidiaries need to pay retirement pension
Functions
Function Number of employees
Production 8787
Sales 726
Technical 1762
Financial 135
Administrative 832
Total 12242
Educational backgrounds
Educational background Number of employees
Junior college and below 9946
Bachelor’s degree 2094
Master’s degree 180
Doctoral degree and above 22
Total 12242
Note: “Number of retirees to whom the Company or its main subsidiaries need to pay retirement pension” in the
table above refer to retirees of subsidiary Nanning Liaowang and the payments to them mainly comprise living
allowances festival allowances etc. The amount paid by Nanning Liaowang stands at RMB645900 per year.This is a historical issue coming from before the Company’s acquisition of Nanning Liaowang. Starting from 1
January 2021 the number of the retirees and the annually paid amount have ceased to increase.
2. Employee Remuneration Policy
Adhering to the principle of "giving priority to efficiency giving consideration to fairness creating and sharing
together" the Company takes value creation as the guide constructs four sets of salary systems of management
R&D sales and production determines salary grades according to different positions and their characteristics and
inclines salary distribution to core talents and key positions so as to maximize the enthusiasm of employees.
82Foshan Electrical and Lighting Co. Ltd.
3. Employee Training Plans
The Company pays attention to personnel training and employee career development and has established the
Starlight Lecture Hall. In light of the Company's development needs and post nature the Company has built up a
complete training plan and carried out a series of trainings such as R&D marketing production and management
by combining offline and offline learning platforms. Also it organized training camps for internal lecturers and
established a training system with multiple dimensions and levels to promote employees' skills upgrading ability
advancement and quality improvement.
4. Labor Outsourcing
□ Applicable □ Not applicable
Total hours of labor outsourced 1654724
Total payment for labor outsourcing (RMB) 38989858.00
X Profit Distributions to Shareholders (in the Form of Cash and/or Stock)
How the profit distribution policy especially the cash dividend policy for ordinary shareholders was formulated
executed or revised in the Reporting Period:
□ Applicable □ Not applicable
According to the CSRC Notice on Further Implementing Matters Related to Cash Dividend Distribution of Listed
Companies (Zheng-Jian-Fa [2012] No. 37) and the Guangdong CSRC Notice on Further Implementing
Regulations Related to Dividend Distribution of Listed Companies (Guang-Dong-Zheng-Jian [2012] No. 91) in
order to further standardize the dividend mechanism promote a scientific sustained and stable dividend
mechanism and protect legal rights and interests of investors in 2012 the Company convened a general meeting
to revise the dividend-related contents in its Articles of Association and specify the dividend conditions the
lowest dividend ratio the decision-making procedure etc.. Meanwhile it formulated the Management Rules for
Profit Distribution and the Return for Shareholder Plan for the Coming Three Years (2021-2023) specifying the
arrangements and forms of dividends the cash dividend planning and the distribution intervals which further
improved the decision-making and supervision procedures for dividend distribution. According to the Company’s
Articles of Association the profit distributed in cash shall not be less than 30% of the distributable profit achieved
in the year.Special statement about the cash dividend policy
83Foshan Electrical and Lighting Co. Ltd.
In compliance with the Company’s Articles of Association and
Yes
resolution of general meeting
Specific and clear dividend standard and ratio Yes
Complete decision-making procedure and mechanism Yes
Independent directors faithfully performed their duties and
Yes
played their due role
If the Company has no dividend plan it should disclose the
specific reasons and the next steps it intends to take to enhance N/A
investor returns
Non-controlling interests are able to fully express their opinion
Yes
and desire and their legal rights and interests are fully protected
In case of adjusting or changing the cash dividend policy the
conditions and procedures involved are in compliance with N/A
applicable regulations and transparent
Indicate by tick mark whether the Company fails to put forward a cash dividend proposal for shareholders
despite the facts that the Company has made profits in the Reporting Period and the profits of the Company as
the parent distributable to shareholders are positive.□ Applicable □ Not applicable
Final dividend plan for the Reporting Period:
□Applicable □ Not applicable
Bonus shares for every 10 shares (share) 0
Dividend for every 10 shares (RMB) (tax inclusive) 1.2
Total shares as the basis for the profit distribution proposal
1535778230
(share)
Cash dividends (RMB) (tax inclusive) 184293387.60
Cash dividends in other forms (such as share repurchase)
0.00
(RMB)
Total cash dividends (including those in other forms) (RMB) 184293387.60
Distributable profit (RMB) 2824687635.90
Total cash dividends (including those in other forms) as % of
100%
total profit distribution
Cash dividend policy
Where it is difficult to determine the development stage of the Company but it has plans for considerable spending in profit
distribution cash dividends shall reach at least 20% in the total profit to be distributed.Details about the proposal for profit distribution and converting capital reserve into share capital
84Foshan Electrical and Lighting Co. Ltd.
As audited by WUYIGE Certified Public Accountants LLP the after-tax net profits of RMB165856519.10 of the Company as
the parent for 2023 plus the beginning retained profits of RMB2810316233.41 minus the distributed profits of
RMB134899464.70 for 2022 and minus RMB16585651.91 set aside as surplus reserve equal the ending profits distributable to
shareholders of RMB2824687635.90 for 2023. The Board of Directors has proposed a final dividend plan for 2023 as follows:
based on the share capital of 1535778230 shares (the total share capital of 1548778230 shares minus the remaining 13000000
A-shares repurchased in the share repurchase account at the disclosure date of the 2023 Annual Report a cash dividend of
RMB1.2 (tax inclusive) per 10 shares is to be distributed to the shareholders with no bonus issue from either profit or capital
reserves. Where any change occurs to the total shares entitled to the final dividend due to any new issue grant of equity
incentives etc. when the final dividend plan is implemented the dividend per share shall remain the same while the total payout
amount shall be adjusted accordingly.XI Equity Incentive Plans Employee Stock Ownership Plans or Other Incentive Measures
for Employees
□ Applicable □ Not applicable
1. Equity incentives
On 12 June 2023 the 2023 Restricted Share Incentive Plan (Draft) together with other relevant proposals were
approved at the 44th Meeting of the Ninth Board of Directors and the 22nd Meeting of the Ninth Supervisory
Committee. As such the Company intended to grant no more than 13000000 restricted shares to 262 awardees.To be specific there were 11.7 million shares for the first grant accounting for 90.00% of the total grant under
the incentive plan; and there were 1.3 million reserved shares accounting for 10.00% of the total grant under
the incentive plan. The restricted shares were A-stock ordinary shares repurchased by the Company. And the
grant price for the first grant was RMB3.81/share. This equity incentive plan is subject to approval by the State-
owned Assets Supervision and Administration Commission of Guangdong Province and a general meeting of
shareholders of the Company. For further information see the 2023 Restricted Share Incentive Plan (Draft) and
Its Summary and other relevant proposals that have been disclosed on http://www.cninfo.com.cn/ dated 13 June
2023.
Equity incentives received by directors and senior management:
□ Applicable □ Not applicable
Appraisal mechanism and incentives for senior management:
None.
2. Implementation of Employee Stock Ownership Plans
□ Applicable □ Not applicable
85Foshan Electrical and Lighting Co. Ltd.
3. Other Incentive Measures for Employees
□ Applicable □ Not applicable
XII Formulation and Implementation of Internal Control System during the Reporting
Period
1. Internal control formulation and implementation
During the Reporting Period the Company in accordance with the Basic Standards for Internal Control and its
supporting guidelines as well as the actual situation further revised and improved the relevant internal control
systems and established a relatively effective internal control system so as to effectively prevent and discover
risks in the process of operation and management in time and provide guarantee for the legal compliance and
asset safety of operation and management.The Board of Directors of the Company has an Audit and Risk Management Committee which is responsible for
reviewing the internal control of the Company supervising the effective implementation of internal control and
self-evaluation of internal control and cooperating with internal control audit and other related matters. The
internal audit department of the Company is responsible for the internal audit supervision of the Company
including supervising and inspecting the implementation of the internal control system of the Company regularly
or irregularly conducting routine audits or special audits on finance internal control major projects and their
businesses and putting forward suggestions for improving internal control to control and prevent risks. If the
Audit Department finds major defects in internal control in the process of supervision and inspection it has the
right to report directly to the Audit and Risk Management Committee of the Board of Directors and the Board of
Supervisors.According to the identification of major defects in the Company's internal control there were no major defects in
the internal control of financial reports and non-financial reports in 2023.
2. Material Internal Control Weaknesses Identified for the Reporting Period
□ Yes □ No
XIII Management and Control of Subsidiaries by the Company during the Reporting
Period
Name of Integration plan Integration Problems Solutions Settlement Follow-up
86Foshan Electrical and Lighting Co. Ltd.
company progress encountered in taken progress settlement
integration plan
In accordance
with the relevant
regulations of the
China Securities
Regulatory
Commission
(CSRC) and the
Shenzhen Stock
Exchange (SZSE)
and the Articles of
Association as
well as the Close cooperation
Company’s between the
planning Company and
NationStar NationStar
NationStar
Optoelectronics ' Optoelectronics None None None None
Optoelectronics
technological was continuously
advantages in the promoted in R&D
LED packaging and market
industry and the expansion
Company's sales
advantages in the
terminal market
were given full
play to so as to
stimulate both
parties to expedite
the launch of
innovative and
competitive
products.XIV Evaluation Report or Independent Auditor’s Report on Internal Control
1. Internal Control Evaluation Report
Disclosure date of the internal
19 April 2024
control evaluation report
Index to the disclosed internal
See www.cninfo.com.cn for the Internal Control Evaluation Report 2023
control evaluation report
Evaluated entities’ combined
assets as % of consolidated total 100.00%
assets
Evaluated entities’ combined
operating revenue as % of 100.00%
consolidated operating revenue
Identification standards for internal control weaknesses
Weaknesses in internal control over financial Weaknesses in internal control not related to
Type
reporting financial reporting
Defect with one of the following characteristics Defect with one of the following
Nature standard should be recognized as a serious defect: 1. the characteristics should be recognized as a
defect involved with the malpractices of the serious defect: 1. being punished for seriously
87Foshan Electrical and Lighting Co. Ltd.
Directors the Supervisors and the Senior violating the national laws the administrative
Executives; 2. the controlled environment is laws and regulations and the normative
invalid; 3. the CPA discovered any significant documents; 2. the Company suffers a serious
misstatement from the current financial report economic loss due to any serious errors made
while the internal control could not discover the in decision-making caused by serious lack of
mistake during the operating process; 4. the decision-making procedures on significant
supervision from the Corporate Audit events or unfair decision-making; 3. the
Committee and the internal audit institution on Company’s reputation has been unrepairably
the internal control. If there met with one of the damaged by any conduct in violation of laws
situation of the following should be recognized and regulations which produces a far-reaching
as an important defect: 1. the recognized negative impact and draws the public’s
important defect is not solved during the attention widely; 4. the major business
reasonable period; 2. corrects the published involved with the production and operating of
financial report; 3. the function of the internal the Company lack of the system control or the
audit of the Company is invalid; 4. the control system control is invalid; 5. the results of the
of whether execute the selection and the internal control assessment turn out to include
application of the accounting policies according any serious defects and such defects fail to be
to the Generally Accepted Accounting rectified effectively within 12 months. Defects
Principles is invalid. with the following characteristics should be
recognized as important defects: 1. owing to
partly lack of the decision-making process on
significant events and the undemocratic
decision-making process which caused the
decision-making mistake that led the Company
face with certain economic losses; 2. the
negative influences owning to the unlawful
acts and the irregularities h involve with wide
range and cause public concern among the
partial regions which bring certain harms to the
reputation of the Company; 3. the system of
the major business involved with the
production and operating of the Company is
incomplete or partially invalid; 4. the results of
the internal control assessment turn out to
include any serious defects and such defects
fail to be rectified effectively within 6 months.Based on the data of the 2022 consolidated According to the quantitative criterion of the
statements the quantitative criterion of internal control defects of the financial report
confirming the important degree of the the quantitative criterion of the internal control
misstatement (including the false negatives) defects assessment of the non-financial report
Quantitative standard
from of the consolidated statements of the listed confirmed by the Company is as follows:
companies is as follows: serious defect: serious defect: misstatement ≥1.0% of the total
misstatement ≥1.0% of the total assets amount; assets amount; important defects: 0.5% of the
important defects: 0.5% of the total assets total assets amount ≤misstatement＜1.0% of
88Foshan Electrical and Lighting Co. Ltd.
amount ≤misstatement＜1.0% of the total assets the total assets amount; common defects:
amount; common defects: misstatement＜0.5% misstatement ＜ 0.5% of the total assets
of the total assets amount. amount.Number of material weaknesses in
internal control over financial 0
reporting
Number of material weaknesses in
internal control not related to 0
financial reporting
Number of serious weaknesses in
internal control over financial 0
reporting
Number of serious weaknesses in
internal control not related to 0
financial reporting
2. Independent Auditor’s Report on Internal Control
□ Applicable □ Not applicable
Opinion paragraph in the independent auditor’s report on internal control
WUYIGE Certified Public Accountants LLP considered that: Foshan Electrical and Lighting Co. Ltd. maintained effective internal
control of the financial report in all significant aspects according to the Basic Standards for Internal Control and relevant
regulations.Independent auditor’s report on
Disclosed
internal control disclosed or not
Disclosure date 19 April 2024
Index to such report disclosed See www.cninfo.com.cn for the Auditor’s Report on Internal Control
Type of the auditor’s opinion Unmodified unqualified opinion
Material weaknesses in internal
control not related to financial None
reporting
Indicate by tick mark whether any modified opinion is expressed in the independent auditor’s report on the
Company’s internal control.□ Yes □ No
Indicate by tick mark whether the independent auditor’s report on the Company’s internal control is consistent
with the internal control self-evaluation report issued by the Company’s Board.□ Yes □ No
89Foshan Electrical and Lighting Co. Ltd.
XV Rectifications of Problems Identified by Self-inspection in the Special Action for Listed
Company Governance
None.
90Foshan Electrical and Lighting Co. Ltd.
Part V Environmental and Social Responsibility
I Major Environmental Issues
Indicate by tick mark whether the Company or any of its subsidiaries is identified as a major polluter by the
environmental protection authorities.□ Yes □ No
Environmental policies and standards:
During production and operations the Company conscientiously implemented guidelines and policies for
environmental protection at all levels and strictly observed relevant laws and regulations for environmental
protection such as Law of the People's Republic of China on Environmental Protection Law of the People's
Republic of China on Prevention and Control of Air Pollution Law of the People's Republic of China on
Prevention and Control of Water Pollution Law of the People's Republic of China on Prevention and Control of
Environmental Pollution by Solid Waste and Law of the People's Republic of China on Prevention and Control
of Noise Pollution. Meanwhile it has put in place facilities for pollution prevention and control and ensures the
stable operation of facilities. Additionally the Company regularly commissions third parties to carry out
monitoring work in accordance with the requirements of the Environmental Monitoring Management Measures
to ensure that all pollutants are discharged in accordance with the standards.Environment-related administrative permits:
Name of the
Administrative
Company or its Permit No. Date of grant Effective period
permit granted
subsidiary
Pollutant Discharge
Foshan Electrical
Registration for
and Lighting Co. 91440000190352575W001W 17 March 2020 5 years
Stationary Source of
Ltd.Pollutant
Foshan Electrical
and Lighting Co. Pollutant Discharge
91440600784850061B001U 1 June 2023 5 years
Ltd. Gaoming Permit
Branch
Foshan Taimei
Pollutant Discharge
Times Lamp Co. 91440600782035581D001Q 17 November 2022 5 years
Permit
Ltd.FSL Chanchang Pollutant Discharge
91440600779203775W 18 March 2020 5 years
Lighting Co. Ltd. Registration for
91Foshan Electrical and Lighting Co. Ltd.
Stationary Source of
Pollutant
Pollutant Discharge
FSL Zhida Electric
Registration for
Technology Co. 91440605MA4UWNPY98001W 1 September 2021 5 years
Stationary Source of
Ltd.Pollutant
Pollutant Discharge
Foshan Haolaite Registration for
91440604MA552Q66XM001W 14 January 2021 5 years
Lighting Co. Ltd. Stationary Source of
Pollutant
Foshan Electrical Pollutant Discharge
and Lighting Co. Registration for
914406005666224665001Y 20 August 2021 5 years
Ltd. Gaoming Stationary Source of
Lamp Branch Pollutant
Pollutant Discharge
Nanning Liaowang
Registration for
Auto Lamp Co. 914501001983431121001Y 17 March 2020 5 years
Stationary Source of
Ltd.Pollutant
Liuzhou Guige
Lighting Pollutant Discharge
914502000836092085001V 18 July 2023 5 years
Technology Co. Permit
Ltd.Chongqing Guinuo
Lighting Pollutant Discharge
9150000035128048Y001Q 25 September 2022 5 years
Technology Co. Permit
Ltd.Qingdao Guige Pollutant Discharge
Lighting Registration for
913702820530892807001W 26 November 2021 5 years
Technology Co. Stationary Source of
Ltd. Pollutant
Pollutant Discharge
Foshan NationStar
Registration for
Optoelectronics 914406001935264036001X 19 January 2020 5 years
Stationary Source of
Co. Ltd.Pollutant
Foshan NationStar
Pollutant Discharge
Semiconductor Co. 91440600570160743B001Q 21 November 2022 5 years
Permit
Ltd.Foshan NationStar
Pollutant Discharge
Semiconductor Co. 91440600570160743B001Q 12 January 2024 5 years
Permit
Ltd.Guangdong Pollutant Discharge
Fenghua Registration for 91440000725451562J001Y 27 February 2020 5 years
Semiconductor Stationary Source of
92Foshan Electrical and Lighting Co. Ltd.
Technology Co. Pollutant
Ltd.Discharge standards and pollutants discharged in production and operation activities:
Name of Type of Name of
Discharge
the Major and Major and Outlet Pollutant Total Total
Discharge Outlet Concentrat Excessive
Company Characteri Characteri Distributio Discharge Actual Discharge
Method Quantity ion Discharge
or its stic stic n Standards Discharge Approved
/intensity
subsidiary Pollutants Pollutants
Emission
Foshan
Standards
Electrical
Discharge for Air
and
Exhaust d in an In the SO2: 280 Pollutants SO2:
Lighting SO2 1 2.611 None
gas organized plant mg/m3 in Glass 40.597 t/y
Co. Ltd.manner Industry
Gaoming
(DB44/21
Branch
59-2019)
Emission
Foshan
Standards
Electrical
Discharge for Air
and Oxynitride Oxynitride
Exhaust d in an In the Pollutants
Lighting Oxynitride 1 : 30.177 : 149.839 None
gas organized plant in Glass
Co. Ltd. 550mg/m3 t/y
manner Industry
Gaoming
(DB44/21
Branch
59-2019)
Xylene
SO2
nitrogen Integrated
Liuzhou oxide Discharge Emission
Discharge
Guige benzene d upon Standards
Exhaust d in an In the
Lighting toluene 1 reaching of Air / / None
gas organized plant
Technolog particulate applicable Pollutants
manner
y Co. Ltd. matter standards (GB16297
volatile -1996)
organic
matter
Integrated
Liuzhou Discharge Emission
Volatile Discharge
Guige d upon Standards
Exhaust organic d in an un- In the
Lighting 2 reaching of Air / / None
gas compound organized plant
Technolog applicable Pollutants
s manner
y Co. Ltd. standards (GB16297
-1996)
Foshan Wastewate COD and Discharge 1 Wastewate COD:21m GB39731- COD:1.43 / No
93Foshan Electrical and Lighting Co. Ltd.
NationStar r ammonia d by r treatment g/L 2020 t/a
Optoelectr nitrogen standards station Ammonia: Ammonia:
onics Co. after 0.035mg/ 0.00238t/a
Ltd. treatment L
Total
Total VOCs:0.2 Total
Foshan VOCs Discharge 2mg/m3 VOCs:0.1
Rooftop of DB44/814
NationStar non- d by Non- 9t/a Non-
Exhaust East and -2010DB
Optoelectr methane standards 2 methane methane / No
gas West 44/2367-
onics Co. total after total Hydrocarb
Buildings 2022
Ltd. hydrocarb treatment hydrocarb ons:6.37
ons ons:7.395 t/a
mg/m3
Foshan Daytime
NationStar Discharge 57
GB12348-
Optoelectr Noise Noise d by / / Nighttime / / No
2008
onics Co. standards 49 Unit:
Ltd. dB(A)
Foshan
Discharge COD:
NationStar COD: COD:
COD and d by Wastewate 20mg/L
Semicond Wastewate DB44/26- 1.7425t/a 3.129t/a
ammonia standards 1 r treatment Ammonia: No
uctor r 2001 Ammonia: Ammonia:
nitrogen after station 0.025mg/
Technolog 0.00051t/a 0.201t/a
treatment L
y Co. Ltd.Sulfur
dioxide: Sulfur Sulfur
Foshan Sulfur
Discharge 0mg/m3 DB44/247 dioxide:0t/ dioxide:0.NationStar dioxide
d by NOx: -2001 a 25t/a
Semicond Exhaust nitrogen Roof of a
standards 6 31.5mg/m3 NOx:5.37 NOx:11.9 No
uctor gas oxides building
after Total DB44/814 61t/a Total 6t/a Total
Technolog total
treatment VOCs: -2010 VOCs:0.7 VOCs:2.4
y Co. Ltd. VOCs
0.635mg/ 642t/a 5t/a
m3
Foshan
Daytime
NationStar
Discharge 57
Semicond GB12348-
Noise Noise d by / / Nighttime / / No
uctor 2008
standards 48 Unit:
Technolog
dB(A)
y Co. Ltd.Guangdon The main
Discharge
g Fenghua drain is
d by
Semicond Wastewate located COD： DB44/26 COD:
COD standards 1 / No
uctor r next to the 9.84mg/L —2001 0.164 t/a
after
Technolog north duty
treatment
y Co. Ltd. room
Guangdon Particulate
Discharge Particulate
g Fenghua Particulate Matter:6.9
d by matter:0.0
Semicond Exhaust matter Roof of mg/m3 DB44/27-
standards 7 13t/a Total / No
uctor gas total the plant I Total 2001
after VOCs:0.1
Technolog VOCs VOCs:3.3
treatment 09t/a
y Co. Ltd. 4mg/m3
Guangdon
Daytime
g Fenghua
Discharge 55
Semicond GB12348-
Noise Noise d by / / Nighttime / / No
uctor 2008
standards 45 Unit:
Technolog
dB(A)
y Co. Ltd.
94Foshan Electrical and Lighting Co. Ltd.
Pollutant treatment:
Emission and treatment of the Company's main pollutants:
(1) Exhaust gas:
FSL: The flue gas of glass kilns and the high-temperature melting of glass raw materials generated air
pollutants such as sulphur dioxide nitric oxide and smoke during the manufacturing of semi-products such as
glass bulb shells and lamp tubes. Such flue gas was treated with semi-dry desulfurization electric precipitation
and SCR denitration. Upon treatment the standard limits for glass kilns in the Emission Standards for Air
Pollutants in Glass Industry (DB44/2159-2019): Table 1 Emission Limits of Air Pollutants were met.Nanning Liaowang: Exhaust gases like volatile organic compounds (VOCs) were mainly generated during the
manufacturing of auto luminary which were treated through Regenerative Thermal Oxidizer (RTO) catalytic
combustion and UV activated carbon adsorption. Upon treatment the discharge limits and requirements
stipulated in Comprehensive Discharge Standards for Air Pollution (GB16297-1996) were met.NationStar Optoelectronics: The manufacturing of LED mainly caused pollutants such as VOCs NMHC and
particulate matters which was treated through three grades of dry filtration and secondary activated carbon
adsorption. Upon treatment the Emission Limits of Air Pollutants (DB 44/27-2001) the Emission Standard of
Volatile Organic Compounds for Furniture Manufacturing (DB44/814-2010) and the Integrated Emission
Standard of Volatile Organic Compounds for Stationary Pollution Source (DB44/ 2367—2022) were met.NationStar Semiconductor: a) Pollutants such as ammonia gas was mainly generated during the
manufacturing of LED epitaxial wafers. Upon treatment through Edwards combustion the Emission Limits of
Air Pollutants (DB44/27-2001): Standard Class II for Time Period II and Emission Standards for Odour
Pollutants (GB14554-93): Table 2 30-meter High Exhaust Pipes for Ammonia were met. b) The manufacturing
of LED chips mainly caused pollutants such as sulfuric acid mist hydrochloric acid mist chlorine hydrogen
chloride fluorides and particulate matters. Upon treatment through Scrubber combustion-based washing and
spraying equipment and scrubbing towers for acid and alkali exhaust gas the Emission Limits of Air Pollutants
(DB44/27-2001) of Guangdong Province: Standard Class II for Time Period II were met. c) Wastes such as
acetone isopropyl alcohol esters ethers and amines were mainly caused during the manufacturing of LED
chips. Upon treated through UV photolysis and activated carbon adsorption the discharge limits and
requirements stipulated in the Emission Standard of Volatile Organic Compounds for Furniture Manufacturing
(DB44/814-2010) of Guangdong Province: Discharge limits for VOCs through exhaust funnels for Time Period
II were met.
95Foshan Electrical and Lighting Co. Ltd.
Fenghua Semiconductor: The sealing test of electronic components mainly generated pollutants such as dust
and particulate matters organic exhaust gas sulfuric acid mist and hydrogen chloride mist. Through filter vats
and activated carbon adsorption and spraying alkali liquor for neutralization the Emission Limits of Air
Pollutants (DB44/27-2001) of Guangdong Province: Standard Class II for Time Period II were met.
(2) Wastewater:
FSL: The Company's wastewater mainly came from offices and living. Domestic wastewater was treated with a
tertiary septic tank. Oily sewage from the canteen was pre-treated with an oil and residue separation system and
then transferred to wastewater treatment stations for centralized treatment. Upon treatment the discharge limits
and requirements stipulated in the Discharge Limits of Water Pollutants (DB44/26-2001) of Guangdong
Province: Standard Class III for Time Period II were met.Nanning Liaowang: The manufacturing of auto luminary did not generate industrial wastewater and mainly
caused wastes such as domestic wastewater. Upon treatment through physicochemical and biochemical the
discharge limits and requirements stipulated in the Level 1 standards of the Integrated Wastewater Discharge
Standard (GB 8978-1996) were met.NationStar Optoelectronics: wastes such as COD and ammonia nitrogen was mainly generated during the
manufacturing of LED components. Upon treatment through coagulation sedimentation and frame filtering
the discharge limits and requirements stipulated in the Discharge Standard of Water Pollutants for Electronic
Industry (GB 39731-2020) were met.NationStar Semiconductor: The manufacturing of LED chips mainly generated wastes such as COD
ammonia nitrogen SS and fluorides. Upon treatment through physicochemical and biochemical the discharge
limits and requirements stipulated in the Discharge Limits of Water Pollutants (DB44/26-2001) of Guangdong
Province: Standard Class III for Time Period II were met.Fenghua Semiconductor: Pollutants such as COD ammonia nitrogen and heavy metals were mainly
generated during the sealing test of electronic components. Through physicochemical and biochemical
treatment MBR films and reverse osmosis (RO) membranes the discharge limits and requirements stipulated
in the Discharge Limits of Water Pollutants (DB44/26-2001) of Guangdong Province: Standard Class III for
Time Period II.
(3) Noises:
96Foshan Electrical and Lighting Co. Ltd.
FSL: Noises mainly came from the operation of production machinery. Specifically water pumps and fans that
would cause loud noises were placed in a soundproof room or covered with a noise enclosure. Hush pipes were
attached to exhaust gas exhaust pipes that would cause loud noises.Nanning Liaowang: Noises mainly came from the operation of production machinery. Specifically basic
damping soundproof rooms and soundproof cottons were applied to injection moulding and friction welding
that would cause loud noises. The Emission Standard for Noise of Industrial Enterprises at Boundary
(GB12348-2008): Standard Class III were met.NationStar Optoelectronics: Noises mainly included mechanical and aerodynamic noises. Specifically
production and process equipment were placed in a closed workshop. Soundproof rooms vibration dampers
and noise enclosures were adopted for Equipment such as air compressors water pumps and fans that would
cause loud noises.NationStar Semiconductor: Noises mainly included mechanical and aerodynamic noises. Production and
process equipment was placed in a closed workshop. Soundproof rooms vibration dampers and noise
enclosures were adopted for equipment such as air compressors water pumps and fans that would cause loud
noises.Fenghua Semiconductor: Noises mainly came from the operation of production machinery. Specifically water
pumps and fans that would cause loud noises were placed in a soundproof room or covered with a noise
enclosure.Construction and operation of pollution prevention and control facilities:
Total Date of Date of
Design
No Investment Construction Operation Actual Operatin
Facility Operator Processes processing. (RMB1000 (MM/YYY (MM/YYY capacity g hours
capacity
0) Y) Y)
Semi-dry flue gas
Exhaust gas desulphurization
November 2015 Gaoming 60000m3/
1 treatment 500 (SDFGD) + electric 60000m3/h 24h/d
2015 December Branch h
facilities precipitation + SCR
denitration
Exhaust gas Cyclone plate tower +
September Taimei 12000 m3/ 12000 m3/
2 treatment 30 May 2020 activated carbon 12h/d
2019 Company h h
facilities adsorption
Wastewater September Taimei Conditioning +
3 130 May 2020 120m3/d 120m3/d 12h/d
treatment 2019 Company coagulation +
97Foshan Electrical and Lighting Co. Ltd.
facilities sedimentation + air
flotation + filtration
Exhaust gas
Chanchang activated carbon
4 treatment 20 Aug-14 Apr-15 8000m3/h 8000m3/h 12h/d
Company adsorption
facilities
Exhaust gas UV photocatalytic
September October Zhida 35000m3/
5 treatment 48 oxidation + activated 35000m3/h 12h/d
2020 2021 Company h
facilities carbon adsorption
Photo-
Oxygen-
Activated carbon
Activated December 2022 Nanning 70000 ㎡ 70000 ㎡
6 28 adsorption + UV photo- 24h/d
Carbon All- 2021 October Liaowang /h /h
oxidation catalysis
in-One
Machine
VOCs
organic
waste gas 10000 9500
RTO December 2017 Liuzhou Activated carbon cubic cubic
7 500 24h/d
(regenerative 2016 March Lighting adsorption + incineration meters per meters per
thermal hour hour
incinerator)
oxidizer
VOC
organic
February Qingdao activated carbon 32000 ㎡ 32000 ㎡
8 waste gas 28.11 June 2018 8h/d
2019 Lighting adsorption /h /h
treatment
facility
RTO
Zeolite
(Regenerativ Chongqing 75000 ㎡ 75000 ㎡
9 500 Oct-17 May 2018 adsorption+desorption+R 24h/d
e Thermal Guinuo /h /h
TO catalytic combustion
Incinerator)
UV Zeolite Adsorption +
Chongqing 70000 ㎡ 70000 ㎡
10 photocatalys 200 Oct-17 May 2018 Dedusting + UV 24h/d
Guinuo /h /h
is Photocatalysis
Wastewater
Coagulation and
11 treatment 39.5 April 2017 May 2017 NationStar 600t/d 227.1t/d 24h/d
sedimentation
station
Method for Dry filtration + secondary
treating the activated carbon
54330m3/
12 exhaust 259 May 2023 June 2023 NationStar adsorption 80000m3/h 24h/d
h
gases of the
plant in the
98Foshan Electrical and Lighting Co. Ltd.
west
Method for Dry filtration + secondary
treating the activated carbon
exhaust adsorption 110000m3/ 65411m3/
13 May 2023 June 2023 NationStar 24h/d
gases of the h h
plant in the
east
NATIONSTA
Wastewater
R Physiochemical and
14 treatment 356.7 Sep-12 Dec-12 1080t/d 287.83t/d 24h/d
Semiconducto biochemical processing
station
r
Method for NATIONSTA
treating R Edwards combustion 12156m3/
15 209.64 Sep-12 Nov-12 22000m3/h 24h/d
MOCVD Semiconducto treatment h
exhaust gas r
Method for NATIONSTA
treating R Edwards combustion 14894m3/
16 209.64 Sep-12 Nov-12 22000m3/h 24h/d
MOCVD Semiconducto treatment h
exhaust gas r
Method for Scrubber combustion
NATIONSTA
treating acid water washing and
R 16607m3/
17 and alkali 348.41 Sep-12 Nov-12 spraying device + acid 45000m3/h 24h/d
Semiconducto h
exhaust and alkali exhaust gas
r
gases scrubber tower device
Method for Scrubber combustion
NATIONSTA
treating acid water washing and
R 13166m3/
18 and alkali 348.41 Sep-12 Nov-12 spraying device + acid 40000m3/h 24h/d
Semiconducto h
exhaust and alkali exhaust gas
r
gases scrubber tower device
Method for NATIONSTA
UV photolysis and
treating R 19391m3/
19 348.41 Sep-12 Nov-12 activated carbon 40000m3/h 24h/d
organic Semiconducto h
absorption
exhaust gas r
Method for NATIONSTA
UV photolysis and
treating R 11637m3/
20 348.41 Sep-12 Nov-12 activated carbon 20000m3/h 24h/d
organic Semiconducto h
absorption
exhaust gas r
21 Wastewater 251 March 2016 October Fenghua Physicochemical 140t/d 70t/d 24h/d
99Foshan Electrical and Lighting Co. Ltd.
treatment 2016 Semiconducto biochemical reverse
station r osmosis RO membrane
treatment processes
Exhaust gas Fenghua Filter cartridge dust
January
22 control 20 August 2005 Semiconducto removal + activated 15000m3/h 7728m3/h 24h/d
2006
facilities r carbon adsorption
Exhaust gas Fenghua Filter cartridge dust
January
23 control 20 August 2005 Semiconducto removal + activated 15000m3/h 7728m3/h 24h/d
2006
facilities r carbon adsorption
Exhaust gas Fenghua Filter cartridge dust
January
24 control 20 August 2005 Semiconducto removal + activated 15000m3/h 7728m3/h 24h/d
2006
facilities r carbon adsorption
Exhaust gas Fenghua Filter cartridge dust
January
25 control 20 August 2005 Semiconducto removal + activated 15000m3/h 7728m3/h 24h/d
2006
facilities r carbon adsorption
Exhaust gas Fenghua
January
26 control 19 August 2006 Semiconducto lye spray 11000m3/h 9000m3/h 24h/d
2006
facilities r
Exhaust gas Fenghua
January
27 control 19 August 2006 Semiconducto lye spray 11000m3/h 9000m3/h 24h/d
2006
facilities r
Exhaust gas Fenghua
January
28 control 19 August 2006 Semiconducto lye spray 11000m3/h 9000m3/h 24h/d
2006
facilities r
Environmental self-monitoring plan:
Foshan Electrical and Lighting Co. Ltd. Gaoming Branch developed an environmental self-monitoring plan. It
entrusted a third-party environmental testing agency to perform the annual inspection of the exhaust outlet. All
the inspection results were lower than the standard limits. Meanwhile it accepted the annual supervision and
monitoring by local environmental protection departments. All the monitoring results were lower than the
standard limits.Liuzhou Guige Lighting Technology Co. Ltd. has put in place the Self-monitoring Plan of Liuzhou Guige
Lighting Technology Co. Ltd. It entrusted a third-party environmental testing agency to perform the annual
inspection of the exhaust outlet. All the inspection results were lower than the standard limits. Meanwhile it
100Foshan Electrical and Lighting Co. Ltd.
accepted the annual supervision and monitoring by local environmental protection departments. All the
monitoring results were lower than the standard limits.NationStar Optoelectronics following the self-monitoring plan entrusted a qualified third-party environmental
testing agency to perform inspection of various pollutants every half a year. All the inspection results were
lower than the standard limits. Meanwhile it accepted the quarterly supervision and monitoring by local
environmental protection departments. All the monitoring results were lower than the standard limits.Foshan NationStar Semiconductor Technology Co. Ltd. abided by its self-monitoring plan. It entrusted a
qualified third-party environmental testing agency to perform the inspection of the pollutants on a half-year
basis. All the inspection results were lower than the standard limits. Meanwhile it accepted the quarterly
supervision and monitoring by local environmental protection departments. All the monitoring results were
lower than the standard limits.According to its self-monitoring plan Guangdong Fenghua Semiconductor Technology Co. Ltd. entrusted a
qualified third-party environmental testing agency to perform the inspection of the pollutants on a half-year
basis. All the inspection results were lower than the standard limits. Meanwhile it accepted the quarterly
inspection by local environmental protection departments. All the monitoring results were lower than the
standard limits.Contingency plan for environmental emergencies:
The Company formulated the Contingency Plan for Environmental Emergencies of Foshan Electrical and
Lighting Co. Ltd. Gaoming Branch (Including Risk Assessment Report and Material Survey of Environmental
Emergencies in August 2017 had it reviewed by experts on 13 September 2017 and had it filed with the Foshan
Municipal Ecology and Environment Bureau Gaoming Sub-bureau (Filing No.: 440608-2017-094-L) on 24
October 2017. This document was revised in August 2020 reviewed by experts again on 7 September 2020 and
filed with the Foshan Municipal Ecology and Environment Bureau Gaoming Sub-bureau (Filing No.: 440608-
2020-056-M) on 25 September 2020.
In June 2018 Liuzhou Guige Lighting Technology Co. Ltd. completed the preparation of the Emergency Plan for
Environmental Emergencies of Liuzhou Guige Lighting Technology Co. Ltd. (including the Risk Assessment
Report for Environmental Emergencies and the Investigation Report for Emergency Resources for Environmental
Emergencies) which was reviewed by experts and released and filed with Liudong Branch of Liuzhou
Environmental Protection Bureau on 29 August 2018 (No. 450203-2018-022-1). In August 2021 the Emergency
101Foshan Electrical and Lighting Co. Ltd.
Plan for Environmental Emergencies of Liuzhou Guige Lighting Technology Co. Ltd. (including the Risk
Assessment Report for Environmental Emergencies and the Investigation Report for Emergency Resources for
Environmental Emergencies) was updated and compiled passed the expert review and released and on 27
December 2021 the Emergency Plan was filed with the Ecological Environment Bureau of Liudong New Area
Liuzhou City (No. 450203-2021-0019-L).NationStar Optoelectronics revised in 2023 the Contingency Plan for Environmental Emergencies of NationStar
Optoelectronics (Including Risk Assessment Report and Material Survey of Environmental Emergencies)
according to the requirements of the Management Methods for Environmental Emergencies and had it filed with
the Foshan Municipal Ecology and Environment Bureau (Filing No.: 440604-2023-0040-L).NationStar Semiconductor formulated the Contingency Plan for Environmental Emergencies of NationStar
Semiconductor (Including Risk Assessment Report and Material Survey of Environmental Emergencies)
according to the requirements of the Management Methods for Environmental Emergencies and had it filed with
the Foshan Municipal Ecology and Environment Bureau (Filing No.: 440605-2023-0124-M) in 2023.Fenghua Semiconductor formulated the Contingency Plan for Environmental Emergencies of Guangdong
Fenghua Semiconductor Technology Co. Ltd. (including Risk Assessment Report and Material Survey of
Environmental Emergencies) according to the requirements of the Management Methods for Environmental
Emergencies and had it filed with the Guangzhou Municipal Ecology and Environment Bureau (Filing No.:
440112-2022-032-L) in 2022.
Input in environmental governance and protection and the payment of environmental protection-related taxes:
During the Reporting Period the input of the Company and its subsidiaries in the construction of environmental
protection facilities the development of environmental protection standards the treatment of exhaust gas
wastewater and waste residue and routine detection totaled RMB11.7953 million and their environmental
protection-related taxes paid amounted to RMB90.1 thousand.Measures taken during the Reporting Period to reduce carbon emissions and the impact:
□ Applicable □ Not applicable
During the Reporting Period the Company reduced electricity consumption under the same output value by
selecting high-efficiency and energy-saving equipment. The Company insists on constantly publicizing
102Foshan Electrical and Lighting Co. Ltd.
environmental protection knowledge to employees improving their awareness of environmental protection and
realizing the sustainable development goal of harmonious coexistence between enterprises and the environment
through the joint efforts of all employees.Administrative punishments received with respect to environmental issues in the Reporting Period:
Impact on the
The Reason for
Incompliance Punishment Company’s Rectification
Company/subsidiary punishment
operations
N/A N/A N/A N/A N/A N/A
Other environment-related information that should be disclosed:
None.Other relevant information:
None.II Social Responsibility
For details about the Company’s fulfillment of social responsibilities in 2023 please refer to the Environmental
Social and Governance (ESG) Report 2023 disclosed by the Company on www.cninfo.com.cn on 19 April
2024.
III Efforts in Poverty Alleviation and Rural Revitalization
During the Reporting Period the Company actively responded to the call for "thousands of enterprises helping
thousands of towns and ten thousand enterprises revitalizing ten thousand villages." We diligently implemented
the arrangements for supporting rural revitalization work. We have carried out consumer assistance programs in
Qiandongnan Guizhou and Wuhua County Meizhou Guangdong with a total expenditure of RMB1.0458
million. Additionally we donated goods worth RMB71800 contributing to "the high-quality development
project of 100 counties 1000 towns and 10000 villages".
103Foshan Electrical and Lighting Co. Ltd.
Part VI Significant Events
I Fulfillment of Commitments
1. Commitments of the Company’s Actual Controller Shareholders Related Parties and Acquirers as
well as the Company Itself and other Entities Fulfilled in the Reporting Period or Ongoing at the Period-
end
□ Applicable □ Not applicable
Date of Term
Type of commit of Fulfill
Commitment Promisor Details of commitment
commitment ment commi ment
making tment
Electronics Group and Hong Kong
Rising Investment have made
commitments as follows to avoid
horizontal competition with the
Company: 1. They shall conduct
supervision and restraint on the
production and operation activities of
themselves and their relevant
enterprises so that besides the
enterprise above that is in horizontal
competition with the Company for
now if the products or business of
Commitments them or their relevant enterprises
made in Electronics become the same with or similar to
About
acquisition Group and 4
avoidance of those of the Company or its Long- Ongoin
documents or Hong Kong Decemb
horizontal subsidiaries in the future they shall term g
shareholding Rising
competition er 2015
alteration Investment take the following measures: (1) If the
documents Company thinks necessary they and
their relevant enterprises shall reduce
and wholly transfer their relevant assets
and business; and (2) If the Company
thinks necessary it is given the priority
to acquire first by proper means the
relevant assets and business of them
and their relevant enterprises. 2. All the
commitments made by them to
eliminate or avoid horizontal
competition with the Company are also
applicable to their directly or indirectly
controlled subsidiaries. They are
104Foshan Electrical and Lighting Co. Ltd.
obliged to urge and make sure that
other subsidiaries execute what’s
prescribed in the relevant document
and faithfully honor all the relevant
commitments. 3. If they or their
directly or indirectly controlled
subsidiaries break the aforesaid
commitments and thus cause a loss for
the Company they shall compensate
the Company on a rational basis.
1. Rising Group will take active
measures to avoid any business or
activity that competes or may compete
with the principal business of the
Company and its auxiliary enterprises
and urge the Promisor to control
enterprises to avoid any business or
activity that competes or may compete
with the principal business of the
Company and its auxiliary enterprises.
2. If Rising Group and its controlled
About
Rising Rising 4
avoidance of enterprises are given the opportunity to Long- Ongoin
Holdings Novemb
horizontal engage in new business that constitutes term g
Group
competition er 2021
or may constitute horizontal
competition with the principal
businesses of the Company and its
auxiliary enterprises Rising Group will
make every effort to make the business
opportunity first available to the
Company or its auxiliary enterprises on
reasonable and fair terms and
conditions on the premise that
conditions permit and in the interest of
the listed company.Electronics Group and Hong Kong
Rising Investment have made a
commitment that during their direct or
Electronics About indirect holding of the Company’s
Group and reduction and 4 shares they shall 1. strictly abide by Long- Ongoin
Hong Kong regulation of Decemb
the regulatory documents of the CSRC term g
Rising related-party er 2015
Investment transactions and the SZSE the Company’s Articles
of Association etc. and not harm the
interests of the Company or other
shareholders of the Company in their
105Foshan Electrical and Lighting Co. Ltd.
production and operation activities by
taking advantage of their position as the
controlling shareholder and actual
controller; 2. make sure that they or
their other controlled subsidiaries
branch offices jointly-run or associated
companies (the "Relevant Enterprises"
for short) will try their best to avoid or
reduce related-party transactions with
the Company or the Company’s
subsidiaries; 3. strictly follow the
market principle of justness fairness
and equal value exchange for necessary
and unavoidable related-party
transactions between them and their
Relevant Enterprises and the Company
and withdraw from voting when a
related-party transaction with them or
their Relevant Enterprises is being
voted on at a general meeting or a
board meeting and execute the relevant
approval procedure and information
disclosure duties pursuant to the
applicable laws regulations and
regulatory documents. Where the
aforesaid commitments are broken and
a loss is thus caused for the Company
its subsidiaries or the Company’s other
shareholders they shall be obliged to
compensate.
1. strictly abide by the regulatory
documents of the CSRC and the SZSE
the Company’s Articles of Association
etc. and not harm the interests of the
Company or other shareholders of the
About Company in their production and
Rising reduction and 4 operation activities by taking advantage Long- Ongoin
Holdings regulation of Novemb
of their position as the controlling term g
Group related-party er 2021
transactions shareholder and actual controller; 2.make sure that they or their other
controlled subsidiaries branch offices
jointly-run or associated companies
(the "Relevant Enterprises" for short)
will try their best to avoid or reduce
106Foshan Electrical and Lighting Co. Ltd.
related-party transactions with the
Company or the Company’s
subsidiaries; 3. strictly follow the
market principle of justness fairness
and equal value exchange for necessary
and unavoidable related-party
transactions between them and their
Relevant Enterprises and the Company
and withdraw from voting when a
related-party transaction with them or
their Relevant Enterprises is being
voted on at a general meeting or a
board meeting and execute the relevant
approval procedure and information
disclosure duties pursuant to the
applicable laws regulations and
regulatory documents.In order to ensure the independence of
the Company in business personnel
asset organization and finance
Electronics Group and Hong Kong
Rising Investment have made the
following commitments: 1. They will
ensure the independence of the
Company in business: (1) They
promise that the Company will have the
assets personnel qualifications and
capabilities for it to operate
independently as well as the ability of
Electronics
Group and independent sustainable operation in 4
About Long- Ongoin
Hong Kong the market. (2) They promise not to Decemb
independence term g
Rising intervene in the Company’s business er 2015
Investment
activities other than the execution of
their rights as the Company’s
shareholders. (3) They promise that
they and their related parties will not be
engaged in business that is substantially
in competition with the Company’s
business. And (4) They promise that
they and their related parties will try
their best to reduce related-party
transactions between them and the
Company; for necessary and
unavoidable related-party transactions
107Foshan Electrical and Lighting Co. Ltd.
they promise to operate fairly following
the market-oriented principle and at fair
prices and execute the transaction
procedure and the duty of information
disclosure pursuant to the applicable
laws regulations and regulatory
documents. 2. They will ensure the
independence of the Company in
personnel: (1) They promise that the
Company’s GM deputy GMs CFO
Company Secretary and other senior
management personnel will work only
for and receive remuneration from the
Company not holding any positions in
them or their other controlled
subsidiaries other than director and
supervisor. (2) They promise the
Company’s absolute independence
from their related parties in labor
human resource and salary
management. And (3) They promise to
follow the legal procedure in their
recommendation of directors
supervisors and senior management
personnel to the Company and not to
hire or dismiss employees beyond the
Company’s Board of Directors and
General Meeting. 3. They will ensure
the independence and completeness of
the Company in asset: (1) They
promise that the Company will have a
production system an auxiliary
production system and supporting
facilities for its operation; legally have
the ownership or use rights of the land
plants machines trademarks patents
and non-patented technology in relation
to its production and operation; and
have independent systems for the
procurement of raw materials and the
sale of its products. (2) They promise
that the Company will have
independent and complete assets all
under the Company’s control and
108Foshan Electrical and Lighting Co. Ltd.
independently owned and operated by
the Company. And (3) They promise
that they and their other controlled
subsidiaries will not illegally occupy
the Company’s funds and assets in any
way or use the Company’s assets to
provide guarantees for the debts of
themselves or their other controlled
subsidiaries with. 4. They will ensure
the independence of the Company in
organization: (1) They promise that the
Company has a sound corporate
governance structure as a joint-stock
company with an independent and
complete organization structure. And
(2) They promise that the operational
and management organs within the
Company will independently execute
their functions according to laws
regulations and the Company’s Articles
of Association. And 5. They will ensure
the independence of the Company in
finance: (1) They promise that the
Company will have an independent
financial department and financial
accounting system with normative
independent financial accounting rules.
(2) They promise that the Company
will have independent bank accounts
and not share bank accounts with its
related parties. (3) They promise that
the Company’s financial personnel do
not hold concurrent positions in its
related parties. (4) They promise that
the Company will independently pay its
tax according to law. And (5) They
promise that the Company can make
financial decisions independently and
that they will not illegally intervene in
the Company’s use of its funds.To maintain the independence of the
Rising 4
About Company Rising Group has made the Long- Ongoin
Holdings Novemb
independence following commitments: 1. It will term g
Group er 2021
ensure the personnel independence of
109Foshan Electrical and Lighting Co. Ltd.
the Company. It promises to ensure
personnel independence with the
Company and GM deputy GMs CFO
Company Secretary and other senior
management personnel of the Company
will not hold positions other than
directors and supervisors in the
enterprises wholly owned controlled or
actually controlled by it and its
subsidiaries (hereinafter referred to as
"subsidiaries") and will not receive
salaries from it or its subsidiaries. The
Company’s financial personnel do not
hold concurrent positions in it or its
subsidiaries. 2. It will ensure the asset
independence and integrity of the
Company: (1) It promises that the
Company will have independent and
complete assets. And (2) It promises
that it and its subsidiaries will not
illegally occupy the Company’s funds
and assets in any way. 3. It will ensure
the financial independence of the
Company: (1) It promises that the
Company will have an independent
financial department and financial
accounting system. (2) It promises that
the Company will have a standardized
and independent financial accounting
system. (3) It promises that the
Company will have independent bank
accounts and not share bank accounts
with it. (4) It promises that the
Company’s financial personnel do not
hold concurrent positions in it or its
subsidiaries. And (5) It promises that
the Company can make financial
decisions independently and that they
will not illegally intervene in the
Company’s use of its funds. 4. It will
ensure the independence of the
Company in organization: (1) It
promises that the Company can operate
independently with an independent and
110Foshan Electrical and Lighting Co. Ltd.
complete organization structure. (2) It
promises that the office and production
and business premises of the Company
are separated from those of Rising
Group. And (3) It promises that the
Board of Directors the Board of
Supervisors and various functional
departments of the Company operate
independently and there is no
subordinate relationship with the
functional departments of Rising
Group. And 5 It will ensure the
independence of the Company in
business: (1) It promises that the
Company will have independence in
business. And (2) It promises that the
Company will have the assets
personnel qualifications and
capabilities for it to operate
independently as well as the ability of
independent sustainable operation in
the market.
1. They shall conduct supervision and
restraint on the production and
operation activities of themselves and
their relevant enterprises so that besides
the enterprise above that is in
horizontal competition with
NATIONSTAR
OPTOELECTRONICS for now if the
products or business of them or their
relevant enterprises become the same
About 7
avoidance of with or similar to those of Long- Ongoin
FSL October
horizontal NATIONSTAR term g
competition 2021
OPTOELECTRONICS or its
subsidiaries in the future they shall
take the following measures: (1) If
NATIONSTAR
OPTOELECTRONICS thinks
necessary they and their relevant
enterprises shall reduce and wholly
transfer their relevant assets and
business; and (2) If NATIONSTAR
OPTOELECTRONICS thinks
111Foshan Electrical and Lighting Co. Ltd.
necessary it is given the priority to
acquire first by proper means the
relevant assets and business of them
and their relevant enterprises. 2. All the
commitments made by them to
eliminate or avoid horizontal
competition with FSL are also
applicable to their directly or indirectly
controlled subsidiaries. They are
obliged to urge and make sure that
other subsidiaries execute what’s
prescribed in the relevant document
and faithfully honor all the relevant
commitments. 3. If they or their
directly or indirectly controlled
subsidiaries break the aforesaid
commitments and thus cause a loss for
NATIONSTAR
OPTOELECTRONICS they shall
compensate NATIONSTAR
OPTOELECTRONICS on a rational
basis.
1. FSL and enterprises under its control
(except NATIONSTAR
OPTOELECTRONICS and its
subsidiaries) will reduce and
standardize related transactions with
NATIONSTAR
OPTOELECTRONICS and its
subsidiaries.
2. In case of any inevitable or
reasonably justified related party
transactions FSL and enterprises under
About
its control (except NATIONSTAR
reduction and 7
OPTOELECTRONICS and its Long- Ongoin
FSL regulation of October
subsidiaries) will strictly abide by the term g
related-party 2021
market principles conduct related party
transactions
transactions with NATIONSTAR
OPTOELECTRONICS fairly and
reasonably based on the general
principles of equality mutual benefit
equal value and compensation and
perform legal procedures in accordance
with laws regulations normative
documents and relevant regulations of
NATIONSTAR
112Foshan Electrical and Lighting Co. Ltd.
OPTOELECTRONICS.In order to promote the standardized
management of NATIONSTAR
OPTOELECTRONICS legally and
compliantly exercise shareholders'
rights and fulfill corresponding
obligations and take practical and
effective measures to ensure the
independence of NATIONSTAR
OPTOELECTRONICS in personnel
assets finance institutions and
business the Promisor promises:
(I) It will ensure the independence of
NATIONSTAR
OPTOELECTRONICS in personnel
1. FSL promises that GM deputy GMs
CFO Company Secretary and other
senior management personnel of
NATIONSTAR
OPTOELECTRONICS will not hold
any positions in FSL and other
enterprises under its control (except
NATIONSTAR
OPTOELECTRONICS and its
controlled enterprises the same below)
other than director and supervisor and
not receive salaries from in FSL and
other enterprises under its control;
About
2. It will ensure NATIONSTAR
maintaining OPTOELECTRONICS’s absolute 7
FSL independence independence from FSL and enterprises
Long- Ongoin
October
under its control in labor human term g
of the listed resource and salary management. 2021
company
(II) It will ensure the independence of
NATIONSTAR
OPTOELECTRONICS in asset
1. FSL promises that NATIONSTAR
OPTOELECTRONICS will have
independent and complete operating
assets related to operation;
2. FSL promises that the funds assets
and other resources of NATIONSTAR
OPTOELECTRONICS will not be
illegally occupied.(III) It will ensure the independence of
NATIONSTAR
OPTOELECTRONICS in finance
1. It promises that NATIONSTAR
OPTOELECTRONICS will have an
independent financial department and
independent financial accounting
system and financial accounting rules.
2. It promises that NATIONSTAR
OPTOELECTRONICS will have
independent bank accounts and not
share bank accounts with FSL and
other enterprises under its control;
3. It promises that the financial
113Foshan Electrical and Lighting Co. Ltd.
personnel of NATIONSTAR
OPTOELECTRONICS do not work
part-time and receive salaries in FSL
and other enterprises under its control;
4. It promises that NATIONSTAR
OPTOELECTRONICS will
independently pay its tax according to
law;
And (5) It promises that
NATIONSTAR
OPTOELECTRONICS can make
financial decisions independently and
that it will not illegally intervene in
NATIONSTAR
OPTOELECTRONICS’s use of its
funds.(IV) It will ensure the independence of
NATIONSTAR
OPTOELECTRONICS in organization
It promises that the listed company has
a sound corporate governance structure
as a joint-stock company with an
independent and complete organization
structure.(V) It will ensure the independence of
NATIONSTAR
OPTOELECTRONICS in business
It promise that NATIONSTAR
OPTOELECTRONICS remains
independent in procurement
production sales and intellectual
property rights and that
NATIONSTAR
OPTOELECTRONICS will have the
assets personnel qualifications and
capabilities for it to operate
independently as well as the ability of
independent sustainable operation in
the market.
1. FSL has provided relevant
information and documents (including
but not limited to original written
About the materials duplicate materials or oral
truthfulness testimony etc.) related to this trading to
accuracy and the intermediaries providing
Commitments completeness professional services of auditing 27
made during Long- Ongoin
FSL of the valuation legal and financial October
asset term g
restructuring information consultancy for this trading. FSL 2021
provided during promises that the copies or photocopies
this major asset of the documents and materials
restructuring provided are consistent with the
originals and that the signatures and
seals of the documents and materials
are authentic and the signatories of the
114Foshan Electrical and Lighting Co. Ltd.
documents have been legally
authorized and effectively signed the
documents; that the provided
information and documents are
authentic accurate and complete and
that there are no false records
misleading statements or material
omissions. FSL also promises to bear
individual and joint and several
liability. 2. The commitment maker
promises that the information provided
is true accurate and complete. Where
any investor suffers a loss as a result of
any misrepresentation misleading
statement or material omission in the
information provided the commitment
maker shall be liable for compensation
according to law.
1. They promise not to transfer benefits
to other units or individuals free of
charge or under unfair conditions and
not to harm the interests of the
Company in any other ways; 2. They
promise to restrain position-related
consumption behavior; 3. They promise
not to use the Company's assets to
engage in investment and consumption
About
activities unrelated to the performance
measures to fill
of duties; 4. They promise that the
up returns for
Director and future remuneration system formulated
risks arising 27
senior by the Board of Directors or the Long- Ongoin
from diluting October
management Remuneration and Assessment term g
immediate 2021
office of FSL Committee will be linked to the
return in major
implementation of the Company's
asset
measures to fill up returns; 5. If the
restructuring
Company formulates an equity
incentive plan in the future they will
actively promote the exercise
conditions of the future equity
incentive plan to be linked with the
implementation of the Company's
measures to fill up returns; 6. From the
date of issuance of these commitments
to the completion of this major asset
115Foshan Electrical and Lighting Co. Ltd.
restructuring of the Company if the
CSRC makes other new regulatory
provisions on measures to fill up
returns and the relevant commitments
and these commitments cannot meet
these provisions of the CSRC they
promise to issue supplementary
commitments in accordance with the
latest regulations of the CSRC at that
time. 7. They promise to earnestly
fulfill the compensation measures
formulated by the Company and any
commitments it made. If they violate
any of these commitments and cause
losses to the Company or investors
they are willing to bear corresponding
legal responsibilities to the Company or
investors according to law.
1. They have provided relevant
information and documents (including
but not limited to original written
materials duplicate materials or oral
testimony etc.) related to this trading to
the intermediaries providing
professional services of auditing
assessment legal and financial
consultancy for this trading. They
About the
promise that the copies or photocopies
truthfulness
of the documents and materials
accuracy and
Directors and provided are consistent with the
completeness 27
senior originals and that the signatures and Long- Ongoin
of the October
management of seals of the documents and materials term g
information 2021
FSL are authentic and the signatories of the
provided during
documents have been legally
this major asset
authorized and effectively signed the
restructuring
documents; that the provided
information and documents are
authentic accurate and complete and
that there are no false records
misleading statements or material
omissions. They also promise to bear
individual and joint and several
liability. 2. They promise that the
information provided is true accurate
116Foshan Electrical and Lighting Co. Ltd.
and complete. In case of any losses
caused to investors due to any false
presentations misleading statements or
material omissions in the information
provided they will be liable for
compensation according to law. 3.Where the information provided or
disclosed by them in this trading is
suspected of false records misleading
statements or material omissions and
they are filed for investigation by the
judicial organ or by the CSRC the
shares with interests in the listed
company will not be transferred until
the investigation conclusion is formed.
1. They promise not to interfere in the
operation and management activities of
the listed company beyond their
authority and not to encroach on the
interests of the listed company. 2. From
the date of issuance of these
commitments to the completion of this
trading of the listed company if the
Rising CSRC makes new regulatory
Holdings requirements on measures to fill up
Group Rising returns and commitments of relevant
Capital personnel and the above commitments
Electronics cannot meet these new regulatory
About effective
Group requirements of the CSRC they 27
performance of Long- Ongoin
Hongkong Wah promise to issue supplementary October
measures to fill term g
Shing Hong commitments according to the latest 2021
up returns
Kong Rising regulations of the CSRC at that time. 3.Investment and They promise to earnestly fulfill the
Shenzhen measures to fill up returns formulated
Rising by the listed company and any
Investment commitments made by them. If they
violate these commitments and causes
losses to the listed company or
investors they are willing to bear the
compensation responsibility for the
listed company or investors according
to law. As one of the subjects
responsible for the measures to fill up
returns if they violate the above
117Foshan Electrical and Lighting Co. Ltd.
commitments or refuse to fulfill the
above commitments they agree that the
securities regulatory agencies such as
the CSRC and the SZSE will punish
them or take relevant regulatory
measures in accordance with the
relevant regulations and rules they
formulated or issued.
1. They shall conduct supervision and
restraint on the production and
operation activities of themselves and
their relevant enterprises so that besides
the enterprise above that is in
horizontal competition with FSL for
now if the products or business of
them or their relevant enterprises
become the same with or similar to
those of FSL or its subsidiaries in the
future they shall take the following
measures: (1) If FSL thinks necessary
they and their relevant enterprises shall
reduce and wholly transfer their
Rising relevant assets and business; and (2) If
Holdings About FSL thinks necessary it is given the
27
Group Rising avoidance of priority to acquire first by proper Long- Ongoin
October
Capital and horizontal means the relevant assets and business term g
2021
Hongkong Wah competition of them and their relevant enterprises.Shing 2. All the commitments made by them
to eliminate or avoid horizontal
competition with FSL are also
applicable to their directly or indirectly
controlled subsidiaries. They are
obliged to urge and make sure that
other subsidiaries execute what’s
prescribed in the relevant document
and faithfully honor all the relevant
commitments. 3. If they or their
directly or indirectly controlled
subsidiaries break the aforesaid
commitments and thus cause a loss for
FSL they shall compensate FSL on a
rational basis.Rising About They have made a commitment that 27 Long- Ongoin
Holdings regulation and during their direct or indirect holding of October term g
118Foshan Electrical and Lighting Co. Ltd.
Group Rising reduction of FSL’s shares they shall 1. strictly abide 2021
Capital and related-party by the regulatory documents of the
Hongkong Wah transactions CSRC and the SZSE FSL’s Articles of
Shing Association etc. and not harm the
interests of the Company or other
shareholders of FSL in their production
and operation activities by taking
advantage of their position as the
controlling shareholder and actual
controller; 2. make sure that they or
their other controlled subsidiaries
branch offices jointly-run or associated
companies (the "Relevant Enterprises"
for short) will try their best to avoid or
reduce related-party transactions with
FSL or FSL’s subsidiaries; 3. strictly
follow the market principle of justness
fairness and equal value exchange for
necessary and unavoidable related-
party transactions between them and
their Relevant Enterprises and FSL and
withdraw from voting when a related-
party transaction with them or their
Relevant Enterprises is being voted on
at a general meeting or a board
meeting and execute the relevant
approval procedure and information
disclosure duties pursuant to the
applicable laws regulations and
regulatory documents. Where the
aforesaid commitments are broken and
a loss is thus caused for FSL its
subsidiaries or FSL’s other
shareholders they shall be obliged to
compensate.About If NATIONSTAR
compensation OPTOELECTRONICS is subject to
Rising
for possible administrative penalties such as
Holdings
violations of accountability and fines by relevant 27
Group Long- Ongoin
laws and competent departments after the October
Electronics term g
regulations by completion of this trading due to the 2021
Group and
NATIONSTAR illegal acts of NATIONSTAR
Rising Capital
OPTOELECTR OPTOELECTRONICS before the
ONICS completion of this acquisition they
119Foshan Electrical and Lighting Co. Ltd.
promise to fully bear the losses of
NATIONSTAR
OPTOELECTRONICS or FSL as well
as the expenses and fees under
punishment or recourse to ensure that
NATIONSTAR
OPTOELECTRONICS or FSL will not
suffer any economic losses.
1. They promise that the information
provided is true accurate and complete
and there are no false records
misleading statements or material
omissions. 2. They have provided
relevant information and documents
(including but not limited to original
written materials duplicate materials or
oral testimony etc.) related to this
trading to the intermediaries. They
promise that the copies or photocopies
of the documents and materials
provided are consistent with the
originals and that the signatures and
About the
seals of the documents and materials
truthfulness
Rising are authentic and the signatories of the
accuracy and
Holdings documents have been legally
completeness 27
Group authorized and effectively signed the Long- Ongoin
of the October
Electronics documents; that there are no false term g
information 2021
Group and records misleading statements or
provided during
Rising Capital material omissions. 3. They promise
this major asset
that the explanations and confirmations
restructuring
issued by them are true accurate and
complete and there are no false
records misleading statements or
material omissions. 4. During this
trading they will disclose the
information about this trading in a
timely manner in accordance with
relevant laws and regulations the
CSRC and the SZSE and ensure the
authenticity accuracy and
completeness of such information. 5.They shall bear legal responsibility for
the authenticity accuracy and
completeness of the information
120Foshan Electrical and Lighting Co. Ltd.
documents materials explanations and
confirmations provided. In case of any
violation or losses caused to the listed
company investors parties to the
trading and intermediaries participating
in this trading they will be liable for
compensation according to law. 6.Where the information provided or
disclosed by them in this trading is
suspected of false records misleading
statements or material omissions and
they are filed for investigation by the
judicial organ or by the CSRC the
shares with interests in the listed
company will not be transferred until
the investigation conclusion is formed.Electronics Group promises that the
100% equity of Sigma it held is clear in
ownership and is not subject to any
dispute or potential dispute and there is
no situation affecting its legal
existence; the above shares are not
subject to any other pledges guarantees
About the or third-party interests or restrictions
clarity of the and there is no pending or potential
27
Electronics underlying litigation arbitration and any other Long- Ongoin
October
Group assets of this administrative or judicial procedure term g
2021
major asset that may lead to the seizure freezing
restructuring expropriation or restriction of transfer
of the above-mentioned equity by the
relevant judicial or administrative
organs. There is no entrusted
shareholding or trust shareholding
restriction or prohibition of transfer of
the above-mentioned equity controlled
by Electronics Group.Rising Group promises that the shares
of NATIONSTAR
About the
OPTOELECTRONICS it held is clear
Rising clarity of the 27
Holdings underlying in ownership and is not subject to any Long- Ongoin
October
Group and assets of this dispute or potential dispute and there is term g
Rising Capital major asset 2021
no situation affecting its legal
restructuring
existence; the above shares are not
subject to any other pledges guarantees
121Foshan Electrical and Lighting Co. Ltd.
or third-party interests or restrictions
and there is no pending or potential
litigation arbitration and any other
administrative or judicial procedure
that may lead to the seizure freezing
expropriation or restriction of transfer
of the above-mentioned equity by the
relevant judicial or administrative
organs There is no entrusted
shareholding or trust shareholding
restriction or prohibition of transfer of
the above-mentioned equity controlled
by Rising Group.NATIONSTAR
OPTOELECTRONICS has provided
the necessary true accurate complete
and effective documents materials or
oral statements and explanations for
this trading at this stage and there is no
concealment falsehood or material
omission. The copies or photocopies of
the documents provided are consistent
with the original materials or originals.The signatures and seals on the
documents and materials provided are
About
authentic and NATIONSTAR
statement and
OPTOELECTRONICS has fulfilled the
commitment of
NATIONSTAR legal procedures required for such 27
truthfulness Long- Ongoin
OPTOELECTR signatures and seals and obtained legal October
accuracy and term g
ONICS authorization. All the facts stated and 2021
completeness
explained are consistent with the facts
of information
that happened. As this transaction
provided
proceeds the Company shall provide
needed information and documents as
required by applicable laws
regulations rules and requirements of
CSRC and the stock exchange and
continue to guarantee the truthfulness
accuracy completeness and validity of
the information and documents
provided. The Company promises and
guarantees the truthfulness accuracy
and completeness of the information
provided or disclosed with respect to
122Foshan Electrical and Lighting Co. Ltd.
this transaction. It guarantees that there
are no misrepresentations misleading
statements or material omissions. And
it shall be individually and jointly liable
for that.Among 79753050 shares of tradable
shares with unlimited selling conditions
of NATIONSTAR
OPTOELECTRONICS held by Sigma
39876 500 shares were pledged for
Guangdong Electronics Information
Industry Group Ltd. As of the date of
issuance of this commitment the
pledge of the above shares has been
released. However the Maximum
Pledge Contract for Stocks of Listed
Companies (No.: XXYZZ (BY) No.
201906280001-2) signed by Sigma and
About the Guangzhou Branch of Industrial Bank
clarity of the Co. Ltd. has not been dissolved.ownership of Guangdong Electronics Information 27
Long- Ongoin
Sigma the underlying Industry Group Ltd. has promised that October
term g
assets of this it will not add any new loans to 2021
major asset Guangzhou Branch of Industrial Bank
restructuring Co. Ltd. as a borrower during the
validity period of the guarantee and
that it will not substantially assume any
guarantee responsibility due to the
Maximum Pledge Contract for Stocks
of Listed Companies. Except as
aforesaid the asset ownership of Sigma
is clear there is no dispute or potential
dispute and there is no situation
affecting the legal existence. There is
no entrusted shareholding or trust
shareholding restriction or prohibition
of transfer of the above-mentioned
equity controlled by Rising Group.
1. Sigma promises that all its registered
About no capital has been paid in. 2. Sigma
27
ownership promises that all existing shareholders Long- Ongoin
Sigma October
dispute in contribute their own funds to hold term g
2021
equity shares there is no situation such as
holding shares on behalf of them and
123Foshan Electrical and Lighting Co. Ltd.
there is no dispute or potential dispute
between shareholders over their shares.
1. Sigma has provided relevant
information and documents (including
but not limited to original written
materials duplicate materials or oral
testimony etc.) related to this trading to
the intermediaries providing
professional services of auditing
valuation legal and financial
consultancy for this trading. Sigma
promises that the copies or photocopies
of the documents and materials
About provided are consistent with the
statement and originals and that the signatures and
seals of the documents and materials
commitment of
are authentic and the signatories of the 27
truthfulness documents have been legally Long- Ongoin
Sigma October
accuracy and authorized and effectively signed the term g
documents; that the provided 2021
completeness
information and documents are
of information authentic accurate and complete and
provided that there are no false records
misleading statements or material
omissions. Sigma also promises to bear
individual and joint and several
liability. 2. Sigma promises that the
information provided is true accurate
and complete. In case of any losses
caused to investors due to any false
presentations misleading statements or
material omissions in the information
provided Sigma will be liable for
compensation according to law.According to the laws and regulations
issued by the State Council such as the
Notice of the State Council on
Resolutely Curbing the Soaring of
Housing Prices in Some Cities (GF
[2010] No. 10) the Notice of the
General Office of the State Council on
Director senior Further Improving Regulation of the
management Real Estate Market (GBF [2013] No.office of FSL 17) and the Adjustment of Regulatory
Rising Policies on Listed Companies' Re-
Commitments Holdings About matters financing Merger and Acquisition and
on special self- Reorganization Involving Real Estate 14
made in time of Group Long- Ongoin
inspection of Business issued by the CSRC on the March
IPO or Electronics the real estate relevant requirements for refinancing of term g 2023
refinancing Group business listed companies involved in real estate
Hongkong Wah business the controlling shareholders
Shing Hong and all directors and Senior
Kong Rising Management of Foshan Electrical and
Lighting Co. Ltd. (hereinafter referred
Investment
to as the "Company") have made the
following commitments:
The Self-inspection Report on the
Company's Involvement in Real Estate
Business has truthfully disclosed the
self-inspection of the real estate
development projects of the Company
124Foshan Electrical and Lighting Co. Ltd.
and its subsidiaries between 1 January
2020 and 31 December 2022. If the
Company is identified with illegalities
or violations not disclosed as required
by the self-inspection such as idle land
land speculation holding real estate
projects from selling and house price
rigging thus causing losses to itself and
the investors we will be liable for
compensation in line with relevant
laws regulations and requirements of
securities regulatory authorities.According to the Opinions of the
General Office of the State Council on
Further Strengthening the Protection of
the Lawful Rights and Interests of
Small and Medium-sized Investors in
the Capital Market (GBF [2013] No.
110) Opinions of the State Council on
Further Promoting the Sound
Development of Capital Markets (GF
[2014] No. 17) Guiding Opinions on
Matters concerning the Dilution of
Immediate Return in Initial Public
Offering Refinancing and Material
Asset Restructuring (ZJHGG [2015]
No. 31) and other relevant regulations
in order to protect the interests of small
and medium-sized investors the
Directors and Senior Management of
the Company have made the following
commitments that the measures to fill
up immediate returns diluted by the
issuance of A-shares to specific objects
can be effectively fulfilled:“1. We promise not to transfer benefitsAbout the
to other units or individuals for free or
measures to fill
Director and under unfair conditions and not to up immediate
compromise the interests of the 14
senior returns diluted Long- Ongoin
Company in other ways. March
management by the issuance 2. We promise to restrain position- term g 2023
office of FSL of A-shares to related consumption behaviour.specific objects
3. We promise not to use the
in 2023
Company's assets to engage in
investment and consumption activities
unrelated to the performance of duties.
4. We promise that the remuneration
system formulated by the Board of
Directors or the Remuneration and
Assessment Committee is linked to the
implementation of the Company's
measures to fill up returns.
5. If the Company implements an
equity incentive plan in the future the
exercise conditions of the future equity
incentive plan will be linked with the
implementation of the Company's
measures to fill up returns.
6. From the date of issuance of these
commitments to the completion of the
issuance of shares to specific objects if
the CSRC makes other new regulatory
provisions on measures to fill up
returns and the relevant commitments
and these commitments cannot meet
these provisions of the CSRC we
promise to issue supplementary
125Foshan Electrical and Lighting Co. Ltd.
commitments in accordance with the
latest regulations of the CSRC at that
time.As one of the subjects responsible for
the measures to fill up returns if we
violate the above commitments or
refuse to fulfil the above commitments
we agree that the securities regulatory
agencies such as the CSRC and the
Shenzhen Stock Exchange will punish
us or take relevant regulatory measures
in accordance with the relevant
regulations and rules they formulated
or issued.According to the relevant provisions of
the CSRC in order to ensure that the
measures to fill up immediate returns
diluted by the issuance of A-shares to
specific objects can be practically
fulfilled the Company's controlling
shareholders Rising Holdings Group
Electronics Group Hong Kong Rising
Investment Hongkong Wah Shing and
the de facto controller Rising Group
respectively made the following
commitments:
"1. We promise not to interfere in the
operation and management activities of
the listed company beyond our
authority and not to encroach on the
interests of the listed company.
2. From the date of issuance of these
commitments to the completion of the
issuance of shares to specific objects if
Rising About the
the CSRC makes new regulatory
Holdings effective
requirements on measures to fill up
Group fulfilment of returns and commitments of relevant
measures taken
Electronics personnel and the above commitments 14
by controlling Long- Ongoin
Group cannot meet these new regulatory March
shareholders
Hongkong Wah requirements of the CSRC we promise
term g
and de facto 2023
Shing Hong to issue supplementary commitments controller to fill
according to the latest regulations of
Kong Rising up immediate
the CSRC at that time.Investment returns 3. We promise to earnestly fulfil the
measures to fill up returns formulated
by the listed company and any
commitments made by us. If we violate
these commitments and cause losses to
the listed company or investors we are
willing to bear the compensation
responsibility for the listed company or
investors according to law.As one of the subjects responsible for
the measures to fill up returns if we
violate the above commitments or
refuse to fulfil the above commitments
we agree that the securities regulatory
agencies such as the CSRC and the
Shenzhen Stock Exchange will punish
us or take relevant regulatory measures
in accordance with the relevant
regulations and rules they formulated
or issued.Other About cash FSL’s profit distributed in cash shall 27 May Long- Ongoin
commitments FSL not be less than 30% of the
dividends 2009 term g
made to distributable profit realized in the year.
126Foshan Electrical and Lighting Co. Ltd.
minority
shareholders of
the Company
Whether the
commitments
Yes
were timely
performed
Specific
reasons for
failing to fulfill
commitments N/A
on time and
plans for next
step
2. Where there had been an earnings forecast for an asset or project and the Reporting Period was still
within the forecast period explain why the forecast has been reached for the Reporting Period.□ Applicable □ Not applicable
II Occupation of the Company’s Capital by the Controlling Shareholder or Its Related
Parties for Non-Operating Purposes
□ Applicable □ Not applicable
No such cases in the Reporting Period.III Irregularities in the Provision of Guarantees
□ Applicable □ Not applicable
No such cases in the Reporting Period.IV Explanations Given by the Board of Directors Regarding the Independent Auditor's
“Modified Opinion” on the Financial Statements of the Latest Period
□ Applicable □ Not applicable
V Explanations Given by the Board of Directors the Supervisory Board and the
Independent Directors (if any) Regarding the Independent Auditor's “Modified Opinion” on
the Financial Statements of the Reporting Period
□ Applicable □ Not applicable
127Foshan Electrical and Lighting Co. Ltd.
VI YoY Changes to Accounting Policies Estimates and Correction of Material Accounting
Errors
□ Applicable □ Not applicable
Refer to Part X Financial Statements-V Important Accounting Policies and Estimations-43. Changes in Main
Accounting Policies and Estimates for details.VII YoY Changes to the Scope of the Consolidated Financial Statements
□ Applicable □ Not applicable
Compared with the previous period the consolidated scope of financial statements in this period decreases one
company that is FSL LIGHTING GMBH. For details see Part X Financial Statements-IX Change of
Consolidation Scope - 6. Other.VIII Engagement and Disengagement of Independent Auditor
Current independent auditor:
Name of the domestic independent auditor WUYIGE Certified Public Accountants LLP
The Company’s payment to the domestic independent auditor
130
(RMB’0000)
How many consecutive years the domestic independent auditor
2
has provided audit service for the Company
Names of the certified public accountants from the domestic
He Xiaojuan Wang Jingkun
independent auditor writing signatures on the auditor’s report
How many consecutive years the certified public accountants
from the domestic independent auditor have provided audit 2
service for the Company
Indicate by tick mark whether the independent auditor was changed for the Reporting Period.□Yes □ No
Independent auditor financial advisor or sponsor engaged for the audit of internal controls:
□ Applicable □ Not applicable
In the Reporting Period the Company engaged WUYIGE Certified Public Accountants LLP as its internal
control auditor with the total audit fees of RMB250000.IX Possibility of Delisting after Disclosure of this Report
□ Applicable □ Not applicable
X Insolvency and Reorganization
□ Applicable □ Not applicable
No such cases in the Reporting Period.
128Foshan Electrical and Lighting Co. Ltd.
XI Major Legal Matters
□ Applicable □ Not applicable
Basic Whether Lawsuit Execution of
Amount Lawsuit
information there are (arbitration) lawsuit Date of Disclosure
involved (arbitration)
on lawsuit accrued results and (arbitration) disclosure index
(RMB’0000) progress
(arbitration) liabilities influences judgment
124 other
78 cases
litigation No
have been
matters that significant
9716 No closed; 46 N/A N/A N/A
did not meet influence on
cases are not
litigation the Company
closed.standards
XII Punishments and Rectifications
□ Applicable □ Not applicable
No such cases in the Reporting Period.XIII Credit Quality of the Company as well as Its Controlling Shareholder and Actual
Controller
□ Applicable □ Not applicable
In the Reporting Period the Company and its controlling shareholder and actual controller were not involved in
any unsatisfied court judgments large-amount overdue liabilities or the like.XIV Major Related-Party Transactions
1. Continuing Related-Party Transactions
□ Applicable □ Not applicable
Obtai
nable
As %
Appro marke
of Index
Relati Trans ved Over t price
Total total to
onshi Type Specif Pricin action transa the Metho for
Relate value value Disclo disclo
p with of ic g price ction appro d of same-
d (RMB of all sure sed
the transa transa princi (RMB line ved settle type
party ’0000 same- date infor
Comp ction ction ple ’0000 (RMB line or ment transa
) type matio
any ) ’0000 not ctions
transa n
) (RMB
ctions
’0000
)
Guan Under Purch Purch Marke Bank 2 www.298.6 298.6 298.6
gdong same asing 0.05% 4500 Not transf March cninfo
ase of t price 0 0 0
Fengh actual produ ers or 2023 .com.
129Foshan Electrical and Lighting Co. Ltd.
ua contro cts materi bank cn
Adva ller and accept
als
nced receiv ance
Techn ing notes
ology labor
Holdi servic
ng e
Co. from
Ltd. relate
d
party
Purch
asing
Share produ
Prosp holder cts
Bank
erity that and
Purch transf
Lamp holds receiv www.s & over ing ase of Marke
ers or 2
cninfo
5.60 5.60 0.00% 700 Not bank 5.60 March
Comp 5% labor materi t price .com.accept 2023
onents shares servic cn
als ance
Limit of the e
notes
ed Comp from
any relate
d
party
Purch
asing
produ
Shenz cts
Bank
hen and Recei
Under transf
Yuepe receiv
same ving Marke ers or ng ing 168.1 168.1 168.1
actual labor 0.31% bank
Const labor t price 7 7 7
contro accept
ructio servic servic
ller ance
n Co. e e
notes
Ltd. from
relate
d
party
Purch
www.asing 2
cninfo
Guan produ 3800 Not March.com.gzhou cts 2023
Bank cn
Haixi and Recei
Under transf
nsha receiv
same ving
Indust ing Marke
ers or
198.2198.2198.2
actual labor 1.67% bank
ry labor t price 8 8 8
contro servic acceptGener servic
ller ance
al e e
notes
Comp from
any relate
d
party
Fosha Under Purch Bank
n same asing Recei Marke transf
Fulon actual produ ving 34.62 34.62 0.08% ers or 34.62
t price
g contro cts labor bank
Envir ller and accept
130Foshan Electrical and Lighting Co. Ltd.
onme receiv servic ance
ntal ing notes
e
Techn labor
ology servic
Co. e
Ltd. from
relate
d
party
Purch
Shenz
asing
hen
produ
Longg
cts
ang Bank
and Recei
Dongj Under transf
receiv
iang same ving
ing Marke
ers or
Indust actual labor 15.60 15.60 0.04% bank 15.60
labor t price
rial contro
servic servic
accept
Waste ller ance
e e
Treat notes
from
ment
relate
Co.d
Ltd.party
Purch
asing
Jiang
produ
men
cts
Dongj Bank
and Recei
iang Under transf
receiv
Envir same ving Marke ers or ing
onme actual labor 8.22 8.22 0.02% bank 8.22
labor t price
ntal contro servic acceptservic
Techn ller ance
e e
ology notes
from
Co
relate
Ltd.d
party
Purch
Dong
asing
guan
produ
Hengj
cts
ian Bank
and Recei
Envir Under transf
receiv
onme same ving Marke ers or ing
ntal actual labor 7.69 7.69 0.02% bank 7.69
labor t price
Protec contro
servic servic
accept
tion ller ance
e e
Techn notes
from
ology
relate
Co.d
Ltd.party
Zhuha Purch Bank
Recei
i Under asing transf
Doum same produ ving Marke ers or
en actual cts labor 4.35 4.35 0.01% bank 4.35
t price
Distri contro and servic accept
ct ller receiv ance
e
Yong ing notes
131Foshan Electrical and Lighting Co. Ltd.
xings labor
heng servic
Envir e
onme from
ntal relate
Indust d
ry party
Waste
Recov
ery
and
Comp
rehens
ive
Treat
ment
Co.Ltd.Purch
asing
Zhuha
produ
i
cts
Dongj Bank
and Recei
iang Under transf
receiv
Envir same ving Marke ers or ing
onme actual labor 21.40 21.40 0.05% bank 21.40
labor t price
ntal contro servic acceptservic
Techn ller ance
e e
ology notes
from
Co
relate
Ltd.d
party
Purch
asing
Guan produ
gdong cts
Bank
Tianxi and Recei
Under transf
n receiv
same ving
Com ing Marke
ers or
actual labor 27.58 27.58 0.06% bank 27.58 N/A
merci labor t price
contro accept
al servic servic
ller ance
Servic e e
notes
e Co. from
Ltd. relate
d
party
Purch
asing
produ
Bank
Rama cts Recei
Under transf
da and
same ving
Pearl receiv Marke
ers or
actual labor 10.70 10.70 0.02% bank 10.70 N/A
Hotel ing t price
contro accept
Guan labor servic
ller ance
gzhou servic e
notes
e
from
relate
132Foshan Electrical and Lighting Co. Ltd.
d
party
Purch
asing
produ
Guan
cts
gdong Bank
and Recei
The Under transf
receiv
Great same ving Marke ers or ing
Wall actual labor 8.70 8.70 0.02% bank 8.70 N/A
labor t price
Buildi contro
servic servic
accept
ng ller ance
e e
Co. notes
from
Ltd.relate
d
party
Purch
asing
produ
cts
Guan Bank
and Recei
gdong Under transf
receiv
Dabao same ving ers or
ing Marke
shan actual labor 2.55 2.55 0.01% bank 2.55 N/A
labor t price
Minin contro
servic servic
accept
g Co. ller ance
e e
Ltd. notes
from
relate
d
party
Purch
asing
produ
cts
Guan Bank
and Recei
gdong Under transf
receiv
Great same ving ers or
ing Marke
Wall actual labor 2.34 2.34 0.01% bank 2.34 N/A
labor t price
Hotel contro servic acceptservic
Co. ller ance
e e
Ltd. notes
from
relate
d
party
Purch
asing
produ
cts
Prima Bank
and Recei
tronix Under transf
receiv
Nanh same ving Marke ers or ing
o actual labor 0.52 0.52 0.00% bank 0.52 N/A
labor t price
Techn contro
servic servic
accept
ology ller ance
e e
Ltd. notes
from
relate
d
party
133Foshan Electrical and Lighting Co. Ltd.
Purch
Guan asing
gdong produ
Fengh cts
Bank
ua and Recei
Under transf
Adva receiv
same ving ers or
nced ing Marke
actual labor 0.36 0.36 0.00% bank 0.36 N/A
Techn labor t price
contro accept
ology servic servic
ller ance
Holdi e e
notes
ng from
Co. relate
Ltd. d
party
Sellin
g
Share
produ
Prosp holder
cts Bank
erity that
and Sellin transf
Lamp holds www.provid
s & over g Marke
ers or 2
2642. 2642. 2642. cninfo
ing 0.29% 4000 Not bank March
Comp 5% produ t price 94 94 94 .com.labor accept 2023
onents shares cn
servic cts ance
Limit of the
e to notes
ed Comp
relate
any
d
party
Sellin
Guan
g
gdong
produ
Fengh
cts Bank
ua
Under and Sellin transf
Adva www.same provid
nced g Marke
ers or 2
1269. 1269. 1269. cninfo
actual ing 0.14% 1500 Not bank March
Techn produ t price 54 54 54 .com.contro labor accept 2023
ology cn
ller servic cts ance
Holdi
e to notes
ng
relate
Co.d
Ltd.party
Sellin
g
produ
Guan
cts Bank
gdong
Under and Sellin transf
Zhong www.same provid ers or 2
nan g Marke 283.6 283.6 1300 283.6 cninfo
actual ing 0.03% Not bank March
Const produ t price 7 7 0 7 .com.contro labor accept 2023
ructio cn
ller servic cts ance
n Co.e to notes
Ltd.relate
d
party
Shenz Under Sellin Bank
www.hen same g Sellin Marke transf 2 cninfo
Zhong actual produ g 98.53 98.53 0.01% 1550 Not ers or 98.53 March
t price .com.jin contro cts produ bank 2023 cn
Lingn ller and accept
134Foshan Electrical and Lighting Co. Ltd.
an provid cts ance
Nonfe ing notes
met labor
Co. servic
Ltd. e to
relate
d
party
Sellin
g
Shand produ
ong cts Bank
Zhong Under and Sellin transf
jin same provid g Marke ers or
Lingn actual ing 63.54 63.54 0.01% bank 63.54
produ t price
an contro labor accept
Coppe ller servic cts ance
r Co. e to notes
Ltd. relate
d
party
Sellin
Guan g
gdong produ
Zhuyu cts Bank
an Under and Sellin transf
Const same provid g Marke ers or
ructio actual ing 46.39 46.39 0.01% bank 46.39
produ t price
n and contro labor accept
Engin ller servic cts ance
eering e to notes
Co. relate
Ltd. d www.
2
party cninfo
1800 Not March
Sellin .com.
2023
g cn
Guan produ
gdong cts Bank
Zhong Under and Sellin transf
ren same provid g Marke ers or
Group actual ing 25.68 25.68 0.00% bank 25.68
produ t price
Const contro labor accept
ructio ller servic cts ance
n Co. e to notes
Ltd. relate
d
party
Sellin
Guan g
gdong produ Bank
Yixin Under cts Sellin transf
www.Chang same and g Marke ers or 2 cninfo
cheng actual provid 56.34 56.34 0.01% 3000 Not bank 56.34 March
produ t price .com.Const contro ing accept 2023
cn
ructio ller labor cts ance
n servic notes
Group e to
relate
135Foshan Electrical and Lighting Co. Ltd.
d
party
Sellin
g
produ
Guan
cts Bank
gdong
Under and Sellin transf
Rising
same provid ers or
Non- g Marke
actual ing 34.95 34.95 0.00% bank 34.95 N/A
ferrou produ t price
contro labor accept
s
ller servic cts ance
Metal
e to notes
Group
relate
d
party
Sellin
g
produ
Guan
cts Bank
gdong
and Sellin transf
Rising Actua
provid ers or
Holdi l g Marke
ing 25.81 25.81 0.00% bank 25.81 N/A
ngs contro produ t price
labor accept
Group ller
servic cts ance
Co.e to notes
Ltd.relate
d
party
Guan
gdong
Xinta
ochip
Micro
electr
Sellin
onics
g
Co.produ
Ltd.cts Bank
(form Provi
Under and transf
erly
same provid ding ers or
know Marke 136.4 136.4 136.4
actual ing labor 0.02% bank N/A
n as t price 7 7 7
contro labor accept
Fengh servic
ller servic ance
ua e
e to notes
Resea
relate
rch
d
Institu
party
te
(Guan
gzhou
)
Limit
ed)
Guan Sellin Bank
Under Provi
gdong g transf
same
Heshu produ ding Marke ers or
actual 60.38 60.38 0.01% 60.38 N/A
n cts labor t price bank
contro
Prope and accept
ller servic
rty provid ance
136Foshan Electrical and Lighting Co. Ltd.
Mana ing e notes
geme labor
nt servic
Co. e to
Ltd. relate
The d
Pinna party
cle
Branc
h
Guan Sellin
gdong g
Rising produ
Resea cts Bank
Provi
rch Under and transf
and same provid ding Marke ers or
Devel actual ing labor 0.66 0.66 0.00% bank 0.66 N/A
t price
opme contro labor servic accept
nt ller servic ance
e
Institu e to notes
te relate
Co. d
Ltd. party
5560.3385
Total -- -- -- -- -- -- -- --
180
Large-amount sales return in detail N/A
In December 2023 the Company forecasted the aggregate amount of its routine connected
transactions with related parties including Prosperity Lamps & Components Limited and its
majority-owned subsidiaries Guangdong Rising Holdings Group Co. Ltd. Guangdong
Fenghua Advanced Technology (Holding) Co. Ltd. Guangdong Electronics Information
Industry Group Ltd. and its majority-owned subsidiaries Guangdong Rising Investment
Give the actual situation in the Group and its majority-owned subsidiaries Guangdong Huajian Enterprise Group Co. Ltd.Reporting Period (if any) where an and its majority-owned subsidiaries Shenzhen Zhongjin Lingnan Nonfemet Co. Ltd. and its
estimate had been made for the majority-owned subsidiaries Guangdong Rising Property Group Co. Ltd. and its majority-
owned subsidiaries Guangdong Rising Research and Development Institute Co. Ltd. and its
total value of continuing related-
majority-owned subsidiaries Guangdong Rising Real Estate Group Co. Ltd. and its
party transactions by type to occur majority-owned subsidiaries Dongjiang Environmental Company Limited and its majority-
in the Reporting Period owned subsidiaries Guangdong Dabaoshan Mining Co. Ltd. and its majority-owned
subsidiaries Guangzhou Rising Non-ferrous Metal Group Co. Ltd. and its majority-owned
subsidiaries. In terms of related party procurements the actual transaction amount for 2023
was RMB8152800 representing 8.58% of the forecasted amount for the entire year of
2023; in terms of related party sales the actual transaction amount for 2023 was
RMB47449000 accounting for 18.79% of the estimated total for the year 2023.Reason for any significant
difference between the transaction
N/A
price and the market reference
price (if applicable)
2. Related-Party Transactions Regarding Purchase or Sales of Assets or Equity Interests
□ Applicable □ Not applicable
No such cases in the Reporting Period.
137Foshan Electrical and Lighting Co. Ltd.
3. Related Transactions Regarding Joint Investments in Third Parties
□ Applicable □ Not applicable
No such cases in the Reporting Period.
4. Amounts Due to and from Related Parties
□ Applicable □ Not applicable
Non-operating amounts due to and from related parties or not
□ Yes □ No
No such cases in the Reporting Period.
5. Transactions with Related Finance Companies
□ Applicable □ Not applicable
Deposit business:
Daily Actual amount
Beginning Ending
maximum Interest rate Total Total
Related party Relationship balance balance
limits range deposited in withdrawn
(RMB’0000) (RMB’0000)
(RMB’0000) (RMB’0000) (RMB’0000)
Guangdong Controlled
Rising by the same
1200000.25%-2.8%119172.28583953.81585210.67117915.42
Finance Co. controlling
Ltd. shareholder
Loan business:
Naught
Credit or other financial business:
Total amount Actual amount
Related party Relationship Type of business
(RMB’0000) (RMB’0000)
Guangdong Rising Controlled by the same
Credit granting 200000 0
Finance Co. Ltd. actual controller
6. Transactions with Related Parties by Finance Company Controlled by the Company
□ Applicable □ Not applicable
No finance company controlled by the Company was involved in making deposits borrowing credit granting or
any other financial business with any related party.
138Foshan Electrical and Lighting Co. Ltd.
7. Other Major Related-Party Transactions
□ Applicable □ Not applicable
Transaction
Specific
Relationship with Pricing amount Method of Disclosure Disclosure
Related party Type of transaction transactio
the Company principle (RMB’000 settlement date website
n
0)
9 July
Bank
Guangdong Purchasing products 2021 17
Receiving transfers or
Zhongnan Under same actual and receiving labor Market August www.cninfo
labor 12664.00 bank
Construction controller service from related price 2021 and .com.cn
service acceptance
Co. Ltd. party 12 March
notes
2022
Guangdong Bank
Purchasing products 6 May
Yixin Receiving transfers or
Under same actual and receiving labor Market 2021 and www.cninfo
Changcheng labor 14248.48 bank
controller service from related price 28 January .com.cn
Construction service acceptance
party 2022
Group notes
www.cninfo.com.cn
Bank
Guangdong Purchasing products (announcem
Receiving transfers or 1
Zhongren Group Under same actual and receiving labor Market ent of
labor 4626.00 bank December
Construction controller service from related price subsidiary
service acceptance 2020
Co. Ltd. party NationStar
notes
Optoelectro
nics)
Index to the current announcement about the said related-party transaction disclosed:
Title of announcement Disclosure date Disclosure website
Announcement on a Related-Party www.cninfo.com.cn (announcement of
1 December 2020
Transaction Due to a Call for Public Bids subsidiary NationStar Optoelectronics)
Announcement on a Related-Party
6 May 2021 www.cninfo.com.cn
Transaction Due to a Call for Public Bids
Announcement on a Related-Party
9 July 2021 www.cninfo.com.cn
Transaction Due to a Call for Public Bids
Announcement on a Related-Party
17 August 2021 www.cninfo.com.cn
Transaction Due to a Call for Public Bids
Announcement on a Related-Party
28 January 2022 www.cninfo.com.cn
Transaction Due to a Call for Public Bids
Announcement on a Related-Party
12 March 2022 www.cninfo.com.cn
Transaction Due to a Call for Public Bids
139Foshan Electrical and Lighting Co. Ltd.
XV Major Contracts and Execution thereof
1. Entrustment Contracting and Leases
(1) Entrustment
□ Applicable □ Not applicable
No such cases in the Reporting Period.
(2) Contracting
□ Applicable □ Not applicable
No such cases in the Reporting Period.
(3) Leases
□ Applicable □ Not applicable
Notes to leases
No such cases in the Reporting Period.Lease items with a greater-than-10% impact on the Company’s gross profit during the Reporting Period:
□ Applicable □ Not applicable
No such cases in the Reporting Period.
2. Major guarantees
□ Applicable □ Not applicable
Unit: RMB'0000
Guarantees provided by the Company and its subsidiaries for external parties (exclusive of those for subsidiaries)
Disclosu
re date Guarante
Actual
of the Line of Actual Type of Counter Term of Having e for a
guarante Collatera
Obligor guarante guarante occurren guarante guarante guarante expired related
e l (if any)
e line e ce date e e (if any) e or not party or
amount
announc not
ement
Total approved line Total actual balance
for such guarantees of such guarantees at
at the end of the the end of the 0
Reporting Period Reporting Period
(A3) (A4)
Guarantees provided by the Company as the parent for its subsidiaries
Disclosu Guarante
Actual
re date Line of Actual Type of Counter Term of Having e for a
guarante Collatera
Obligor of the guarante occurren guarante guarante guarante expired related
e l (if any)
guarante e ce date e e (if any) e or not party or
amount
e line not
140Foshan Electrical and Lighting Co. Ltd.
announc
ement
Total approved line Total actual balance
for such guarantees of such guarantees at
at the end of the the end of the 0
Reporting Period Reporting Period
(B3) (B4)
Guarantees provided between subsidiaries
Disclosu
re date Guarante
Actual
of the Line of Actual Type of Counter Term of Having e for a
guarante Collatera
Obligor guarante guarante occurren guarante guarante guarante expired related
e l (if any)
e line e ce date e e (if any) e or not party or
amount
announc not
ement
Nanning
Liaowan
g Auto
Lamp
Co.Ltd.Liuzhou
Guige
25 April
Foreshin 2 March 21 June 2022-31
e 4500 336.98 Secured Yes None No No
2023 2023 Decemb
Technol
er 2025
ogy Co.Ltd.Liuzhou
Guige
Lighting
Technol
ogy Co.Ltd.Nanning
Liaowan
g Auto
15 June
Lamp
Co.June
Ltd. 10 2 March 2023 25
Chongqi 9900 February 9790.44 Secured Yes None No No
2023 May
ng 2023 2023-24
Guinuo
May
Lighting
2024
Technol
ogy Co.Ltd.Nanning
Liaowan
24 24 April g Auto 2 March 2022-31
Lamp 9600 March 8367.27 Secured Yes None No No
2023 Decemb
Co. 2023 er 2025
Ltd.Liuzhou
141Foshan Electrical and Lighting Co. Ltd.
Guige
Foreshin
e
Technol
ogy Co.Ltd.Liuzhou
Guige
Lighting
Technol
ogy Co.Ltd.Total approved line Total actual amount
for such guarantees of such guarantees in
2400018494.69
in the Reporting the Reporting Period
Period (C1) (C2)
Total approved line Total actual balance
for such guarantees of such guarantees at
at the end of the 24000 the end of the 18494.69
Reporting Period Reporting Period
(C3) (C4)
Total guarantee amount (total of the three kinds of guarantees above)
Total guarantee line Total actual
approved in the guarantee amount in
2400018494.69
Reporting Period the Reporting Period
(A1+B1+C1) (A2+B2+C2)
Total actual
Total approved
guarantee balance at
guarantee line at the
24000 the end of the 18494.69
end of the Reporting
Reporting Period
Period (A3+B3+C3)
(A4+B4+C4)
Total actual guarantee amount (A4+B4+C4)
2.94%
as % of the Company’s net assets
Of which:
Compound guarantees:
None.Chongqing Guinuo Lighting Technology Co. Ltd. (referred to as “Chongqing Guinuo”) Liuzhou Guige
Foreshine Technology Co. Ltd. (referred to as “Liuzhou Foreshine”) and Liuzhou Guige Lighting Technology
Co. Ltd. (referred to as “Liuzhou Lighting”) are all wholly-owned subsidiaries of Nanning Liaowang Auto
Lamp Co. Ltd. (referred to as “Nanning Liaowang”). As of 31 December 2023 guarantees between Nanning
Liaowang and its subsidiaries and collaterals are set out in “3. Other” under “XVI Commitments andContingencies” in Part X of this Report.
142Foshan Electrical and Lighting Co. Ltd.
3. Cash Entrusted to Other Entities for Management
(1) Cash Entrusted for Wealth Management
□ Applicable □ Not applicable
Overview of cash entrusted for wealth management during the Reporting Period
Unit: RMB’0000
Provision for
Unrecovered impairment on
Type Funding source Amount Undue amount
overdue amount unrecovered
overdue amount
Bank financial
Self-owned funds 77000 15000 0 0
products
Others Self-owned funds 45000 45000
Total 122000 60000 0 0
High-risk wealth management transactions with a significant single amount or with low security and low
liquidity:
□ Applicable □ Not applicable
Unit: RMB’0000
Inde
x to
trans
Typ Actu Pres actio
Ann Allo
e of al Rec crib Plan n
ualiz wan
weal Dete Exp gain eipt/ ed for sum
Sour ed ce
Typ th Begi Use rmin ecte /loss pay proc mor mar
ce Endi yiel for
Trus e of man Prin nnin of atio d in men edur e y
of ng d imp
tee trust age cipal g prin n of yiel Rep t of e trans and
prin date rate airm
ee men date cipal yiel d (if ortin such exec actio othe
cipal for ent
t d any) g gain uted n or r
refer (if
prod Peri /loss or not infor
ence any)
uct od not mati
on
(if
any)
Subj In Ann
Fosh
8 ect com ouncan
6 to plia eme
Bran Stru Self- Sept To
actu nce nt
ch ctur own Mar
Ban 400 emb
be
Othe al 2.79 51.2 with No.of ed ed ch 7.75 reco Yes
k 0 er r inve % 9 pres 202
Ban depo fund 202 verestme crib 3-
k of sit s 202 d
4 nt ed 007
Chin 3 peri appr on
a
od oval Entr
143Foshan Electrical and Lighting Co. Ltd.
proc ustm
edur ent
e of
Fosh Som
In
an e
com
Sub- Subj Idle
plia
bran ect Fun
nce
ch 16 to ds
Stru Self- 17 To with
of actu for
ctur own Janu be pres
LUS Ban 400 July Othe al 3.35 67.1 57.8 Wea
ed ed ary reco Yes crib
O k 0 202 r inve % 8 4 lth
depo fund vere ed
Inter 202 stme Man
sit s 3 d appr
nati 4 nt age
oval
onal peri men
proc
Ban od t on
edur
king http:
e
Ltd. //w
Fosh ww.In
an cnin
com
Sub- Subj fo.c
plia
bran ect om.nce
ch 7 29 to cn/
Stru Self- To with
of Aug Janu actuctur own be pres
LUS Ban 300 Othe al 3.30 47.4 37.3
ed ed ust ary reco Yes crib
O k 0 r inve % 7 6
depo fund vere ed
Inter 202 202 stme
sit s d appr
nati 3 4 nt
oval
onal peri
proc
Ban od
edur
king
e
Ltd.Fosh
In
an
com
Sub- Subj
plia
bran 8 ect nce
ch to
Stru Self- Nov 13 To with
of actu
ctur own be pres
LUS Ban 400 emb May Othe al 3.10 63.5 16.9
ed ed reco Yes crib
O k 0 er 202 r inve % 3 9
depo fund vere ed
Inter stme
sit s 202 4 d appr
nati nt
3 oval onal peri
proc
Ban od
edur
king
e
Ltd.Gua In
ngzh com
Subj
ou plia
ect
Bran Larg nce
6 6 to
ch e Self- To with
actu
of certi own Janu Janu be pres
Ban 100 Othe al 3.30
Chin ficat ed ary ary 990 reco Yes crib
k 00 r inve %
a e of fund 202 202 vere ed stme
Ever depo s d appr
3 6 nt
brig sit oval
peri
ht proc
od
Ban edur
k e
144Foshan Electrical and Lighting Co. Ltd.
In
Fosh com
Subj
an plia
ect
Bran Larg nce
31 31 to
ch e Self- To with
actu
of certi own Aug Aug be pres
Ban 500 Othe al 2.90
Ban ficat ed ust ust 435 reco Yes crib
k 0 r inve %
k of e of fund 202 202 vere ed stme
Com depo s d appr
3 6 nt
mun sit oval
peri
icati proc
od
ons edur
e
Gua In
ngzh com
Subj
ou plia
ect
Bran Larg 3 3 nce
to
ch e Self- Nov Nov To with
actu
of certi own
Ban 150 emb emb
be pres
Othe al 2.90 130
Chin ficat ed reco Yes crib
k 00 er er r inve % 5
a e of fund vere ed
stme
Ever depo s 202 202 d appr
nt
brig sit 3 6 oval peri
ht proc
od
Ban edur
k e
Fosh In
an com
Subj
Huji plia
ect
ng Larg 1 1 nce
to
Sub- e Self- Dec Dec To with
actu
bran certi own be pres
Ban 150 emb emb Othe al 2.95 132
ch ficat ed reco Yes crib
k 00 er er r inve % 7.5
of e of fund vere ed
stme
Ban depo s 202 202 d appr
nt
k of sit 3 6 oval peri
Gua proc
od
ngZ edur
hou e
600428119.
Total -- -- -- -- -- -- -- -- -- --
006.9794
Situation where the principal is expectedly irrecoverable or an impairment may be incurred:
□ Applicable □ Not applicable
(2) Entrusted Loans
□ Applicable □ Not applicable
No such cases in the Reporting Period.
4. Other Significant Contracts
□ Applicable □ Not applicable
145Foshan Electrical and Lighting Co. Ltd.
No such cases in the Reporting Period.XVI Other Significant Events
□ Applicable □ Not applicable
1. On 14 March 2023 and 31 March 2023 the Company held the 39th Meeting of the Ninth Board of Directors
and the First Extraordinary General Meeting of 2023 to deliberate on and approve the proposals relating to the
issuance of shares to specific objects in 2023 and agreed that the Company should apply to the Shenzhen Stock
Exchange for the issuance of shares to specific objects. On 12 July 2023 the Company received a notice of
approval from the Listing Review Center of the Shenzhen Stock Exchange. On 31 August 2023 the Company
received the Reply on the Approval of the Registration of Foshan Electrical and Lighting Co. Ltd. for the Issue of
Shares to Specific Objects (ZJXK [2023] No. 1974) issued by the China Securities Regulatory Commission
("CSRC") on 25 August 2023 which agreed to the application for registration of the Issue. In November 2023 the
Company issued 186783583 A shares to 13 specific objects and on 4 December 2023 the Company was listed on
the Shenzhen Stock Exchange. Upon completion of the issue the total share capital of the Company increased
from 1361994647 shares to 1548778230 shares. For details please refer to the Report on Alteration in New A-
Shares Issued by Foshan Electrical and Lighting Co. Ltd. to Specific Objects and Listing Announcement
disclosed by the Company on 1 December 2023 on http://www.cninfo.com.cn.
2. On 30 October 2023 Fozhao (Hainan) Technology Co. Ltd. (hereinafter referred to as "Hainan Technology") a
wholly-owned subsidiary of the Company entered into a Letter of Intent to Acquire Equity with Jiang Ailiang and
Jiang Shidi the shareholders of Shanghai Liangzhou Marine Light Manufacturing Co. Ltd. (hereinafter referred
to as the "Subject Company"). Hainan Technology intended to acquire 51% equity interest in the Subject
Company held by the transferor by cash payment. After the completion of the acquisition Hainan Technology
would become the controlling shareholder of the Subject Company and the Subject Company would be included
in the scope of the Company's consolidated statements. The Letter of Intent signed belongs to the intentional
agreement of the basic will of the two parties to the cooperation and is the basis for further negotiation between
the two parties. The equity acquisition is subject to the completion of comprehensive due diligence audit and
asset evaluation and further negotiation based on the relevant results. The final terms of this transaction are
subject to the signing of the formal equity acquisition agreement and there is uncertainty as to whether it can be
reached in the end. For details please refer to the Announcement on the Signing of the Letter of Intent for Equity
Acquisition by Wholly-owned Subsidiary disclosed by the Company on 31 October 2023 on
146Foshan Electrical and Lighting Co. Ltd.
http://www.cninfo.com.cn.
3. On 6 December 2023 and 22 December 2023 the Company respectively held the 49th meeting of the Ninth
Board of Directors and the Second Extraordinary General Meeting of 2023 which approved the Proposal on the
Disposal of Assets of the Company and Signing of Reserve Agreement and the Board of Directors agreed that the
Company would sign the Letter of Intent on Land Reserve with Foshan City Chancheng District Zumiao Street
Office and sign the Agreement on the Use Right of State-owned Land with Foshan City Chancheng District Land
Reserve Center and Foshan City Chancheng District Zumiao Street Office. After completing the preliminary land
preparation work such as demolition of buildings on the ground in accordance with relevant laws regulations and
policies the Fenjiang North Road land parcel would be handed over in three years batch by batch for pending
expropriation. On 1 February 2024 the Company formally signed the State-owned Land Use Right Reserve
Agreement with Foshan Chancheng District Land Reserve Center and Foshan Chancheng District Zumiao Street
Office. The Company would conduct pending expropriation of Lot No. 64 Fenjiang North Road in accordance
with the relevant contents of the agreement. For details please refer to the Announcement on the Disposal of
Assets of the Company and Signing of the Reserve Agreement and the Announcement on the Progress of the
Disposal of Assets of the Company and Signing of the Reserve Agreement respectively on 7 December 2023 and 3
February 2024 on http://www.cninfo.com.cn.XVII Significant Events of Subsidiaries
□ Applicable □ Not applicable
1. Expropriation of land and above-ground housing of Nanjing Fozhao
The Company held the 24th Meeting of the Ninth Board of Directors on 15 December 2021 where the Proposal
on Expropriation of Land and Above-ground Housing of the Wholly-owned Subsidiary Nanjing Fozhao Lighting
Equipment Manufacturing Co. Ltd. was deliberated and adopted. The Board of Directors agreed that Nanjing
Lishui District People's Government expropriates the land use rights and above-land housing of Nanjing Fozhao
Lighting Equipment Manufacturing Co. Ltd. (hereinafter referred to as "Nanjing Fozhao") a wholly-owned
subsidiary of the Company at a compensation amount of RMB183855895.00 and Nanjing Fozhao signed an
expropriation and compensation agreement with Lishui County House Dismantling Moving & Resettling
Development Co. Ltd. the implementing unit of the housing expropriation. As of 31 December 2023 Nanjing
Fozhao has received 30% of the compensation that is RMB55160000.00 and the land use right certificate and
house ownership certificate of the assets involved have been cancelled. As of the date of this report the site
147Foshan Electrical and Lighting Co. Ltd.
handover is still in progress.
2. Cancellation of FSL LIGHTING GmbH
On 22 October 2021 FSL held an office meeting of the general manager where the proposal for cancellation of
its wholly-owned subsidiary FSL LIGHTING GMBH was deliberated and adopted. As of the end of 2023 the
Company has been liquidated and cancelled.
148Foshan Electrical and Lighting Co. Ltd.
Part VII Share Changes and Shareholder Information
I Share Changes
1. Share Changes
Unit: share
Before Increase/decrease in the Reporting Period (+/-) After
Shares as
Shares as
dividend
dividend
Percentag New converted Percentag
Shares converted Other Subtotal Shares
e (%) issues from e (%)
from
capital
profit
reserves
1.
1075365186783518678351975372
Restricted 0.79% 12.75%
8838341
shares
1.1
Shares
held by
state
1.2
Shares
held by
691361669136166913616
state- 1 0.00% 4.46%
667
owned
legal
persons
1.3
Shares
held by
18260250.13%0018260250.12%
other
domestic
investors
Among
which:
Shares
held by 1338434 0.10% 0 0 1338434 0.09%
domestic
legal
persons
S
4875910.04%004875910.03%
hares held
149Foshan Electrical and Lighting Co. Ltd.
by
domestic
natural
persons
1.4
Shares
155535615553562448119
held by 8927632 0.66% 1.58%
446
foreign
investors
Among
which:
Shares
116040911604091160409
held by 0 0.00% 0.75%
444
foreign
legal
persons
Shares
held by 1287710
89276320.66%394947039494700.83%
foreign 2
natural
persons
1.5.
Funds
and other 1020938 1020938 1020938
00.00%6.59%
financial 53 53 53
products
etc.
2.
13512401351240
Unrestrict 99.21% 0 0 87.25%
989989
ed shares
2.1 RMB-
denomina
10565011056501
ted 77.57% 0 0 68.22%
050050
ordinary
shares
2.2
Domestic
29473992947399
ally listed 21.64% 0 0 19.03%
3939
foreign
shares
2.3
Overseas
listed
150Foshan Electrical and Lighting Co. Ltd.
foreign
shares
2.4 Other
3. Total 1361994 1867835 1867835 1548778
100.00%100.00%
shares 647 83 83 230
Reasons for share changes:
□ Applicable □ Not applicable
During the Reporting Period in accordance with the Reply on the Approval of the Registration of Foshan
Electrical and Lighting Co. Ltd. for the Issue of Shares to Specific Objects (ZJXK [2023] No. 1974) issued by the
CSRC the Company issued 186783583 A shares to 13 specific objects and was listed on the Shenzhen Stock
Exchange on 4 December 2023. The shares issued were all restricted shares among which the shares subscribed
by Rising Group in this issue were not transferable within 18 months from the listing date and the shares
subscribed by other investors in this issue were not transferable within six months from the listing date. Upon
completion of the issue the total share capital of the Company increased from 1361994647 shares to
1548778230 shares.
Approval of share changes:
□ Applicable □ Not applicable
On 14 March 2023 and 31 March 2023 the Company held the 39th Meeting of the Ninth Board of Directors and
the First Extraordinary General Meeting of 2023 to deliberate on and approve the proposals relating to the
issuance of shares to specific objects in 2023. On 12 July 2023 the Company received a notice of approval from
the Listing Review Center of the Shenzhen Stock Exchange. On 31 August 2023 the Company received the Reply
on the Approval of the Registration of Foshan Electrical and Lighting Co. Ltd. for the Issue of Shares to Specific
Objects (ZJXK [2023] No. 1974) issued by the China Securities Regulatory Commission ("CSRC") on 25 August
2023 which agreed to the application for registration of the Issue.
Transfer of share ownership:
□ Applicable □ Not applicable
During the Reporting Period the Company completed the registration of the additional shares involved in the
issue of A shares to specific objects and such additional shares were listed on 4 December 2023 on the Shenzhen
Stock Exchange.Effects of share changes on the basic and diluted earnings per share equity per share attributable to the
Company’s ordinary shareholders and other financial indicators of the prior year and the prior accounting period
respectively:
□ Applicable □ Not applicable
During the Reporting Period the Company increased its share capital by 186783583 shares as a result of the
issuance of shares to specific objects and the impact on the basic and diluted earnings per share and net assets per
share attributable to the ordinary shareholders of the Company for the latest one year and the latest period are as
follows:
20222023
Item Based on original Based on new share Based on new share
share capital capital capital
Basic earnings per share (RMB/share) 0.1707 0.1688 0.2128
Diluted earnings per share
0.16910.16720.2108
(RMB/share)
Equity per share attributable to the
3.83474.07704.0927
Company’s shareholders
Other information that the Company considers necessary or is required by the securities regulator to be disclosed:
□Applicable □ Not applicable
151Foshan Electrical and Lighting Co. Ltd.
2. Changes in Restricted Shares
□ Applicable □ Not applicable
Unit: share
Restricted Restricted
Restricted
Restricted Restricted Name of the shares amount shares shares amount Restricted
shares relieved shares relieved
shareholders at the period- increased of the at the period- reasons
of the period
period date
begin end
Restricted
shares after the
initial offering;
Guangdong
subscription for
Rising
0 46695895 0 46695895 the Company’s 4 June 2025
Holdings
Group Co. Ltd. A-share
issuance to
specific objects
in 2023
Restricted
Caitong Fund-
shares after the
Huatai
Securities Co. initial offering;
Ltd.-Caitong subscription for
Fund Junxinag 0 15392492 0 15392492 the Company’s 4 June 2024
Yongxi Single A-share
Asset issuance to
Management
specific objects
Plan
in 2023
Nuode Asset Restricted
Management- shares after the
Huatai initial offering;
Securities Co. subscription for
Ltd.-Caitong
0 14846416 0 14846416 the Company’s 4 June 2024
Fund Pujiang
No. 120 Single A-share
Asset issuance to
Management specific objects
Plan in 2023
Restricted
shares after the
initial offering;
subscription for
CSC Financial
0 8788395 0 8788395 the Company’s 4 June 2024
Co. Ltd.A-share
issuance to
specific objects
in 2023
Horizon Asset-
Restricted
Yunnan Trust-
shares after the
Yufeng No. 6
Assembled initial offering;
fund trust subscription for
program- 0 8703071 0 8703071 the Company’s 4 June 2024
Horizon Asset A-share
Ruicheng No. 1 issuance to
Order -asset
specific objects
management
plans in 2023
Changsha Lugu
0 8532423 0 8532423 Restricted 4 June 2024
Capital
152Foshan Electrical and Lighting Co. Ltd.
Management shares after the
Co. Ltd. initial offering;
subscription for
the Company’s
A-share
issuance to
specific objects
in 2023
Restricted
shares after the
initial offering;
subscription for
UBS AG 0 6484641 0 6484641 the Company’s 4 June 2024
A-share
issuance to
specific objects
in 2023
Restricted
shares after the
MORGAN initial offering;
STANLEY & subscription for
CO. 0 5119453 0 5119453 the Company’s 4 June 2024
INTERNATIO A-share
NAL PLC. issuance to
specific objects
in 2023
Restricted
shares after the
initial offering;
Sichuan Pu Xin subscription for
Chan Rong
0 5119453 0 5119453 the Company’s 4 June 2024
Investment Co.Ltd. A-share
issuance to
specific objects
in 2023
Restricted
Huatai Youyi shares after the
Stock initial offering;
Specialized subscription for
Pension
0 5119453 0 5119453 the Company’s 4 June 2024
Product-
Agricultural A-share
Bank of China issuance to
Limited specific objects
in 2023
Restricted
shares after the
Other
shareholders initial offering;
participating in subscription for
the subscription 0 61981891 0 61981891 the Company’s 4 June 2024
of shares issued A-share
to specific issuance to
objects
specific objects
in 2023
Total 0 186783583 0 186783583 -- --
153Foshan Electrical and Lighting Co. Ltd.
II. Issuance and Listing of Securities
1. Securities (Exclusive of Preferred Shares) Issued in the Reporting Period
□ Applicable □ Not applicable
Name of
Stock and Approved Terminatio
issue price Issue Disclosure Disclosure
derivative Issue date Listing date amount for n date for
(interest) amount index date
securities listing trading
thereof
Stock
Refer to the
Report on
Alteration
of Shares
and Report
on Listing
of Shares
2023
regarding
Issuance of 3 4 1
RMB5.86 18678358 18678358 FSL’s
A-shares to November December December
per share 3 3 Issuance of
Specific 2023 2023 2023
A-shares to
Targets
Specific
Targets
disclosed
on
http://www.cninfo.co
m.cn/
Notes:
In accordance with the Reply on the Approval of the Registration of Foshan Electrical and Lighting Co. Ltd.for the Issue of Shares to Specific Objects (ZJXK [2023] No. 1974) issued by the CSRC the Company issued
186783583 A shares to 13 specific objects (hereinafter referred to as “this issue”).The registration of the
additional shares involved in this issue has been completed at Shenzhen Branch of CSDC and such additional
shares were listed on the Shenzhen Stock Exchange on 4 December 2023. The shares issued were all restricted
shares among which the shares subscribed by Rising Group in this issue were not transferable within 18 months
from the listing date and the shares subscribed by other investors in this issue were not transferable within six
months from the listing date. Upon completion of the issue the total share capital of the Company increased
from 1361994647 shares to 1548778230 shares of which the A-shares increased from 1058321409 shares
(before this issue) to 1245104992 shares.
154Foshan Electrical and Lighting Co. Ltd.
2. Changes to Total Shares Shareholder Structure and Asset and Liability Structures
□ Applicable □ Not applicable
During the Reporting Period in accordance with the Reply on the Approval of the Registration of Foshan
Electrical and Lighting Co. Ltd. for the Issue of Shares to Specific Objects (ZJXK [2023] No. 1974) issued by
the CSRC the Company issued 186783583 A shares to 13 specific objects. The total share capital of the
Company was 1361994647 shares prior to this issue and after completion of this issue the total share capital
of the Company increased to 1548778230 shares. After the completion of the issuance to specific objects the
total assets and net asset size of the Company will increase at the same time the total liabilities will remain
unchanged and the debt-to-asset ratio will decrease which is conducive to optimizing the asset structure of the
Company alleviating the pressure on funds and enhancing profitability.
3. Existing Staff-Held Shares
□Applicable □ Not applicable
III Shareholders and Actual Controller
1. Shareholders and Their Shareholdings at the Period-End
Unit: share
Number of Number of
ordinary preferred
Number of preferred
shareholder shareholder
Number of shareholders with
s at the s with
ordinary resumed voting rights at
75375 month-end 75427 resumed 0 0
shareholder the month-end prior to the
prior to the voting
s disclosure of this Report
disclosure rights (if
(if any) (see note 8)
of this any) (see
Report note 8)
5% or greater shareholders or top 10 shareholders (exclusive of shares lent in refinancing)
Increase/de Shares in pledge marked
Total
Shareholdi crease in Unrestricte or frozen
Name of Nature of shares held Restricted
ng the d shares
shareholder shareholder at the shares held
percentage Reporting held Status Shares
period-end
Period
Hongkong Foreign
1884964318849643
Wah Shing legal 12.17% 0 0 N/A
00
Holding person
155Foshan Electrical and Lighting Co. Ltd.
Company
Limited
Prosperity
Foreign
Lamps & 14693485 14693485
legal 9.49% 0 0 N/A
Component 7 7
person
s Limited
Guangdong
State-
Rising
owned 12982679
Holdings 8.38% 46695895 46695895 83130898 N/A
legal 3
Group Co.person
Ltd.Guangdong
State-
Electronics
owned 12269424 12269424
Informatio 7.92% 0 0 N/A
legal 6 6
n Industry
person
Group Ltd.Essence
Internation
al Foreign
Securities legal 2.47% 38226524 2088065 0 38226524 N/A
(Hong person
Kong) Co.Ltd.Central
State-
Huijin
owned
Asset 2.14% 33161800 0 0 33161800 N/A
legal
Manageme
person
nt Co. Ltd.Hong Kong
Securities Foreign
Clearing legal 1.96% 30367806 30347612 0 30367806 N/A
Company person
Limited
Rising
Foreign
Investment
legal 1.65% 25482252 0 0 25482252 N/A
Developme
person
nt Limited
Caitong
Fund-
Huatai
Securities
Co. Ltd.-
Caitong
Fund Other 0.99% 15392492 15392492 15392492 0 N/A
Junxinag
Yongxi
Single
Asset
Manageme
nt Plan
156Foshan Electrical and Lighting Co. Ltd.
Nuode
Asset
Manageme
nt-Huatai
Securities
Co. Ltd.-
Caitong
Other 0.96% 14846416 14846416 14846416 0 N/A
Fund
Pujiang
No. 120
Single
Asset
Manageme
nt Plan
1. Shareholder Caitong Fund-Huatai Securities Co. Ltd.-Caitong Fund Junxinag Yongxi Single
Asset Management Plan became one of the top ten shareholders of the Company by participating in
Strategic investors or the subscription of 15392492 A shares issued by the Company to specific objects in 2023. (The
shares were listed on the Shenzhen Stock Exchange on 4 December 2023 and shall not be transferred
general corporations
within 6 months from the date of listing i.e. they are restricted circulating shares during the period
becoming top-ten from 4 December 2023 to 4 June 2024)
shareholders due to 2. Shareholder Nuode Asset Management-Huatai Securities Co. Ltd.-Caitong Fund Pujiang No. 120
Single Asset Management Plan became one of the top ten shareholders of the Company by
placing of new shares (if
participating in the subscription of 14846416 A shares issued by the Company to specific objects in
any) (see note 3) 2023. (The shares were listed on the Shenzhen Stock Exchange on 4 December 2023 and shall not
be transferred within six months from the date of listing i.e. they are restricted circulating shares
during the period from 4 December 2023 to 4 June 2024)
Among the top 10 shareholders Hong Kong Wah Shing Holding Company Limited Guangdong
Related or acting-in- Rising Holdings Group Co. Ltd. Guangdong Electronics Information Industry Group Ltd. and
concert parties among the Rising Investment Development Limited are acting-in-concert parties; Apart from that it is
shareholders above unknown whether there is among the top 10 shareholders any other related parties or acting-in-
concert parties as defined in the Administrative Measures for the Acquisition of Listed Companies.Above shareholders
involved in
entrusting/being entrusted Naught
with voting rights and
giving up voting rights
Top 10 unrestricted shareholders
Type of shares
Name of shareholder Unrestricted shares at the Period-end
Type Shares
RMB-
Hongkong Wah Shing
denominate 18849643
Holding Company 188496430
d ordinary 0
Limited
stock
RMB-
Prosperity Lamps & denominate 14693485
146934857
Components Limited d ordinary 7
stock
RMB-
Guangdong Electronics
denominate 12269424
Information Industry 122694246
d ordinary 6
Group Ltd.stock
Guangdong Rising RMB-
8313089883130898
Holdings Group Co. Ltd. denominate
157Foshan Electrical and Lighting Co. Ltd.
d ordinary
stock
Domestical
Essence International
ly listed
Securities (Hong Kong) 38226524 38226524
foreign
Co. Ltd.stock
RMB-
Central Huijin Asset denominate
3316180033161800
Management Co. Ltd. d ordinary
stock
RMB-
Hong Kong Securities denominate
Clearing Company 30367806 30367806
d ordinary
Limited
stock
Domestical
Rising Investment ly listed
2548225225482252
Development Limited foreign
stock
RMB-
denominate
Zhang Shaowu 11700000 11700000
d ordinary
stock
Domestical
China Merchants ly listed
Securities (Hong Kong) 9048244 9048244
foreign
Co. Ltd
stock
Related or acting-in-
concert parties among the
Among the top 10 unrestricted ordinary shareholders Hong Kong Wah Shing Holding Company
top 10 unrestricted
Limited Guangdong Rising Holdings Group Co. Ltd. Guangdong Electronics Information Industry
ordinary shareholders as Group Ltd. and Rising Investment Development Limited are acting-in-concert parties; Apart from
well as between the top 10 that it is unknown whether there is among the top 10 shareholders any other related parties or
acting-in-concert parties as defined in the Administrative Measures for the Acquisition of Listed
unrestricted ordinary
Companies.shareholders and the top
10 ordinary shareholders
Top 10 ordinary
shareholders involved in
None
securities margin trading
(if any) (see note 4)
Top 10 shareholders involved in refinancing shares lending:
□Applicable □ Not applicable
Changes in top 10 shareholders compared with the prior period
158Foshan Electrical and Lighting Co. Ltd.
□ Applicable □ Not applicable
Unit: share
Changes in top 10 shareholders compared with the end of the prior period
Newly added to or Shares in the common account and credit Shares lent in refinancing and not yet
exiting from top account plus shares lent in refinancing
Full name of returned at the period-end
10 shareholders in and not yet returned at the period-end
shareholder
the Reporting As % of total share As % of total share
Period Total shares Total shares capital capital
Hong Kong
Securities Clearing Newly added 0 0.00% 30367806 1.96%
Company Limited
Caitong Fund-
Huatai Securities
Co. Ltd.-Caitong
Fund Junxinag Newly added 0 0.00% 15392492 0.99%
Yongxi Single
Asset Management
Plan
Nuode Asset
Management-
Huatai Securities
Co. Ltd.-Caitong Newly added 0 0.00% 14846416 0.96%
Fund Pujiang No.
120 Single Asset
Management Plan
Zhuang Jianyi Exiting 0 0.00% 11903509 0.77%
Zhang Shaowu Exiting 0 0.00% 11700000 0.76%
China Merchants
Securities (Hong Exiting 0 0.00% 9048244 0.58%
Kong) Co. Ltd
Indicate by tick mark whether any of the top 10 ordinary shareholders or the top 10 unrestricted ordinary
shareholders of the Company conducted any promissory repo during the Reporting Period.□Yes □ No
No such cases in the Reporting Period.
2. Controlling Shareholder
Nature of the controlling shareholder: Controlled by a local state-owned legal person
Type of the controlling shareholder: legal person
Legal
Name of controlling Unified social credit
representative/person Date of establishment Principal activity
shareholder code
in charge
Guangdong Rising Asset management and
Holdings Group Co. Lyu Yongzhong 23 December 1992 91440000719283849E operation equity
Ltd. management and
159Foshan Electrical and Lighting Co. Ltd.
operation investment
operation and
management and re-
investment of
investment earnings;
other business
authorized by the state-
owned assets
administration of the
Guangdong Province;
contractor service for
overseas projects and
domestic projects
calling for international
bids contractor service
for survey consulting
design and supervision
of the aforesaid
overseas projects
export of equipment
and materials for the
aforesaid overseas
projects and dispatch
of contract workers for
the aforesaid overseas
projects; property
rental service; and
exploitation sale and
deep processing of rare
earth (operated by the
branches with the
relevant licenses).Development
production and sale of
electronics IT products
and electrical
appliances operation
Guangdong Electronics
of electronic
Information Industry Wang Jia 19 October 2000 91440000725458764N
information networks
Group Ltd.and computers
electronic computer
technology service and
equipment and venue
rental service; sale of
160Foshan Electrical and Lighting Co. Ltd.
electronic computers
and fittings electronic
components electron
devices and electrical
machinery and
equipment; wholesale
of coal; energy
performance
contracting service
development and
consulting service of
energy-saving
technology and
manufacture and
installation of energy-
saving equipment;
parking lot operation
(188 Yueken Road
Tianhe District
Guangzhou
Guangdong Province
P.R.China); import and
export of goods; and
training of professional
and technical personnel
(Limited to branch
operation); .technical
services.At the end of the Reporting Period Guangdong Rising Holdings Group Co. Ltd. and its parties acting
Shareholdings of in concert. directly or indirectly held the following stakes in other listed companies at home or abroad:
controlling shareholder 1. a 40.52% stake of 136318684 shares in Rising Nonferrous (stock code: 600259);
in other listed 2. a 35.72% stake of 1335060698 shares in Zhongjin Lingnan Nonfemet (stock code: 000060);
companies at home or 3. a 23.19% stake of 268311117 shares in Fenghua Advanced (stock code: 000636);
abroad in reporting 4. a 26.37% stake of 291458228 A shares and H shares in Dongjiang Environment (stock code:
period 002672);
5. a 6.26% stake of 5724384653 shares in China Telecom (stock code: 601728).
Change of the controlling shareholder in the Reporting Period:
□Applicable □ Not applicable
No such cases in the Reporting Period.
3. Actual Controller and Its Acting-in-Concert Parties
Nature of the actual controller: Local institution for state-owned assets management
Type of the actual controller: legal person
Name of actual Legal Unified social credit
Date of establishment Principal activity
controller representative/person code
161Foshan Electrical and Lighting Co. Ltd.
in charge
Asset management and
operation equity
management and
operation investment
operation and
management and re-
investment of
investment earnings;
other business
authorized by the state-
owned assets
administration of the
Guangdong Province;
contractor service for
overseas projects and
domestic projects
Guangdong Rising calling for international
Holdings Group Co. Lyu Yongzhong 23 December 1999 91440000719283849E bids contractor service
Ltd. for survey consulting
design and supervision
of the aforesaid
overseas projects
export of equipment
and materials for the
aforesaid overseas
projects and dispatch
of contract workers for
the aforesaid overseas
projects; property
rental service; and
exploitation sale and
deep processing of rare
earth (operated by the
branches with the
relevant licenses).At the end of the Reporting Period Guangdong Rising Holdings Group Co. Ltd. and its parties acting
in concert. directly or indirectly held the following stakes in other listed companies at home or abroad:
Shareholdings of the
1. a 40.52% stake of 136318684 shares in Rising Nonferrous (stock code: 600259);
actual controller in
2. a 35.72% stake of 1335060698 shares in Zhongjin Lingnan Nonfemet (stock code: 000060);
other listed companies
3. a 23.19% stake of 268311117 shares in Fenghua Advanced (stock code: 000636);
at home or abroad in
4. a 26.37% stake of 291458228 A shares and H shares in Dongjiang Environment (stock code:
this Reporting Period
002672);
5. a 6.26% stake of 5724384653 shares in China Telecom (stock code: 601728).
Change of the actual controller during the Reporting Period:
□Applicable □ Not applicable
No such cases in the Reporting Period.Ownership and control relations between the actual controller and the Company:
162Foshan Electrical and Lighting Co. Ltd.
Indicate by tick mark whether the actual controller controls the Company via trust or other ways of asset
management.□Applicable □ Not applicable
4. Number of Accumulative Pledged Shares held by the Company’s Controlling Shareholder or the
Largest Shareholder as well as Its Acting-in-Concert Parties Accounts for 80% of all shares of the
Company held by Them
□Applicable □ Not applicable
5. Other 10% or Greater Corporate Shareholders
□Applicable □ Not applicable
6. Limitations on Shareholding Decrease by the Company’s Controlling Shareholder Actual Controller
Reorganizer and Other Commitment Makers
□ Applicable □ Not applicable
163Foshan Electrical and Lighting Co. Ltd.
During the Reporting Period in accordance with the Reply on the Approval of the Registration of Foshan
Electrical and Lighting Co. Ltd. for the Issue of Shares to Specific Objects (ZJXK [2023] No. 1974) issued by
the CSRC the Company issued 186783583 A shares to 13 specific objects of which Rising Holdings Group
the Company's de facto controller subscribed for 46695895 A shares by way of cash. The shares subscribed
by Rising Holdings Group shall not be transferred within 18 months from the date of closing of the issue and
the shares subscribed by other investors shall not be transferred within six months from the date of listing.IV Specific Implementation of Share Repurchases in the Reporting Period
Progress on any share repurchases
□Applicable □ Not applicable
Progress on reducing the repurchased shares by means of centralized bidding:
□Applicable □ Not applicable
164Foshan Electrical and Lighting Co. Ltd.
Part VIII Preference Shares
□Applicable □ Not applicable
No preference shares in the Reporting Period.
165Foshan Electrical and Lighting Co. Ltd.
Part IX Bonds
□Applicable □ Not applicable
166Foshan Electrical and Lighting Co. Ltd.
Part X Financial Statements
I Auditor’s Report
Type of the independent auditor’s opinion Unmodified unqualified opinion
Date of signing this report 17 April 2024
Name of the independent auditor WUYIGE Certified Public Accountants LLP
No. of independent auditor’s report WUYIGE Auditor’s Report [2024] No. 22-00012
Names of certified public accountants He Xiaojuan Wang Jingkun
Independent Auditor’s Report
To the Shareholders of Foshan Electrical and Lighting Co. Ltd.I Opinion
We have audited the financial statements of Foshan Electrical and Lighting Co. Ltd. (the “Company”) which
comprise the consolidated balance sheets and balance sheet of the Company as the parent as of 31 December 2023
the consolidated income statement and income statement of the Company as the parent consolidated cash flow
statement and cash flow statement of the Company as the parent and consolidated statement of changes in owners’
equity and statement of changes in owners’ equity of the Company as the parent for the year then ended as well as
the notes to the financial statements.In our opinion the financial statements referred to above present fairly in all material respects the consolidated
and parent company financial position of the Company at 31 December 2023 and the consolidated and the
company as the parent operating results and cash flows for the year then ended in conformity with the Chinese
Accounting Standards (CAS).II Basis for Opinion
We conducted our audits in accordance with the Audit Standards for Chinese Registered Accountants. Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for Audit of Financial
Statements section of our report. We are independent of the Company in accordance with the China Code of
Ethics for Certified Public Accountants and we have fulfilled our other ethical responsibilities in accordance with
the said Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.III Key Audit Matters
(I) Revenue recognition
Key audit matters are those matters that in our professional judgment were of most significance in our audit of
the financial statements of the current period. These matters were addressed in the context of our audit of the
financial statements as a whole and in forming our opinion thereon and we do not provide a separate opinion on
these matters.
1. Description
As stated in “V-37. Income” and “VII-61. Operating Revenue and Cost of Sales” in the notes to the financial
167Foshan Electrical and Lighting Co. Ltd.
statements the Company’s operating revenue was RMB9057292003.90 during 2023 with the main business
revenue being RMB8783592484.22 accounting for 96.98% of the total operating revenue. The amount of main
business revenue is significant and is a key performance indicator so there is inherent risk that management will
manipulate the timing of revenue recognition in order to meet specific targets or expectations. Therefore we
determined that revenue is recognized as a key audit item.
2. Response to auditing
(1) Understanding and evaluating the design of internal control related to revenue recognition and testing the
effectiveness of relevant internal control;
(2) Checking whether the revenue recognition policy is in line with the requirements of the Accounting Standards
for Business Enterprises and is consistently applied;
(3) Selecting the revenue transactions recorded of this year to check invoices sales contracts outbound orders
customer receipt records and export documents and assess whether the relevant revenue recognition conforms to
the accounting policies of the Company for revenue recognition;
(4) Selecting the revenue transactions recorded of this year to carry out independent confirmation procedures and
confirm the authenticity of revenue;
(5) Inquiring about the industrial and commercial registration information of major customers through public
channels so as to ensure that major customers operate normally and their business scope conforms to the nature of
the Company's downstream customers;
(6) Implementing analysis procedures for operating revenue including analysing the annual and monthly revenue
of major products changes in major customers changes in sales prices and gross profit margins of major products
and judging the rationality of changes in annual revenue and gross profit margins of this year;
(7) Selecting the revenue transactions recorded around the balance sheet date checking the outbound order
customer receipt records and other supporting documents to assess whether the revenue is recorded in the
appropriate accounting period.(II) Provision for bad debt of accounts receivable
1. Description
As stated in Notes "V-13. Accounts Receivable" and "VII-5. Accounts Receivable" to the financial statements as
of 31 December 2023 the book balance of accounts receivable in the consolidated financial statements of the
Company was RMB2235966456.78 including RMB142467176.38 in the balance of bad debt provision. The
determination of the recoverability of accounts receivable requires the Management to identify the impaired items
and objective evidence assess the expected future cash flows to be obtained and determine their present value.This involves significant accounting estimates and judgements by the Management and the provision for
impairment of expected credit losses on accounts receivable is significant to the financial statements. Therefore
the impairment of accounts receivable is considered a key audit matter.
2. Audit Response
(1) Evaluated and tested the design and operating effectiveness of internal controls related to credit policies and
receivables management;
(2) An analysis of the reasonableness of the accounting estimates for the provision for bad debts in respect of
accounts receivable including the basis for determining the group of accounts receivable the judgment of
168Foshan Electrical and Lighting Co. Ltd.
materiality of amounts the separate provision for bad debts and the judgment of expected credit loss rates;
(3) Analysed and calculated the ratio between the amount of provision for bad debts and the balance of accounts
receivable at the balance sheet date compared the provision for bad debts with the actual amount incurred in prior
periods and analysed the adequacy of the provision for bad debts for accounts receivable;
(4) Obtained the table of the provisions for bad debts and checked whether the provision making method is
implemented in accordance with the bad debts policy and whether the recalculation of the amount of provision for
bad debts is accurate;
(5) Evaluated the reasonableness of the provision for bad debts for accounts receivable by analysing the aging of
the accounts receivable and the creditworthiness of the customers and by performing correspondence procedures
for accounts receivable and checking the post-period recovery.(III) Goodwill impairment tests
1. Description
On 28 February 2022 the Company acquired a 21.48% equity interest in Foshan NationStar Optoelectronics Co.Ltd. (hereinafter "NationStar Optoelectronics") resulting in goodwill of RMB405620123.64. The goodwill of
NationStar Optoelectronics has a significant impact on its financial statements. Additionally in the goodwill
impairment test the Company's Management reasonably judged and identified signs of goodwill impairment
based on internal and external information. Furthermore impairment signs and the annual year-end impairment
test heavily rely on the estimates and assumptions made by the Management particularly in significant judgments
regarding the forecast of future revenue long-term revenue growth rates gross profit margins operating expenses
and discount rates of relevant asset groups. These estimates involve uncertainties and may be significantly
influenced by the Management's judgments about future markets and economic environments. Different estimates
and assumptions adopted significantly influence the recoverable value of the goodwill appraised. As goodwill
impairment testing involves significant judgments and estimates made by the Management it is considered a key
audit matter.
2. Audit Response
(1) Understanding evaluating and testing the Company's key internal controls related to goodwill impairment
testing.
(2) For goodwill arising from a business combination understanding the achievement of performance forecasts
for the acquired company.
(3) Discussing with the management the methodology of goodwill impairment testing including the asset group
or combination of asset groups related to goodwill the reasonableness of assumptions such as future earnings
projections and discounted cash flow rates for each asset group or combination of asset groups and the judgment
and assessment of the profitability of each asset group or combination of asset groups.
(4) Evaluating the competency professional quality and objectivity of the external valuation experts engaged by
management.
(5) Discussing with the external valuation experts engaged by the management to understand the reasonableness
of key assumptions used in the impairment test.
(6) Where necessary with the assistance of internal valuation experts evaluate the reasonableness of the type of
value valuation methodology and valuation parameters such as the discount rate of the asset valuation reports
169Foshan Electrical and Lighting Co. Ltd.
issued by external valuation experts.IV Other Information
The Company’s management is responsible for the other information. The other information comprises all of the
information included in the Company’s 2023 Annual Report other than the financial statements and our auditor’s
report thereon.Our opinion on the financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.In connection with our audit of the financial statements our responsibility is to read the other information and in
doing so consider whether the other information is materially inconsistent with the financial statements or our
knowledge obtained in the audit or otherwise appears to be materially misstated. If based on the work we have
performed we conclude that there is a material misstatement of this other information we are required to report
that fact. We have nothing to report in this regard.V Responsibilities of Management and Those Charged with Governance for Financial Statements
The Company’s management is responsible for the preparation of the financial statements that give a fair view in
accordance with CAS and for designing implementing and maintaining such internal control as the management
determines is necessary to enable the preparation of financial statements that are free from material misstatement
whether due to fraud or error.In preparing the financial statements the management is responsible for assessing the Company’s ability to
continue as a going concern disclosing as applicable matters related to going concern and using the going
concern basis of accounting unless the management either intends to liquidate the Company or to cease operations
or have no realistic alternative but to do so.Those charged with governance are responsible for overseeing the Company’s financial reporting process.VI Auditor’s Responsibilities for Audit of Financial Statements
Our objectives are to obtain reasonable assurance about whether the 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 CAS will always detect a material misstatement when it exists. 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 CAS 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) Understand the internal controls relevant to the audit in order to design appropriate audit procedures.
(3) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by the management.
(4) Conclude on the appropriateness of the 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
170Foshan Electrical and Lighting Co. Ltd.
uncertainty exists we are required by CAS to draw users’ attention in our auditor’s report to the related
disclosures in the financial statements or if such disclosures are inadequate we should express modified 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 including the disclosures
and whether the financial statements represent the underlying transactions and events in a manner that achieves
fair presentation.
(6) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Company to express an opinion on the financial statements. We are responsible for the
direction supervision and performance of the Company audit. We remain solely responsible for our audit opinion.We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence and communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence and where applicable related safeguards.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.WUYIGE Certified Public Accountants LLP Chinese CPA: He Xiaojuan (Engagement Partner)
Beijing · China Chinese CPA: Wang Jingkun
17 April 2024
171Foshan Electrical and Lighting Co. Ltd.
II Financial Statements
Currency unit for the financial statements and the notes thereto: RMB
1. Consolidated Balance Sheet
Prepared by Foshan Electrical and Lighting Co. Ltd.
31 December 2023
Unit: RMB
Item 31 December 2023 1 January 2023
Current assets:
Monetary assets 3596049654.55 2484508907.43
Settlement reserve
Interbank loans granted
Held-for-trading financial assets 152529775.41 261541896.45
Derivative financial assets
Notes receivable 1057352267.60 821537774.07
Accounts receivable 2093499280.40 1920770941.76
Accounts receivable financing 443201960.02 569868831.79
Prepayments 34508638.92 45526548.93
Premiums receivable
Reinsurance receivables
Receivable reinsurance contract
reserve
Other receivables 49108300.85 32902865.98
Including: Interest receivable
Dividends receivable
Financial assets purchased under resale
agreements
Inventories 1971171641.14 2031637401.87
Contract assets 4252013.94 5466875.07
Assets held for sale 17147339.84 17147339.84
Current portion of non-current assets
Other current assets 109292399.14 79438576.89
Total current assets 9528113271.81 8270347960.08
Non-current assets:
Loans and advances to customers
Investments in debt obligations
Investments in other debt obligations 454822905.25
Long-term receivables
Long-term equity investments 179188555.15 181931792.66
Investments in other equity
699762746.35864191346.40
instruments
172Foshan Electrical and Lighting Co. Ltd.
Other non-current financial assets
Investment property 163636347.41 44611882.44
Fixed assets 3453214586.47 3508094282.41
Construction in progress 1174533505.11 1282780335.14
Productive living assets
Oil and gas assets
Right-of-use assets 8812320.64 13047727.73
Intangible assets 434549913.99 340166852.37
Development costs
Goodwill 421831593.46 421831593.46
Long-term prepaid expense 190362699.25 190126627.91
Deferred income tax assets 106283766.95 90244005.41
Other non-current assets 119327703.18 81543512.85
Total non-current assets 7406326643.21 7018569958.78
Total assets 16934439915.02 15288917918.86
Current liabilities:
Short-term borrowings 220019877.73 157715359.35
Borrowings from the central bank
Interbank loans obtained
Held-for-trading financial liabilities 4679000.00
Derivative financial liabilities
Notes payable 2271174787.69 1975743568.71
Accounts payable 2875980206.64 2513177458.14
Advances from customers 466872.69 2532442.44
Contract liabilities 235335693.28 125143161.61
Financial assets sold under repurchase
agreements
Customer deposits and interbank
deposits
Payables for acting trading of
securities
Payables for underwriting of securities
Employee benefits payable 193830812.66 173034152.18
Taxes payable 42940157.30 64295552.10
Other payables 362491923.01 440230081.05
Including: Interest payable
Dividends payable 15646.07
Handling charges and commissions
payable
Reinsurance payables
Liabilities directly associated with
assets held for sale
Current portion of non-current
343914214.4565540510.67
liabilities
173Foshan Electrical and Lighting Co. Ltd.
Other current liabilities 95008427.01 100192681.00
Total current liabilities 6641162972.46 5622283967.25
Non-current liabilities:
Insurance contract reserve
Long-term borrowings 253093421.29 747931023.71
Bonds payable
Including: Preferred shares
Perpetual bonds
Lease liabilities 4310967.92 7055542.18
Long-term payables
Long-term employee benefits payable
Provisions 14277087.30 9587043.31
Deferred income 75185461.27 97078233.43
Deferred income tax liabilities 174806746.25 204428275.95
Other non-current liabilities 205769.48 308780.61
Total non-current liabilities 521879453.51 1066388899.19
Total liabilities 7163042425.97 6688672866.44
Owners’ equity:
Share capital 1548778230.00 1361994647.00
Other equity instruments
Including: Preferred shares
Perpetual bonds
Capital reserves 914336325.66 7245971.54
Less: Treasury stock 82165144.15 82165144.15
Other comprehensive income 360027027.59 498141018.70
Specific reserve 1213325.92
Surplus reserves 107944679.06 91359027.15
General reserve
Retained earnings 3435308364.11 3296435828.50
Total equity attributable to owners of the
6285442808.195173011348.74
Company as the parent
Non-controlling interests 3485954680.86 3427233703.68
Total owners’ equity 9771397489.05 8600245052.42
Total liabilities and owners’ equity 16934439915.02 15288917918.86
Legal representative:WanShan Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
2. Balance Sheet of the Company as the Parent
Unit: RMB
Item 31 December 2023 1 January 2023
Current assets:
Monetary assets 1756256289.35 616301656.56
174Foshan Electrical and Lighting Co. Ltd.
Held-for-trading financial assets 200565014.22
Derivative financial assets
Notes receivable 90413382.59 130473889.36
Accounts receivable 840003427.41 914875676.00
Accounts receivable financing 105327382.82 14127710.41
Prepayments 7334575.29 13129004.94
Other receivables 558342534.44 511036345.72
Including: Interest receivable
Dividends receivable
Inventories 462793053.42 475047674.61
Contract assets 4252013.94 5466875.07
Assets held for sale
Current portion of non-current assets
Other current assets 8244786.97 9844377.83
Total current assets 3832967446.23 2890868224.72
Non-current assets:
Investments in debt obligations
Investments in other debt obligations 454822905.25
Long-term receivables
Long-term equity investments 2502623981.06 2505563031.07
Investments in other equity
659684177.55823131485.48
instruments
Other non-current financial assets
Investment property 47163026.83 40982686.40
Fixed assets 651197430.25 548743031.51
Construction in progress 205106029.03 187318584.50
Productive living assets
Oil and gas assets
Right-of-use assets 5082521.44 6963639.23
Intangible assets 93932977.96 94698330.35
Development costs
Goodwill
Long-term prepaid expense 29727301.65 37118287.24
Deferred income tax assets 36285162.26 31202848.92
Other non-current assets 48331060.62 48873160.34
Total non-current assets 4733956573.90 4324595085.04
Total assets 8566924020.13 7215463309.76
Current liabilities:
Short-term borrowings
Held-for-trading financial liabilities 4679000.00
Derivative financial liabilities
Notes payable 982735414.37 826037810.34
Accounts payable 977444406.30 788288700.08
Advances from customers 2285714.30
175Foshan Electrical and Lighting Co. Ltd.
Contract liabilities 145086858.16 47498783.11
Employee benefits payable 64958645.43 49182531.44
Taxes payable 20946142.07 9700312.91
Other payables 324137191.03 202509326.09
Including: Interest payable
Dividends payable
Liabilities directly associated with
assets held for sale
Current portion of non-current
1377403.641881117.79
liabilities
Other current liabilities 82802283.98 88215663.53
Total current liabilities 2599488344.98 2020278959.59
Non-current liabilities:
Long-term borrowings 182912120.75
Bonds payable
Including: Preferred shares
Perpetual bonds
Lease liabilities 3705117.80 5082521.44
Long-term payables
Long-term employee benefits payable
Provisions
Deferred income
Deferred income tax liabilities 63366691.06 88165954.92
Other non-current liabilities
Total non-current liabilities 67071808.86 276160597.11
Total liabilities 2666560153.84 2296439556.70
Owners’ equity:
Share capital 1548778230.00 1361994647.00
Other equity instruments
Including: Preferred shares
Perpetual bonds
Capital reserves 909058541.44 7426635.62
Less: Treasury stock 82165144.15 82165144.15
Other comprehensive income 359858073.06 498788284.79
Specific reserve 897781.74
Surplus reserves 339248748.30 322663096.39
Retained earnings 2824687635.90 2810316233.41
Total owners’ equity 5900363866.29 4919023753.06
Total liabilities and owners’ equity 8566924020.13 7215463309.76
Legal representative:WanShan Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
176Foshan Electrical and Lighting Co. Ltd.
3. Consolidated Income Statement
Unit: RMB
Item 2023 2022
1. Revenue 9057292003.90 8759965275.96
Including: Operating revenue 9057292003.90 8759965275.96
Interest revenue
Insurance premium income
Handling charge and
commission income
2. Costs and expenses 8639746992.68 8360248566.32
Including: Cost of sales 7354814252.01 7223971501.53
Interest costs
Handling charge and
commission expense
Surrenders
Net insurance claims paid
Net amount provided as
insurance contract reserve
Expenditure on policy
dividends
Reinsurance premium
expense
Taxes and surcharges 72268419.87 62027216.12
Selling expense 331039604.55 256820593.82
Administrative expense 430544371.96 408119409.22
R&D expense 483579093.81 440787934.06
Finance costs -32498749.52 -31478088.43
Including: Interest
24128844.1722311206.70
expense
Interest
47710201.2229169641.75
income
Add: Other income 90204646.62 84894793.92
Return on investment (“-” for loss) 14598948.35 10633954.02
Including: Share of profit or loss
1833621.592467060.07
of joint ventures and associates
Income from the
derecognition of financial assets at
amortized cost (“-” for loss)
Exchange gain (“-” for loss)
Net gain on exposure hedges (“-”
for loss)
Gain on changes in fair value (“-”
1129444.26-9518428.58
for loss)
177Foshan Electrical and Lighting Co. Ltd.
Credit impairment loss (“-” for
-52131054.21-15404763.61
loss)
Asset impairment loss (“-” for
-81268657.36-91517378.38
loss)
Asset disposal income (“-” for
12719324.89968273.19
loss)
3. Operating profit (“-” for loss) 402797663.77 379773160.20
Add: Non-operating income 9540666.39 18757057.63
Less: Non-operating expense 6538763.70 16812534.08
4. Profit before tax (“-” for loss) 405799566.46 381717683.75
Less: Income tax expense 21126964.48 31011277.73
5. Net profit (“-” for net loss) 384672601.98 350706406.02
5.1 By operating continuity
5.1.1 Net profit from continuing
384672601.98350706406.02
operations (“-” for net loss)
5.1.2 Net profit from discontinued
operations (“-” for net loss)
5.2 By ownership
5.2.1 Net profit attributable to
290357652.22230320570.67
owners of the Company as the parent
5.2.1 Net profit attributable to non-
94314949.76120385835.35
controlling interests
6. Other comprehensive income net of
-137433230.11-383701554.10
tax
Attributable to owners of the
-138113991.11-383929211.19
Company as the parent
6.1 Items that will not be
-138930211.73-383579545.85
reclassified to profit or loss
6.1.1 Changes caused by
remeasurements on defined benefit
schemes
6.1.2 Other comprehensive
income that will not be reclassified to
profit or loss under the equity method
6.1.3 Changes in the fair value of
-138930211.73-383579545.85
investments in other equity instruments
6.1.4 Changes in the fair value
arising from changes in own credit risk
6.1.5 Other
6.2 Items that will be reclassified to
816220.62-349665.34
profit or loss
6.2.1 Other comprehensive
income that will be reclassified to profit
or loss under the equity method
178Foshan Electrical and Lighting Co. Ltd.
6.2.2 Changes in the fair value of
investments in other debt obligations
6.2.3 Other comprehensive
income arising from the reclassification
of financial assets
6.2.4 Credit impairment
allowance for investments in other debt
obligations
6.2.5 Reserve for cash flow
hedges
6.2.6 Differences arising from the
translation of foreign currency- 816220.62 -349665.34
denominated financial statements
6.2.7 Other
Attributable to non-controlling
680761.00227657.09
interests
7. Total comprehensive income 247239371.87 -32995148.08
Attributable to owners of the
152243661.11-153608640.52
Company as the parent
Attributable to non-controlling
94995710.76120613492.44
interests
8. Earnings per share
8.1 Basic earnings per share 0.2128 0.1707
8.2 Diluted earnings per share 0.2108 0.1691
Where business combinations under common control occurred in the current period the net profit achieved by the acquirees before
the combinations was RMB0.00 with the amount for last year being RMB0.00.Legal representative:WanShan Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
4. Income Statement of the Company as the Parent
Unit: RMB
Item 2023 2022
1. Operating revenue 3370500210.73 3314037139.28
Less: Cost of sales 2669830010.84 2684105565.79
Taxes and surcharges 28696224.90 22878262.76
Selling expense 201942644.31 148184632.71
Administrative expense 170906350.75 156902439.16
R&D expense 126839317.28 148634853.78
Finance costs -15149738.19 -4648251.30
Including: Interest costs 3768074.03 11637904.69
Interest revenue 12619606.34 6836685.73
179Foshan Electrical and Lighting Co. Ltd.
Add: Other income 14162829.17 10475710.63
Return on investment (“-” for loss) 24345065.94 19058287.08
Including: Share of profit or loss
1833621.592467060.07
of joint ventures and associates
Income from the
derecognition of financial assets at
amortized cost (“-” for loss)
Net gain on exposure hedges (“-”
for loss)
Gain on changes in fair value (“-”
-8945900.00
for loss)
Credit impairment loss (“-” for
-32773855.07-16035761.65
loss)
Asset impairment loss (“-” for
-28910470.10-25904176.29
loss)
Asset disposal income (“-” for
12469694.01-84087.53
loss)
2. Operating profit (“-” for loss) 176728664.79 136543708.62
Add: Non-operating income 365819.08 7433114.60
Less: Non-operating expense 1144051.24 12232901.96
3. Profit before tax (“-” for loss) 175950432.63 131743921.26
Less: Income tax expense 10093913.53 13888953.87
4. Net profit (“-” for net loss) 165856519.10 117854967.39
4.1 Net profit from continuing
165856519.10117854967.39
operations (“-” for net loss)
4.2 Net profit from discontinued
operations (“-” for net loss)
5. Other comprehensive income net of
-138930211.73-384990256.85
tax
5.1 Items that will not be reclassified
-138930211.73-384990256.85
to profit or loss
5.1.1 Changes caused by
remeasurements on defined benefit
schemes
5.1.2 Other comprehensive income
that will not be reclassified to profit or
loss under the equity method
5.1.3 Changes in the fair value of
-138930211.73-384990256.85
investments in other equity instruments
5.1.4 Changes in the fair value
arising from changes in own credit risk
5.1.5 Other
5.2 Items that will be reclassified to
profit or loss
180Foshan Electrical and Lighting Co. Ltd.
5.2.1 Other comprehensive income
that will be reclassified to profit or loss
under the equity method
5.2.2 Changes in the fair value of
investments in other debt obligations
5.2.3 Other comprehensive income
arising from the reclassification of
financial assets
5.2.4 Credit impairment allowance
for investments in other debt obligations
5.2.5 Reserve for cash flow hedges
5.2.6 Differences arising from the
translation of foreign currency-
denominated financial statements
5.2.7 Other
6. Total comprehensive income 26926307.37 -267135289.46
7. Earnings per share
7.1 Basic earnings per share
7.2 Diluted earnings per share
Legal representative:WanShan Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
5. Consolidated Cash Flow Statement
Unit: RMB
Item 2023 2022
1. Cash flows from operating activities:
Proceeds from sale of commodities
8065012419.588205869081.25
and rendering of services
Net increase in customer deposits and
interbank deposits
Net increase in borrowings from the
central bank
Net increase in loans from other
financial institutions
Premiums received on original
insurance contracts
Net proceeds from reinsurance
Net increase in deposits and
investments of policy holders
Interest handling charges and
commissions received
Net increase in interbank loans
181Foshan Electrical and Lighting Co. Ltd.
obtained
Net increase in proceeds from
repurchase transactions
Net proceeds from acting trading of
securities
Tax rebates 229414220.39 228641448.24
Cash generated from other operating
219221813.77224376200.78
activities
Subtotal of cash generated from
8513648453.748658886730.27
operating activities
Payments for commodities and
5219988965.355492158956.70
services
Net increase in loans and advances to
customers
Net increase in deposits in the central
bank and in interbank loans granted
Payments for claims on original
insurance contracts
Net increase in interbank loans granted
Interest handling charges and
commissions paid
Policy dividends paid
Cash paid to and for employees 1391392105.83 1398058450.95
Taxes paid 395513858.13 337132030.63
Cash used in other operating activities 332363545.45 366648971.30
Subtotal of cash used in operating
7339258474.767593998409.58
activities
Net cash generated from/used in
1174389978.981064888320.69
operating activities
2. Cash flows from investing activities:
Proceeds from disinvestment 380981292.12 364902240.66
Return on investment 27200412.45 10965289.74
Net proceeds from the disposal of fixed
assets intangible assets and other long- 15079869.64 2340973.60
lived assets
Net proceeds from the disposal of
subsidiaries and other business units
Cash generated from other investing
80711.83
activities
Subtotal of cash generated from
423342286.04378208504.00
investing activities
Payments for the acquisition of fixed
assets intangible assets and other long- 376549919.12 593230455.33
lived assets
182Foshan Electrical and Lighting Co. Ltd.
Payments for investments 720700000.00 131695763.31
Net increase in pledged loans granted
Net payments for the acquisition of
subsidiaries and other business units
Cash used in other investing activities 33612950.00
Subtotal of cash used in investing
1130862869.12724926218.64
activities
Net cash generated from/used in
-707520583.08-346717714.64
investing activities
3. Cash flows from financing activities:
Capital contributions received 1091377596.17
Including: Capital contributions by
non-controlling interests to subsidiaries
Borrowings raised 297756038.67 1136936000.00
Cash generated from other financing
15469794.5119142320.59
activities
Subtotal of cash generated from
1404603429.351156078320.59
financing activities
Repayment of borrowings 391955216.77 526743238.15
Interest and dividends paid 191158501.03 174723549.79
Including: Dividends paid by
32130255.2326131133.89
subsidiaries to non-controlling interests
Cash used in other financing activities 138043774.42 1200170498.73
Subtotal of cash used in financing
721157492.221901637286.67
activities
Net cash generated from/used in
683445937.13-745558966.08
financing activities
4. Effect of foreign exchange rates
4966303.5933150614.37
changes on cash and cash equivalents
5. Net increase in cash and cash
1155281636.625762254.34
equivalents
Add: Cash and cash equivalents
1945971307.261940209052.92
beginning of the period
6. Cash and cash equivalents end of the
3101252943.881945971307.26
period
Legal representative:WanShan Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
6. Cash Flow Statement of the Company as the Parent
Unit: RMB
Item 2023 2022
1. Cash flows from operating activities:
183Foshan Electrical and Lighting Co. Ltd.
Proceeds from sale of commodities
3172331505.843237208695.89
and rendering of services
Tax rebates 113727709.96 120903979.22
Cash generated from other operating
71968034.7386562699.07
activities
Subtotal of cash generated from
3358027250.533444675374.18
operating activities
Payments for commodities and
2003568260.171933543212.27
services
Cash paid to and for employees 465614131.12 517926952.08
Taxes paid 88243833.94 157918324.75
Cash used in other operating activities 135741826.48 139013449.48
Subtotal of cash used in operating
2693168051.712748401938.58
activities
Net cash generated from/used in
664859198.82696273435.60
operating activities
2. Cash flows from investing activities:
Proceeds from disinvestment 292992240.66
Return on investment 36858062.04 18264046.87
Net proceeds from the disposal of fixed
assets intangible assets and other long- 10799817.00 42771.45
lived assets
Net proceeds from the disposal of
subsidiaries and other business units
Cash generated from other investing
activities
Subtotal of cash generated from
47657879.04311299058.98
investing activities
Payments for the acquisition of fixed
assets intangible assets and other long- 51703074.73 106842452.24
lived assets
Payments for investments 250000000.00 1193664444.95
Net payments for the acquisition of
subsidiaries and other business units
Cash used in other investing activities 33612950.00
Subtotal of cash used in investing
335316024.731300506897.19
activities
Net cash generated from/used in
-287658145.69-989207838.21
investing activities
3. Cash flows from financing activities:
Capital contributions received 1091377596.17
Borrowings raised 382336000.00
Cash generated from other financing
activities
184Foshan Electrical and Lighting Co. Ltd.
Subtotal of cash generated from
1091377596.17382336000.00
financing activities
Repayment of borrowings 178893000.00 367956000.00
Interest and dividends paid 140340441.08 141558638.42
Cash used in other financing activities 1261522.66 2716690.66
Subtotal of cash used in financing
320494963.74512231329.08
activities
Net cash generated from/used in
770882632.43-129895329.08
financing activities
4. Effect of foreign exchange rates
936838.9022065861.60
changes on cash and cash equivalents
5. Net increase in cash and cash
1149020524.46-400763870.09
equivalents
Add: Cash and cash equivalents
461062144.20861826014.29
beginning of the period
6. Cash and cash equivalents end of the
1610082668.66461062144.20
period
Legal representative:WanShan Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
7. Consolidated Statements of Changes in Owners’ Equity
2023
Unit: RMB
2023
Equity attributable to owners of the Company as the parent
Other equity Othe
Non-
instruments r Total
contr
Shar Capi Less: com Spec Surp Gene Retai own
Item ollin
e Prefe Perp tal Trea preh ific lus ral ned Othe Subt ers’
g
capit rred etual Othe reser sury ensiv reser reser reser earni r otal equit
inter
al share bond r ves stock e ve ves ve ngs y
ests
s s inco
me
1.
Bala
nce
as at 136 821 498 913 329 517 342 860724
199651141590643301723024
the 597
46444.1018.27.1582134370505
end 1.54 7.00 5 70 5 8.50 8.74 3.68 2.42
of
the
prior
185Foshan Electrical and Lighting Co. Ltd.
year
Add:
Adju
stme
nt
for
chan
ge in
acco
untin
g
polic
y
Adju
stme
nt
for
corre
ction
of
previ
ous
error
Othe
r
2.
Bala
nce
as at
136821498913329517342860
the 724199 651 141 590 643 301 723 024
597
begi 464 44.1 018. 27.1 582 134 370 505
1.54
7.0057058.508.743.682.42
nnin
g of
the
year
3.
Incre
-
ase/ 186 907 165 138 111 587 117138 121
783090856872243209115
decr 113 332
583.354.51.9535.14577.1243
ease 991. 5.92 00 12 1 61 9.45 8 6.63
11
in
the
186Foshan Electrical and Lighting Co. Ltd.
period (“-” for
decr
ease)
3.1
Total
com -
290152949247
preh 138 357 243 957 239
113
ensiv 652. 661. 10.7 371.
991.
2211687
e 11
inco
me
3.2
Capi
tal
incre
ased 186 907 109 - 108
783090387545841
and
583.354.393844548
redu 00 12 7.12 8.30 8.82
ced
by
own
ers
3.2.1
Ordi
nary
share 186 901 108 108
783631841841
s
583.905.548548
incre 00 82 8.82 8.82
ased
by
own
ers
3.2.2
Capi
tal
incre
ased
by
hold
ers
187Foshan Electrical and Lighting Co. Ltd.
of
other
equit
y
instr
ume
nts
3.2.3
Shar
e-
base
d
pay
ment
s
inclu
ded
in
own
ers’
equit
y
3
-.2.4545545545
844844
Othe 844
8.308.30
8.30
r
3.3
Profi - - - -
165
t 151 134 319 166856
485899697869
distri 51.9
116.464.54.9219.
1
butio 61 70 9 69
n
3.3.1
Appr
opria -
165
tion 165856
856
to 51.9
51.9
1
surpl 1
us
reser
ves
188Foshan Electrical and Lighting Co. Ltd.
3.3.2
Appr
opria
tion
to
gene
ral
reser
ve
3.3.3
Appr
opria
tion - - - -
to 134 134 319 166
899899697869
own
464.464.54.9219.
ers 70 70 9 69
(or
share
hold
ers)
3.3.4
Othe
r
3.4
Tran
sfers
withi
n
own
ers’
equit
y
3.4.1
Incre
ase
in
capit
al (or
share
capit
al)
189Foshan Electrical and Lighting Co. Ltd.
from
capit
al
reser
ves
3.4.2
Incre
ase
in
capit
al (or
share
capit
al)
from
surpl
us
reser
ves
3.4.3
Loss
offse
t by
surpl
us
reser
ves
3.4.4
Chan
ges
in
defin
ed
bene
fit
sche
mes
trans
ferre
d to
retai
190Foshan Electrical and Lighting Co. Ltd.
ned
earni
ngs
3.4.5
Othe
r
com
preh
ensiv
e
inco
me
trans
ferre
d to
retai
ned
earni
ngs
3.4.6
Othe
r
3.
5
Spec 121 121 115 236
332332346679
ific
5.925.929.715.63
reser
ve
3.5.1
Incre
174174112287
ase 696 696 832 529
in 64.0 64.0 52.7 16.8
5594
the
perio
d
3.5.2
162162101263
Used 563 563 297 861
in 38.1 38.1 83.0 21.2
3381
the
perio
191Foshan Electrical and Lighting Co. Ltd.
d
3.
Othe
r
4.
Bala
nce
as at
154914821360107343628348977
the 121877 336 651 027 944 530 544 595 139
332
end 823 325. 44.1 027. 679. 836 280 468 748
5.92
0.0066559064.118.190.869.05
of
the
perio
d
2022
Unit: RMB
2022
Equity attributable to owners of the Company as the parent
Other equity Othe
Non-
instruments r Total
contr
Shar Capi Less: com Spec Surp Gene Retai own
Item ollin
e Prefe Perp tal Trea preh ific lus ral ned Othe Subt ers’
g
capit rred etual Othe reser sury ensiv reser reser reser earni r otal equit
inter
al share bond r ves stock e ve ves ve ngs y
ests
s s inco
me
1.
Bala
nce
as at 105
139105250982741311703354
the 798934 115 600 987 353 186 610 374
499
end 615 861 874. 454. 347. 407 877 117
47.7
4.004.185408966.862.545.21
of 5
the
prior
year
Add:
Adju
stme 189 189 162 351
nt 18.2 18.2 52.2 70.5
for 2 2 9 1
chan
ge in
192Foshan Electrical and Lighting Co. Ltd.
acco
untin
g
polic
y
Adju
stme
nt
for
corre
ction
of
previ
ous
error
Othe
r
2.
Bala
nce
as at 105
139105250982741311703354
the 798934 115 600 987 353 188 612 375
851
begi 615 861 874. 454. 347. 299 769 742
18.2
4.004.185408965.080.767.50
nnin 6
g of
the
year
3.
Incre
ase/
decr
ease - - - - - - - -
184
in 373 104 168 484 649 186 116 197552
515391435846994311523964
the 833.
07.0264730.435.320.634723.006
42
perio 0 2.64 39 38 81 2.02 82 5.84d (“-” for
decr
ease)
3.1-230-120-
383320153613329
Total
929570.608492.951
com 211. 67 640. 44 48.0
193Foshan Electrical and Lighting Co. Ltd.
preh 19 52 8
ensiv
e
inco
me
3.2
Capi
tal
incre
-------
ased 373 104 168 661 157 211 178
and 515 391 435 779 460 006 561
redu 07.0 264 730. 817. 823 082. 431
02.6439556.80379.17
ced
by
own
ers
3.2.1
Ordi
nary
---
share -373 168 126
482
s 515 435 258
594
incre 07.0 730. 274.8.60
03979
ased
by
own
ers
3.2.2
Capi
tal
incre
ased
by
hold
ers
of
other
equit
y
instr
ume
nts
3
194Foshan Electrical and Lighting Co. Ltd.
.2.3
Shar
e-
base
d
pay
ment
s
inclu
ded
in
own
ers’
equit
y
3-----.2.4103535157211178
908521460006561
Othe
669542.823082.431
r 4.04 76 6.80 37 9.17
3.3
Profi - - - -
117
t 146 134 261 161854
684899311030
distri 96.7
961.464.33.8598.
4
butio 44 70 9 59
n
3.3.1
Appr
opria -
117
tion 117854
854
to 96.7
96.7
4
surpl 4
us
reser
ves
3.3.2
Appr
opria
tion
to
gene
ral
reser
195Foshan Electrical and Lighting Co. Ltd.
ve
3.3.3
Appr
opria
tion - - - -
to 134 134 261 161
899899311030
own
464.464.33.8598.
ers 70 70 9 59
(or
share
hold
ers)
3.3.4
Othe
r
3.4
Tran
sfers
-
withi 100100
917
n 917
224.
own 224. 19
19
ers’
equit
y
3.4.1
Incre
ase
in
capit
al (or
share
capit
al)
from
capit
al
reser
ves
3.4.2
Incre
196Foshan Electrical and Lighting Co. Ltd.
ase
in
capit
al (or
share
capit
al)
from
surpl
us
reser
ves
3.4.3
Loss
offse
t by
surpl
us
reser
ves
3.4.4
Chan
ges
in
defin
ed
bene
fit
sche
mes
trans
ferre
d to
retai
ned
earni
ngs
-
3.4.5100100
917
Othe 917
224.
r 224. 19
19
com
197Foshan Electrical and Lighting Co. Ltd.
preh
ensiv
e
inco
me
trans
ferre
d to
retai
ned
earni
ngs
3.4.6
Othe
r
3.
5
Spec
ific
reser
ve
3.5.1
Incre
ase
in
the
perio
d
3.5.2
Used
in
the
perio
d
3.
6
Othe
r
4.136821498913329517342860724
199651141590643301723024
Bala 597
46444.1018.27.1582134370505
nce 1.54 7.00 5 70 5 8.50 8.74 3.68 2.42
198Foshan Electrical and Lighting Co. Ltd.
as at
the
end
of
the
perio
d
Legal representative:WanShan Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
8. Statements of Changes in Owners’ Equity of the Company as the Parent
2023
Unit: RMB
2023
Other equity instruments Other
Less: compr Surplu Retain Total
Capital Specifi
Item Share Preferr Perpet Treasu ehensi s ed owners
reserve c Other
capital ed ual Other ry ve reserve earnin ’
s reserve
shares bonds stock incom s gs equity
e
1.
Balanc
e as at 1361 2810 49197426 8216 4987 3226
994316023
the end 635. 5144 8828 6309
647.0233.4753.0
of the 62 .15 4.79 6.39 0 1 6
prior
year
Add:
Adjust
ment
for
change
in
accoun
ting
policy
Adjust
ment
for
correct
ion of
199Foshan Electrical and Lighting Co. Ltd.
previo
us
error
Other
adjust
ments
2.
Balanc
e as at
136128104919
the 7426 8216 4987 3226994 316 023
635.514488286309
beginn 647.0 233.4 753.0
62.154.796.39
016
ing of
the
year
3.
Increas
e/
decrea
se in -1867 9016 1658 1437 9813
13898977
the 8358 3190 5651 1402 4011
302181.74
period 3.00 5.82 .91 .49 3.23 1.73
(“-”
for
decrea
se)
3.1
Total
compr - 1658 2692
1389
ehensi 5651 6307
3021
ve 9.10 .37 1.73
incom
e
3.2
Capital
increas 10881867 9016
415
ed and 8358 3190
488.8
reduce 3.00 5.82 2
d by
owners
3.
1088
2.118679016415
83583190
Ordina 488.8
3.005.82
2
ry
200Foshan Electrical and Lighting Co. Ltd.
shares
increas
ed by
owners
3.
2.2
Capital
increas
ed by
holder
s of
other
equity
instru
ments
3.
2.3
Share-
based
payme
nts
includ
ed in
owners
’
equity
3.
2.4
Other
3.3
--
Profit 1658 1514 1348
5651
distrib 8511 9946.91
6.614.70
ution
3.3.1
Appro
-
priatio 1658 1658
5651
n to 5651.91.91
surplus
reserve
s
--
13481348
3.3.2
99469946
Appro 4.70 4.70
201Foshan Electrical and Lighting Co. Ltd.
priatio
n to
owners
(or
shareh
olders)
3.3.3
Other
3.4
Transf
ers
within
owners
’
equity
3.4.1
Increas
e in
capital
(or
share
capital
) from
capital
reserve
s
3.4.2
Increas
e in
capital
(or
share
capital
) from
surplus
reserve
s
3.4.3
Loss
offset
202Foshan Electrical and Lighting Co. Ltd.
by
surplus
reserve
s
3.4.4
Chang
es in
define
d
benefit
schem
es
transfe
rred to
retaine
d
earnin
gs
3.4.5
Other
compr
ehensi
ve
incom
e
transfe
rred to
retaine
d
earnin
gs
3.4.6
Other
3.5
Specifi 8977 8977
c 81.74 81.74
reserve
3.5.180108010
891.891.
Increas
5757
e in
203Foshan Electrical and Lighting Co. Ltd.
the
period
3.5.271137113
Used 109. 109.in the 83 83
period
3.6
Other
4.
Balanc
154828245900
e as at 9090 8216 3598 3392778 8977 687 363
5854514458074874
the end 230.0 81.74 635.9 866.2
1.44.153.068.30
009
of the
period
2022
Unit: RMB
2022
Other equity instruments Other
Less: compr Surplu Retain Total
Capital Specifi
Item Share Preferr Perpet Treasu ehensi s ed owners
reserve c Other
capital ed ual Other ry ve reserve earnin ’
s reserve
shares bonds stock incom s gs equity
e
1.
Balanc
e as at 1399 2738 56352256 2506 9846 7413
346229592
the end 8665 0087 9576 5334
154.0003.2062.4
of the .93 4.54 5.83 7.96 0 7 5
prior
year
Add:
Adjust
ment
for
change
in
accoun
ting
policy
Adjust
ment
204Foshan Electrical and Lighting Co. Ltd.
for
correct
ion of
previo
us
error
Other
adjust
ments
2.
Balanc
e as at
139927385635
the 2256 2506 9846 7413346 229 592
8665008795765334
beginn 154.0 003.2 062.4.934.545.837.96
075
ing of
the
year
3.
Increas
e/
decrea
se in - - - - - -7208
373515141684485941867165
the 7230
150720303573074890256830
period .14 .00 .31 0.39 1.04 1.57 9.39
(“-”
for
decrea
se)
3.1
Total
compr - -1178
38492671
ehensi 5496
90253528
ve 7.39 6.85 9.46
incom
e
3.2
Capital
increas - - - - -
37351514168443043145
ed and
15072030357375743355
reduce .00 .31 0.39 8.31 5.23
d by
owners
----
3.
3735482516841262
205Foshan Electrical and Lighting Co. Ltd.
2.11507948.35735827.00600.394.79
Ordina
ry
shares
increas
ed by
owners
3.
2.2
Capital
increas
ed by
holder
s of
other
equity
instru
ments
3.
2.3
Share-
based
payme
nts
includ
ed in
owners
’
equity
3.---
103130423145
2.4
608117473355
Other .71 3.52 5.23
3.3
--
Profit 1178 1466 1348
5496
distrib 8496 9946.74
1.444.70
ution
3.3.1
Appro
-
priatio 1178 1178
5496
n to 5496.74.74
surplus
reserve
s
206Foshan Electrical and Lighting Co. Ltd.
3.3.2
Appro
priatio - -
13481348
n to
99469946
owners 4.70 4.70
(or
shareh
olders)
3.3.3
Other
3.4
Transf
ers - 1009
1009
within 1722
1722
owners 4.19 4.19
’
equity
3.4.1
Increas
e in
capital
(or
share
capital
) from
capital
reserve
s
3.4.2
Increas
e in
capital
(or
share
capital
) from
surplus
reserve
s
207Foshan Electrical and Lighting Co. Ltd.
3.4.3
Loss
offset
by
surplus
reserve
s
3.4.4
Chang
es in
define
d
benefit
schem
es
transfe
rred to
retaine
d
earnin
gs
3.4.5
Other
compr
ehensi
ve
-
incom 10091009
1722
e 1722
4.19
4.19
transfe
rred to
retaine
d
earnin
gs
3.4.6
Other
3.5
Specifi
c
reserve
208Foshan Electrical and Lighting Co. Ltd.
3.5.1
Increas
e in
the
period
3.5.2
Used
in the
period
3.6
Other
4.
Balanc
136128104919
e as at 7426 8216 4987 3226994 316 023
635.514488286309
the end 647.0 233.4 753.0
62.154.796.39
016
of the
period
Legal representative:WanShan Chief Financial Officer: Tang Qionglan
Person-in-charge of the Company’s accounting organ: Liang Yuefei
209Foshan Electrical and Lighting Co. Ltd.
III Company profile
(I) Basic information
Foshan Electrical and Lighting Co. Ltd. (hereinafter referred to as “the Company”) a joint-stock limited
company jointly founded by Foshan Electrical and Lighting Company Nanhai Wuzhuang Color Glazed Brick
Field and Foshan Poyang Printing Industrial Co. on 20 October 1992 by raising funds under the approval of
YGS (1992) No. 63 Document issued by the Joint Examination Group for Experimental Enterprises in Stock
System of Guangdong Province and the Economic System Reform Commission of Guangdong Province is an
enterprise with its shares held by both the corporate and the natural persons. As approved by China Securities
Regulatory Commission with Document (1993) No. 33 the Company publicly issued 19.3 million shares of
social public shares (A shares) to the public in October 1993 and was listed in Shenzhen Stock Exchange for
trade on 23 November 1993. The Company was approved to issue 50000000 B shares on 23 July 1995. And
as approved to change into a foreign-invested stock limited company on 26 August 1996 by (1996) WJMZEHZ
No. 466 Document issued by the Ministry of Foreign Trade and Economic Cooperation of the People’s
Republic of China. On 11 December 2000 as approved by China Securities Regulatory Commission with ZJGS
Zi [2000] No. 175 Document the Company additionally issued 55000000 A shares. At approved by the
Shareholders’ General Meeting 2006 2007 2008 2014 and 2017 the Company implemented the plan of
capitalization of capital reserve after the transfer the registered capital of the Company has increased to
RMB1399346154.00. The Company held the 26th Meeting of the 9th Board of Directors on 14 January 2022
where the Proposal on Cancelling Some Shares of the Company's Repurchase Special Securities Account was
deliberated and adopted. The repurchased 13 million A shares were used for the equity incentive plan. The
remaining 18952995 A shares and the repurchased 18398512 B shares totaling 37351507 shares were all
deregistered. On 8 February 2022 it was confirmed by Shenzhen Branch of CSDC that the number of
repurchased public shares canceled this time was 37351507 accounting for 2.67% of the total share capital of
the Company before the cancellation including 18952995 A shares and 18398512 B shares. Upon the
cancellation of the shares the total share capital of the Company was changed from 1399346154 shares to
1361994647 shares. The Company's registered capital was changed to RMB1361994647.00. On 14 March
2023 the Company held the 39th Meeting of the Ninth Session of the Board of Directors and considered and
passed the Proposal on the Company's Compliance with the Conditions for the Issuance of A Shares to Specific
Objects and the Board of Directors agreed that the Company should apply for the issuance of shares to specific
210Foshan Electrical and Lighting Co. Ltd.
objects to the Shenzhen Stock Exchange (''SZSE''). According to the resolutions passed at the 39th Meeting of
the Ninth Board of Directors and the First Extraordinary General Meeting of 2023 the Company applied for the
issuance of ordinary shares (A shares) not exceeding 30% of the total share capital i.e. not exceeding
408598394 shares to specific investors and 186783583 shares were actually issued. After the issuance of
shares the total share capital of the Company changed from 1361994647 shares to 1548778230 shares and
the registered capital of the Company changed to RMB One Billion Five Hundred and Forty-eight Million
Seven Hundred and Seventy-eight Thousand Two Hundred and Thirty (RMB1548778230.00).Credibility code of the Company: 91440000190352575W.Legal representative: Mr. Wan Shan
Corporate domicile: No. 64 Fenjiang North Road Chancheng District Foshan Guangdong Province
Office address: No. 8 Zhihui Road Chancheng District Foshan Guangdong Province
Main business of the company and its subsidiaries (hereinafter referred to as “the Company”): lighting products
electro technical products vehicle lamp products epitaxy and chip products LED packaging and component
products trade and other products.The business term of the Company is long-term which was calculated from the date of issuance of License of
Business Corporation.(II) Authorized issuer and date of approval of the financial report
The Financial Report was approved and authorized for issue by the Board of Directors on 17 April 2024.(III) Consolidation scope of financial statements
The consolidation scope of the financial statement during the Reporting Period including the Company and FSL
Chanchang Optoelectronics Co. Ltd. ( referred to as “Chanchang Company”) Foshan Taimei Times Lamp Co.Ltd. ( referred to as “Taimei Company”) Nanjing Fozhao Lighting Components Co. Ltd. ( referred to as
“Nanjing Fozhao”) FSL (Xinxiang) Lighting Co. Ltd. ( referred to as “Xinxiang Company”) Foshan Fozhao
Zhicheng Technology Co. Ltd. ( referred to as “Zhicheng Company”) FSL Zhida Electric Technology Co. Ltd
( referred to as “Zhida Company”) Foshan Hortilite Optoelectronics Co.Ltd. (referred to as “HortiliteCompany”) Fozhao (Hainan) Technology Co. Ltd. (referred to as “Hainan Technology”) Foshan Kelian New
Energy Technology Co. Ltd. (referred to as “Foshan Kelian”) Nanning Liaowang Auto Lamp Co. Ltd.(referred to as “Nanning Liaowang”) Foshan NationStar Optoelectronics Co. Ltd. (referred to as “NationStarOptoelectronics”) and Foshan Sigma Venture Capital Co. Ltd. (referred to as “Sigma”) in total 12 subsidiaries
and Liuzhou Guige Lighting Technology Co. Ltd. (referred to as “Liuzhou Lighting”) Liuzhou Guige
211Foshan Electrical and Lighting Co. Ltd.
Foreshine Technology Co. Ltd. (referred to as “Liuzhou Foreshine”) Chongqing Guinuo Lighting Technology
Co. Ltd. (referred to as “Chongqing Guinuo”) Qingdao Guige Lighting Technology Co. Ltd. (referred to as
“Qingdao Lighting”) Indonesia Liaowang Auto Lamp Co. Ltd. (referred to as “Indonesia Liaowang”) Foshan
NationStar Electronic Manufacturing Co. Ltd. (referred to as “Guoxing Electronic”) Foshan NationStar
Semiconductor Co. Ltd. (referred to as “NationStar Semiconductor”) Nanyang Baoli Vanadium Industry Co.Ltd. (referred to as “Baoli Vanadium Industry”) Guangdong New Electronic Information Ltd. (referred to as
“New Electronic”) NationStar Optoelectronics (Germany) Co. Ltd. (referred to as “Germany NationStar”) and
Guangdong Fenghua Semiconductor Technology Co. Ltd. (referred to as “Fenghua Semiconductor”) in total 11
sub-subsidiary.Given that Nanyang Baoli Vanadium Industry Co. Ltd. (Baoli Vanadium) is in a state of non-continuing
operations the Financial Statements 2023 of Baoli Vanadium were formulated at fair value or costs whichever
was lower.The scope of consolidation of the financial statements for this period decreased by one subsidiary FSL
LIGHTING GMBH compared with the previous period. See Note IX "Changes in the scope of consolidation"
and Note X "Interests in other entities" for details.IV Basis for Preparation of Financial Statements
1. Preparation Basis
The Company's financial statements are prepared on a going concern basis based on transactions and events
that actually occur in accordance with the provisions of the Accounting Standards for Business Enterprises -
Basic Guidelines and specific accounting standards issued by the Ministry of Finance (hereinafter referred to as
"ASBEs") as well as the relevant provisions of "No. 15 of the Rules Governing the Preparation of Information
Disclosures by Companies Offering Securities to the Public - General Provisions on Financial Reporting" of the
China Securities Regulatory Commission and on the basis of the significant accounting policies and accounting
estimates formulated.
2. Going Concern
The Company has the ability to continue as a going concern for at least 12 months from the end of the
Reporting Period and there are no material matters affecting its ability to continue as a going concern.V Important Accounting Policies and Estimations
Reminders of the specific accounting policies and accounting estimations:
The following significant accounting policies and accounting estimates of the Company have been formulated
212Foshan Electrical and Lighting Co. Ltd.
in accordance with ASBEs. Operations not mentioned are treated in accordance with the relevant accounting
policies in the ASBE.
1. Statement of Compliance with the Accounting Standards for Business Enterprises
The financial statements prepared by the Company are in compliance with the Accounting Standards for
Business Enterprises which factually and completely present the Company’s and the consolidated financial
positions on 31 December 2023 business results and cash flows as well as other relevant information for 2023.
2. Fiscal Year
A fiscal year starts on January 1st and ends on December 31st according to the Gregorian calendar.
3. Operating Cycle
An operating cycle for the Company is 12 months which is also the classification criterion for the liquidity of
its assets and liabilities.
4. Recording Currency
Renminbi is the recording currency for the statements of the Company.
5. Methods for Determining materiality standards and selection criteria
□Applicable □ Not applicable
1. Materiality of Financial Statement Items
The Company determines the materiality of financial statement items based on the principle of whether such items
affect the users of financial statements making economic decisions in terms of both the nature and amount. The
materiality of financial statement items in terms of the amount is determined based on a certain percentage of
relevant items in total assets total liabilities net assets operating income and net profit. The materiality of
financial statement items in terms of nature is based on factors with a significant impact on the Company's
financial position and operating results such as whether they are part of routine operating activities whether they
result in changes in profit or loss and whether they affect regulatory indicators.
2. Materiality of Detailed Items in the Notes to Financial Statement Items
The Company determines the materiality of detailed items in the notes to financial statement items based on the
materiality of the financial statement items. This determination is made by considering a certain percentage of the
specific item or a combination of the amount of the item taking into account the nature of the specific item.Certain items that are not material to the financial statements may be material to the notes and still require
separate disclosure in the notes. The materiality criteria related to the notes to the financial statement items are:
Item Materiality criteria
The individual amount accounts for more than 10% of the
Significant accounts receivable with bad debt provision
account receivable or bad debt provision and the amount
separately accrued
exceeds RMB10 million.Individual amount accounts for more than 10% of the current
Bad debt provision of accounts receivable collected or reversed
reversal of bad debt provision and the amount exceeds RMB10
with significant amount in this year
million.Significant verification of accounts receivable in this year The individual amount accounts for more than 10% of the
213Foshan Electrical and Lighting Co. Ltd.
account receivable or bad debt provision and the amount
exceeds RMB10 million.The ending balance of an individual construction in progress
Significant construction in progress accounts for more than 10% and the amount exceeds RMB50
million.The individual amount accounts for more than 10% of accounts
Significant accounts payable/other payables over one year payable over 1 year/other payables and the amount exceeds
RMB10 million.Cash flows of an individual investment accounts for more than
Significant cash flows generated from investment activities 3% of the net assets at the period-end and the amount exceeds
RMB100 million.Minority shareholders hold more than 5% interest and any of
the items of total assets net assets operating revenues and net
Significant non-wholly-owned subsidiary
profits of the subsidiary accounts for more than 10% of the
corresponding items in the consolidated financial statements.The investment income generated from joint ventures or
associated enterprises (The loss is calculated in absolute terms)
Significant joint ventures or associated enterprises
accounts for more than 10% of the net profit of consolidated
financial statements.Significant debt reorganization The influence of individual amount on net profit exceeds 10%.The amount of an individual commitment exceeds RMB10
Significant commitments
million.The amount of money involved in cases exceeds RMB10
Significant contingency
million.
6. Accounting Methods for Business Combination Involving Enterprises under and not under the Same
Control
1. Business combination under the same control
In case of a long-term equity investment resulting from a business combination under the same control if the
acquirer pays cash transfers non-cash assets assumes debts as merger consideration the share of the Company's
equity of the acquiree obtained on combination date in the carrying value of the financial statements of the
ultimate controlling party is deemed as an initial investment cost of long-term equity investments. If the acquirer
issues equity instruments as consideration for a combination the total par value of the shares issued is treated as
equity. The difference between the initial investment cost of a long-term equity investment and the carrying
amount of the consideration for consolidation (or the total nominal value of shares issued) shall be adjusted to
capital surplus; if capital surplus is not sufficient to offset the difference retained earnings shall be adjusted.
2. Business combination not involving entities under the same control
In case of business combination involving enterprises not under the same control the combination costs shall be
the total fair values of the assets paid liabilities incurred or assumed and the equity securities issued on the date of
acquisition by the acquirer in exchange for control on the acquiree. Identifiable assets liabilities and contingent
liabilities of the acquiree acquired in a business combination not under the same control that qualify for
recognition are measured at fair value on the date of acquisition. The acquirer recognizes as goodwill the
difference between the combination costs and the fair value share of the identifiable net assets of the acquiree
obtained in the combination. If the combination costs are less than the fair value share of the acquiree's
identifiable net assets obtained in the combination the difference between the combination costs still less than the
fair value share of the acquiree's identifiable net assets obtained in the combination after review shall be included
in the non-operating revenue for the current period.
7. Criteria for Judging Control and Methods for Preparing Consolidated Financial Statements
1. Judgment criteria for control
214Foshan Electrical and Lighting Co. Ltd.
The scope of consolidation of the consolidated financial statements is determined on the basis of control. An
investee is considered to be controlled if the following three elements are present: the possession of power over
the investee the enjoyment of variable returns as a result of participating in the relevant activities of the
investee and the ability to use the power over the investee to affect the amount of returns.
2. Preparation methods for consolidation financial statements
(1) Unification of accounting policies balance sheet dates and accounting periods of parent and subsidiary
companies
If the accounting policies and accounting period adopted by the subsidiaries are inconsistent with those of the
Company necessary adjustments are made in accordance with the accounting policies and accounting period of
the Company when preparing the consolidated financial statements.
(2) Offsetting items in the consolidated financial statements
The consolidated financial statements are based on the financial statements of the Company and its subsidiaries
and have been offset by internal transactions that occurred between the Company and its subsidiaries and between
subsidiaries. The share of owners' equity of subsidiaries that do not belong to the Company is presented as
minority interests in the consolidated balance sheet under the item of shareholders' equity as "minority interests".Long-term equity investments held by subsidiaries are deemed as the Company's treasury stock and presented as a
deduction from shareholders' equity in the consolidated balance sheet under the item "Less: treasury stock".
(3) Accounting treatment of the acquisition of subsidiaries through consolidation
For subsidiaries acquired through a business combination under common control the assets liabilities operating
results and cash flows are included in the consolidated financial statements from the beginning of the period of
consolidation as if the business combination had occurred at the time the ultimate controlling party began to
exercise control; for subsidiaries acquired through a business combination not under the same control the fair
value of the identifiable net assets on the acquisition date is used as the basis for preparing the consolidated
financial statements. The financial statements are adjusted based on the fair value of the identifiable net assets on
the acquisition date.
(4) Accounting treatment of disposal of subsidiaries
If a long-term equity investment in a subsidiary is partially disposed of without loss of control the difference
between the disposal price and the share of the net assets of the subsidiary corresponding to the disposal of the
long-term equity investment calculated on an ongoing basis from the acquisition date or the consolidation date is
adjusted to capital surplus in the consolidated financial statements and retained earnings is adjusted if the capital
surplus is not sufficient to cover the reduction. If the control over the investee is lost due to the disposal of part of
equity investments the residual equity are re-measured at fair value on the date of loss of control. The aggregate
of the consideration obtained by disposing of the equity and the fair value of the remaining equity less the portion
of the net assets of the subsidiary that has been measured as calculated at the original shareholding proportion
from the acquisition date or combination date is recognized in profit and loss of the current period on investments
in which the control is lost and goodwill shall be offset. Other comprehensive income related to the equity
investments in the former subsidiary shall be included in the return on investment for the current period when the
Company lost the control.
8. Classification of Joint Operation Arrangements and Accounting Methods for Joint Operations
1. Classification of joint arrangements
Joint arrangements are divided into joint operations and joint ventures. The joint arrangements not reached
through separate entities are classified as joint operations. Separate entities refer to entities with separate
identifiable financial structures including separate legal entities and entities that do not have legal entity status but
are recognized by law. The joint arrangements reaching through separate entities are usually classified as joint
ventures. Where changes in relevant facts and circumstances result in changes in the rights and obligations of the
joint venture parties in the joint venture arrangement the joint venture parties shall reassess the classification of
the joint venture arrangement.
215Foshan Electrical and Lighting Co. Ltd.
2. Accounting treatment of joint operations
As a participant in a joint operation the Company recognizes the following items related to its share of interest in
the joint operations. It accounts for them following the relevant Accounting Standards for Business Enterprises:
Recognition of assets or liabilities held separately and recognition of assets or liabilities held jointly on a share
basis; recognition of revenue from the sale of the share of output from the joint operation to which it is entitled;
recognition of revenue from the joint operation arising from the sale of output on a share basis; and recognition of
expenses incurred separately and recognition of expenses incurred in the joint operation on a share basis.If the Company is a participant in a joint operation that does not enjoy joint control and it owns the underlying
assets of the joint operation and assumes the liabilities related to the joint operation the accounting treatment of
the joint operation partner shall be referred to; otherwise the accounting treatment shall be carried out in
accordance with the relevant enterprise accounting standards.
3. Accounting treatment of joint ventures
If the Company is a joint venture partner it shall account for its investment in joint ventures following the
provisions of Accounting Standards for Business Enterprises No. 2-Long-term Equity Investments; if the
Company is a non-joint venture partner it shall account for its investment in such joint ventures based on the
extent of its influence on such joint ventures.
9. Recognition Criteria of Cash and Cash Equivalents
Cash as determined by the Company in preparing the statement of cash flows represents the Company's cash on
hand and deposits that are readily available for disbursement. Cash equivalents identified in the preparation of the
statement of cash flows are investments that are held for a short period of time are highly liquid are readily
convertible to known amounts of cash and are subject to an insignificant risk of change in value.
10. Translation of Transactions and Financial Statements Denominated in Foreign Currencies
1. Conversion of foreign currency business
Foreign currency shall be recognized by employing systematic and reasonable methods and shall be translated
into the amount in the functional currency at the exchange rate which is approximate to the spot exchange rate of
the transaction date. Exchange differences arising from the difference between the spot rate on that date and the
spot rate at initial recognition or on the previous balance sheet date are recognized in profit or loss except for
exchange differences on special borrowings in foreign currencies that qualify for capitalization which are
capitalized in the period in which they are capitalized and charged to the cost of the related assets. Non-monetary
items measured at historical costs in foreign currencies are still translated at the spot exchange rate on the
transaction date with the amount of standard currency for accounting unchanged. Non-monetary items measured
at fair value in foreign currencies are translated at the spot exchange rate on the date when the fair value is
determined. The difference between the amount of standard currency for accounting after translation and the
original amount shall be treated as a change in fair value (including exchange rate changes) and recognized in
current profit or loss or in other comprehensive income.
2. Conversion of foreign currency financial statements
If the Company's subsidiaries joint ventures and affiliated business use a different bookkeeping base currency
from the Company's they need to convert their foreign currency financial statements before conducting
accounting and preparing consolidated financial statements. The assets and liabilities in the balance sheet shall be
translated at the spot rate on the balance sheet date. All items of owners' equity except for "undistributed profit"
shall be translated at the spot exchange rate at the time of occurrence. Items under revenue and expenses in the
income statement are translated at the spot exchange rate on the transaction date. The exchange difference in
translating foreign operations arising from the translation are shown under other comprehensive income in the
owner's equity line in the balance sheet. Cash flows in foreign currencies shall be translated at the spot exchange
rate on the date of occurrence of the cash flows. The impact of exchange rate changes on cash is presented
separately in the cash flow statement. When an overseas operation is disposed of the foreign currency statement
216Foshan Electrical and Lighting Co. Ltd.
translation difference related to the overseas operation is transferred to the current profit and loss of the disposal in
full or in proportion to the disposal of the overseas operation.
11. Financial Instruments
1. Classification recognition and measurement of financial instruments
(1) Financial assets
Based on the business model for managing financial assets and the contractual cash flow characteristics of
financial assets the Company classifies its financial assets into the following three categories:
a) Financial assets are measured at the amortized cost. The business model of the Company for managing such
financial assets aims at obtaining contractual cash flow and the characteristics of contractual cash flow of such
financial assets are basically the same as basic borrowing arrangement namely the cash flow arising on a specific
date which are solely payments of principal and interest on the principal amount outstanding. Interest income is
subsequently recognized on such financial assets on the basis of the effective interest method.b) Financial assets at fair value and changes included in other comprehensive income The business model of the
Company for managing such financial assets aims at receiving contractual cash flow as well as selling and the
characteristics of contractual cash flow of such financial assets are basically the same as basic borrowing
arrangement. Such financial assets are subsequently measured at fair value with changes recognized in other
comprehensive income except for interest income impairment losses or gains calculated in accordance with the
effective interest method and foreign exchange gains or losses recognized in the current profit or loss.c) Financial assets measured at fair value through profit or loss for the current period Financial assets held that are
not classified as at amortized cost and at fair value through other comprehensive income are measured at fair
value with gains or losses (including interest and dividend income) recognized in profit or loss for the current
period. On initial recognition a financial asset may be irrevocably designated as financial asset at fair value
through profit or loss if the accounting mismatch can be eliminated or reduced. The designation shall not be
revoked once made.For instruments in non-business equity instruments the Company may irrevocably assign such investments as
financial assets (equity instruments) measured at fair value through other comprehensive income at initial
recognition. The assignment is made based on investments by item and the relevant investments meet the
definition of an equity instrument from the issuer's perspective. Such financial assets are subsequently measured at
fair value and except for dividends received (except for the portion which forms part of investment cost
recovered) which are recognized in profit or loss all other related gains and losses are recognized in other
comprehensive income and are not subsequently transferred to current profit or loss.
(2) Financial liabilities
On initial recognition financial liabilities are classified into the following categories:
a) Financial liabilities measured at fair value through profit and loss for the current period. Such financial
liabilities are subsequently measured at fair value and the resulting gains or losses are recognized in profit or loss
for the current period.b) Financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition or when the
continuing involvement approach applies.c) Financial liabilities measured at amortized cost. Such financial liabilities are measured at amortized cost using
the effective interest method.
2. Method for recognizing the fair value of financial instruments
For a financial instrument with an active market its fair value is determined by its quoted price in the active
market; for a financial instrument without an active market its fair value is determined by valuation techniques.Under limited circumstances if the information used to determine fair value is insufficient or if the range of
possible estimates of fair value is wide and the cost represents the best estimate of fair value within that range the
cost may represent its appropriate estimate of fair value within that range of distribution. The Company uses all
217Foshan Electrical and Lighting Co. Ltd.
information available after the initial recognition date about the investee's performance and operations to
determine whether the cost represents fair value.
3. Derecognition of financial instruments
A financial asset is derecognized when one of the following conditions is met: (1) the contractual right to receive
cash flows from the financial asset is terminated; (2) the financial asset is transferred and the conditions for
derecognition are met.If the present obligation of a financial liability is discharged in whole or in part the discharged portion is
derecognized. If an existing liability is replaced by another financial liability from the same creditor on
substantially different terms or the terms of an existing liability are substantially modified the existing financial
liability is derecognized and a new financial liability is recognized simultaneously. All regular acquisitions or
sales of financial assets are recognized and derecognized on a transaction date basis.
12. Notes Receivable
The determination methods and accounting methods of notes receivable are detailed in Note V-13. Accounts
Receivable.
13. Accounts Receivable
1. Measurement of expected credit loss
The Company uses expected credit losses as the basis for impairment accounting and recognizes an allowance for
bad debts for financial assets measured at amortized cost (including accounts receivable including notes
receivable and accounts receivable) financing receivables lease receivables and other receivables.
2. Recognition method for expected credit losses
The general approach to expected credit losses is that: the Company assesses whether the credit risk of the
relevant financial instruments has increased significantly since the initial recognition on each balance sheet date
divides the process of credit impairment of financial instruments into three stages and applies different
accounting treatments to the impairment of financial instruments at different stages: (1) in the first stage if the
credit risk of a financial instrument has not increased significantly since the initial recognition the Company will
measure the loss reserves according to the amount equivalent to the expected credit losses in the next 12 months
and calculate the interest revenue according to the book balance (i.e. before deducting the provision for
impairment) and the actual interest rate; (2) In the second stage if the credit risk of a financial instrument has
increased significantly since the initial recognition but no credit impairment has occurred the Company will
measure the loss reserves based on the expected credit loss over the entire life of the financial instrument and
calculates interest revenue based on the carrying amount of the financial instrument and the effective interest rate;
(3) In the third stage if credit impairment occurs after the initial recognition the Company will measure the loss
reserves based on the expected credit loss over the life of the financial instrument and calculates interest revenue
based on the amortized cost (carrying amount less provision for impairment) and the effective interest rate.The simplified approach for expected credit losses is to always measure the allowance for losses at an amount
equal to the expected credit losses throughout their lives.
3. Accounting methods of the expected credit losses
To reflect the changes in credit risk of financial instruments since initial recognition the Company remeasures
expected credit losses at each balance sheet date. The resulting increase or reversal amount of the loss provision
should be recognized as an impairment loss or gain in profit or loss and offset against the carrying amount of the
financial asset as stated in the balance sheet or included in projected liabilities depending on the type of financial
instrument (loan commitments or financial guarantee contracts).
4. Method of the provision for losses on the measurement of receivables lease receivables
218Foshan Electrical and Lighting Co. Ltd.
(1) Receivables with no significant financing component. For receivables arising from transactions governed by
Accounting Standard for Business Enterprises No. 14 - Revenue that do not have a significant financing
component the Company uses a simplified approach whereby the allowance for losses is always measured on the
basis of expected credit losses throughout their lives.* Accounts receivable of expected credit losses withdrawn individually
Rationale for a single provision for expected
Objective evidence of impairment
credit losses
The impairment tests are conducted separately for accounts receivable individually
accrued. An impairment loss is recognized based on the difference between the
Individual accruals for expected credit losses
present value of future cash flows and their carrying amount and an expected credit
loss is recorded
* Accounts Receivable with Expected Credit Losses Provision Based on Credit Risk Portfolio
Portfolio name Basis for portfolio recognition Determination method of expected credit losses
General lighting auto lamps and other
Prepare the comparative list between aging of accounts
relevant business with the Company as the
Business portfolio of receivable and expected credit loss rate over the entire life
parent and the subsidiary Nanning
general lighting and auto and calculate the expected credit loss by consulting
Liaowang as the representative this
lamps historical experience in credit losses combining current
portfolio takes the aging of accounts
situation and prediction for future economic situation.receivable as the credit risk characteristics
LED packaging components and other
Prepare the comparative list between aging of accounts
relevant business with the subsidiary
receivable and expected credit loss rate over the entire life
Business portfolio of LED NationStar Optoelectronics as the
and calculate the expected credit loss by consulting
packaging and components representative this portfolio takes the aging
historical experience in credit losses combining current
of accounts receivable as the credit risk
situation and prediction for future economic situation.characteristics
Internal business portfolio Related parties and internal transactions Other methods
Notes Receivable for which the Expected Credit Loss is Withdrawn by Credit Risk Characteristics
Portfolio name Basis for portfolio recognition Determination method of expected credit losses
Portfolio 1 Bank acceptance bill Low credit risk with no provision for bad debts
Prepare the comparative list between aging of accounts
receivable and expected credit loss rate over the entire life
Portfolio 2 Trade acceptance and calculate the expected credit loss by consulting
historical experience in credit losses combining current
situation and prediction for future economic situation.The aging analyses are based on their date of entry into the accounts.Among portfolios expected credit losses accrued by aging analysis:
Expected credit loss rate
Aging
Business portfolio of general lighting and Business portfolio of LED packaging and
219Foshan Electrical and Lighting Co. Ltd.
auto lamps components
Within 1 year (including 1 year) 3% 2%
1 to 2 years 10% 10%
2 to 3 years 30% 30%
3 to 4 years 50% 50%
4 to 5 years 80% 80%
Over 5 years 100% 100%
(2) Receivables and lease receivables containing significant financing components.
For receivables with significant financing components and lease receivables the Company measures the
provision for losses in accordance with the general method i.e. the "three-stage" model. The credit risk
characteristics grouping the aging calculation method based on the credit risk characteristics grouping and the
criteria for determining individual provisioning are consistent with the recognition standards for those without
financing components.
5. Method of measuring loss provision for other financial assets
For financial assets other than those mentioned above such as debt investments other debt investments other
receivables and long-term receivables other than lease receivables the Company measures the allowance for
losses in accordance with the general method i.e. the "three-stage" model.
(1) Categories of bad debt provision according to credit risk characteristics and basis of determination
The Company divides other receivables into certain credit risk combinations based on the nature of the amounts. It
calculates expected credit losses based on the combinations and the basis for determining the combinations is as
below:
Portfolio name Basis for portfolio recognition
Porfolio 1: Deposit security deposit Based on nature of accounts
Porfolio 2: Amounts from related parties Based on nature of accounts
Porfolio 3: Advances on behalf of others Based on nature of accounts
(2) Aging calculation method for recognizing credit risk combinations based on aging
Refer to the description of receivables with no significant financing components.
(3) Criteria for determining the bad debt provision based on individual items
Refer to the description of receivables with no significant financing components.
14. Accounts Receivable Financing
The determination methods and accounting methods of receivables financing are detailed in Note V-13.Accounts Receivable.
220Foshan Electrical and Lighting Co. Ltd.
15. Other Receivables
The determination methods and accounting methods of expected credit losses of other receivables is the same as
that of accounts receivable as detailed in Note V-13. Accounts Receivable.
16. Contract Assets
The Company presents the right to receive consideration for goods or services that have been transferred to the
customer (and which is dependent on factors other than time-lapse) as a contract asset. The provision for
impairment of contract assets is made with reference to the method of determining expected credit losses in this
note.Contract assets are categorized into the following portfolios according to credit risk characteristics:
Portfolio Determination basis
General lighting automotive lamps and related businesses represented by
Portfolio 1: General lighting and lamps business
the parent company and its subsidiary Nanning Liaowang. This portfolio
portfolio
uses the aging of accounts receivable as the credit risk characteristic.LED packaging components and other related businesses represented by
Portfolio 2: LED packaging and components business
subsidiary NationStar Optoelectronics. This portfolio uses the aging of
portfolio
accounts receivable as the credit risk characteristic
Portfolio 3: Internal business portfolio This portfolio involves related-party transactions and internal transactions
17. Inventory
1. Classification of inventories
Inventories refer to the Company's finished goods or commodities for sale held in daily activities unfinished
goods in manufacturing process and materials and supplies consumed in process of manufacturing products or
providing services etc. Inventories mainly include raw materials goods in process materials in transit finished
goods commodities turnover materials materials commissioned for processing etc. Turnover materials include
low-value consumables and packaging materials.
2. Pricing method of issuing inventories
Inventories are valuated at the actual cost of the acquisition and the inventory costs include procurement costs
and processing costs. Inventories are valuated using the weighted average method when being issued.
3. Inventory system of inventories
The perpetual inventory system is adopted for the inventories of the Company.
4. Amortization of low-value consumables and packing materials
The one-off charge-off method is used for low-value consumables and packaging materials.
5. Criteria for Recognizing and Accrual method of provision for decline in value of inventories
Net realizable value refers to the amount after deducting the cost estimated until completion estimated selling
expenses and relevant taxes from the estimated selling price of the inventory. The Company determines the net
realizable value of inventories based on solid evidence obtained and after taking into consideration the purpose for
which the inventory is held and the impact of post-balance sheet events.The net realizable value of finished goods materials for sale and other merchandise inventories used directly for
sale is determined in the normal course of production and operation as the estimated selling price of such
inventories less estimated selling expenses and related taxes.The net realizable value of material inventories subject to processing is determined in the normal course of
production operations as the estimated selling price of the finished goods produced less the estimated costs to be
221Foshan Electrical and Lighting Co. Ltd.
incurred to completion estimated selling expenses and related taxes. The Company determines the net realizable
value of inventories based on solid evidence obtained and after taking into consideration the purpose for which the
inventory is held and the impact of post-balance sheet events.
18. Assets Held for Sale
1. Recognition criteria and accounting treatment for non-current assets classified as held for sale or disposal
groups
A non-current asset or disposal group whose carrying value will be recovered principally through sale rather than
through continuing use is classified as held for sale and meets the following conditions: first it is immediately
available for sale under current conditions based on the customary practice for sales of such assets or disposal
groups in similar transactions; and second it is highly probable that the sale will occur i.e. the enterprise has
already resolved on a plan for the sale and has obtained a firm commitment to purchase and it is expected that the
sale is expected to be completed within one year. The relevant regulations require the approval of the relevant or
regulatory authority of the enterprise before the sale shall have been approved.When the Company initially measures or remeasures non-current assets or disposal groups held for sale on the
balance sheet date if the carrying value is higher than the fair value minus the net amount of the sale costs the
carrying value will be written down to the net amount of fair value minus the sale costs. The amount written down
will be recognized as asset impairment loss and included in current profit and loss and provision for impairment
of assets held for sale will be made.The amount of asset impairment loss recognized for disposal groups held for sale shall be offset against the
carrying value of goodwill in the disposal group first and then against the carrying value of each non-current asset
proportionately according to the proportion of the carrying value of each non-current asset in the disposal group as
defined in the applicable measurement of the "Accounting Standards for Business Enterprises - Non-current
Assets Held for Sale Disposal Groups and Discontinued Operations".
2. Recognition criteria and presentation of discontinued operations
Discontinued operations is a separately distinguishable component that meets one of the following conditions and
that has been disposed of by the Company or classified by the Company as held for sale: the component
represents a separate principal business or a separate principal operating area; the component is part of a related
program of proposed dispositions of a separate principal business or a separate principal operating area; The
component is a subsidiary acquired specifically for resale.The Company presents gains and losses from continuing operations and gains and losses from discontinued
operations separately in the statement of income. Operating gains and losses such as impairment losses and
reversal amounts for discontinued operations and gains and losses on disposals are presented as gains and losses
from discontinued operations. The revenues expenses gross profit income tax expense (benefit) and net profit
from discontinued operations impairment losses recognized on assets or disposal groups of discontinued
operations and the amount of their reversal total gain or loss on disposal of discontinued operations income tax
expense (benefit) and net gain or loss on disposal net cash flows from operating activities investing activities and
financing activities of discontinued operations and gains and losses from continuing operations and gains and
losses from discontinued operations attributable to owners of the parent company are disclosed in the notes.
19. Investment in Debt Obligations
Not applicable
20. Other Investment in Debt Obligations
The determination methods and accounting methods of other investment in debt obligations are detailed in Note
V-11. Financial Instruments.
222Foshan Electrical and Lighting Co. Ltd.
21. Long-term Receivables
Not applicable
22. Long-term Equity Investments
1. Judgment criteria for joint control and significant influence
Joint control means that activities that have a significant impact on the return of an arrangement must be decided
upon with the unanimous consent of the participants sharing control including sales and purchases of goods or
services management of financial assets purchases and disposals of assets research and development activities
and financing activities. Significant influence refers to the condition where an investor holds between 20% to 50%
of the voting capital in an investee generally indicating a significant influence. Or although less than 20%
having a significant influence when one of the following conditions is met: Representation on the board of
directors or similar authority of the investee; participation in the policy-making process of the investee;
assignment of management personnel to the investee; reliance of the investee on the technology or technical
information of the investee; and major transactions with the investee.
2. Determination of initial investment cost
For long-term equity investments acquired through a business combination in the case of a business combination
under the same control the initial investment cost of the long-term equity investment shall be the share of the
owners' equity of the party being combined in the consolidated financial statements of the ultimate controlling
party on the combination date; in the case of a business combination not under the same control the initial
investment cost of the long-term equity investment shall be the cost of combination determined on the acquisition
date; for long-term equity investments acquired by paying cash the initial investment cost is the actual purchase
price paid; for long-term equity investments acquired by issuing equity securities the initial investment cost is the
fair value of the equity securities issued; for long-term equity investments acquired through debt restructuring the
initial investment cost is determined in accordance with the relevant provisions of Accounting Standards for
Business Enterprises No. 12-Debt Restructuring; for long-term equity investments acquired through exchange of
non-monetary assets the initial investment cost is determined in accordance with the relevant provisions of
Accounting Standards for Business Enterprises No. 7-Exchange of Non-monetary Assets.
3. Method of subsequent measurement and recognition of profit or loss
Long-term equity investments in which the Company can exercise control over the investees are accounted for by
the cost method and long-term equity investments in associates and joint ventures are accounted for by the equity
method. If a portion of the Company's equity investments in affiliates is held indirectly through venture capital
institutions mutual funds trust companies or similar entities including investment-linked funds regardless of
whether the above entities have significant influence over this portion of the investment the Company treats it in
accordance with the relevant provisions of Accounting Standards for Business Enterprises No. 22-Recognition
and Measurement of Financial Instruments and accounts for the remaining portion with the equity method.
23. Investment Properties
Measurement model of investment property
Measurement of cost method
Depreciation or amortization method
The Company's investment property include leased land use rights leased buildings and land use rights held and
ready to be transferred after appreciation. Investment property is initially measured according to cost and then
measured by cost model.The Company uses the composite life depreciation method for buildings leased out of investment properties and
the specific accounting policies are the same as those for fixed assets. Land use rights leased out of investment
properties and land use rights held and intended to be transferred after appreciation are amortized through the
straight-line method with the same accounting policies as those for the intangible assets segment.
223Foshan Electrical and Lighting Co. Ltd.
24. Fixed Assets
(1) Recognition conditions
The fixed assets refer to tangible assets held for production of goods provision of labour services lease or
business with a service life of over a fiscal year. Recognition is made when the following conditions are met: The
economic benefits associated with the fixed-asset will probably flow to the enterprise; the cost of the fixed-asset
can be measured reliably.
(2) Depreciation method
Annual depreciation
Category Depreciation method Depreciable life Residual value rate
rate
Straight-line
Houses and buildings 3-36 years 1%-10% 31.67%-3.17%
depreciation method
Straight-line
Machinery equipment 2-11 years 1%-10% 47.50%-8.18%
depreciation method
Transportation Straight-line
5-10 years 1%-10% 19.00%-9.50%
equipment depreciation method
Straight-line
Electronic equipment 2-8 years 1%-10% 47.50%-11.88%
depreciation method
Straight-line
Other equipment 5 years 5%-10% 19%-18%
depreciation method
The Company's fixed assets are mainly classified into: buildings and structures machinery and equipment
electronic equipment transportation equipment etc. The depreciation method is the average annual limit
method. The service lives and estimated residual values of fixed assets are determined according to the nature
and utilization of each category of fixed assets. At the end of the year the service lives estimated residual
values and depreciation methods of fixed assets are reviewed and adjustments are made accordingly if there are
differences from the original estimates. All fixed assets are depreciated except for fully depreciated fixed assets
that continue to be used and land that is separately accounted for.
25. Construction in Progress
The Company's construction in progress is divided into two types: Construction on a self-operation basis and a
contracted basis. The criteria and time point for carrying forward construction in progress to fixed assets are
based on the construction in progress reaching its intended state of use. The standard for determining the
intended usable condition shall be one of the following: The physical construction (including installation) of the
fixed assets has been fully completed or substantially completed; production or trial operation has been
conducted and the results show that the assets can operate normally or can steadily produce qualified products
or the results of the trial operation show that they can function normally or operate; the amount of expenditure
on the fixed assets constructed is little or almost no longer incurred; the fixed assets acquired have met the
design or contract requirements or are substantially consistent with the design or contract requirements.
224Foshan Electrical and Lighting Co. Ltd.
26. Borrowing Costs
1. Recognition principles for the capitalization of borrowing costs
If the borrowing costs incurred by the Company can be directly attributable to the acquisition construction or
production of assets that meet the capitalization conditions they shall be capitalized and included in the costs of
the underlying assets; other borrowing costs recognized as costs according to the amount incurred shall be
included in the profit and loss for the current period. Assets eligible for capitalization refer to assets such as fixed
assets investment properties and inventories that require a long period for their acquisition or production
activities to reach the expected usable or saleable status.
2. Calculation of capitalization amount
The capitalization period refers to the period from when the capitalization of borrowing costs starts to when the
capitalization stops. The period during which capitalization of borrowing costs is suspended is not included.Capitalization of borrowing costs shall be suspended if there is an abnormal interruption in the course of
acquisition or production and the interruption lasts for more than three consecutive months.Borrowing of special borrowings is determined by the interest expense incurred in the period of the special
borrowings less the interest revenue expenditure earned by depositing the unused borrowed funds in banks or the
investment income earned by making temporary investments; the appropriation of general borrowings is
determined by multiplying the weighted average amount of asset expenses over the portion of special borrowings
by the capitalization rate of the general borrowings appropriated which is the weighted average interest rate of
general borrowings; if there is a discount or premium on borrowings the amount of discount or premium to be
amortized in each accounting period is determined by the effective interest rate method. The amount of interest is
adjusted for each period.The effective interest rate method is a method of calculating the amortized discount or premium or interest
expense on a borrowing based on its effective interest rate. The effective interest rate method calculates the
amortized discount or premium or interest expense on a borrowing based on its effective interest rate.
27. Living Assets
Not applicable
28. Oil and Gas Assets
Not applicable
29. Intangible Assets
1. Pricing method of intangible assets
The Company initially measures the intangible assets at cost. For the acquired intangible assets the actual prices
paid and related expenses shall be regarded as the actual costs. The actual cost of intangible assets invested by
investors shall be recognized according to the value agreed upon in the investment contract or agreement. In case
of unfair contract or agreement the actual cost shall be recognized according to the fair value. The cost of self-
developed intangible assets shall be the total expenditure incurred before they reach the intended use.
2. Service life and its determination basis estimation amortization method or review procedure
Intangible assets with finite service lives are amortized on a straight-line basis over their service lives and the
service lives and amortization methods of intangible assets are reviewed at the end of the year and adjusted
accordingly if there are differences from the original estimates. Intangible assets with indefinite service lives are
not amortized but are reviewed at the end of the year for service lives and estimated when there is conclusive
evidence that the service life is finite.The useful life and its determination basis and amortization method of intangible assets with restricted useful life:
225Foshan Electrical and Lighting Co. Ltd.
Category Useful life Determination basis of useful life Amortization method
Land use right 20-50 Duration of land use rights Method of line
Expected number of years of
Patent use right 5-20 Method of line
benefit
Expected number of years of
Software use right 3-10 Method of line
benefit
The intangible assets are regarded as intangible assets with uncertain service life if the term during which they can
bring economic benefits to the Company is unforeseeable or if their usage period is uncertain. The bases for
determining of uncertain service life are: The intangible assets come from contractual or other legal rights but the
contract or laws have no certain stipulations of the service life; the term during which the intangible assets bring
economic benefits to the Company is still unforeseeable even with consideration of peer status or demonstrations
of related professionals.At the end of each year the review of service life of intangible assets with uncertain service life mainly adopts the
method of reviewing from lower department to upper department where departments related to the use of
intangible assets shall conduct the basic review and make assessment of whether the determining basis of
uncertain service life changes.
3. The scope of R&D expenditure collection and the related accounting treatment
The scope of the Company's R&D expenditures is mainly formulated based on the Company's research and
development projects which mainly includes: including R&D personnel's employee remuneration direct input
expenses depreciation expenses and long-term amortization expenses design expenses equipment
commissioning expenses amortization expenses of intangible assets commissioned external research and
development expenses and other expenses etc.Expenditures incurred during the research phase of an internal research and development project are recognized in
profit or loss when incurred; expenditures incurred during the development phase that meet the conditions for
recognition as an intangible asset are transferred to intangible asset accounting.Specific criteria for dividing the research phase and development phase of internal research and development
projects: The expenditures in internal research and development projects of the Company are classified into
expenditures in research stage and expenditures in development stage. The expenditures in research stage are
included in the current profits and losses when incurred. The expenditures in development stage are recognized as
intangible assets when meeting the following conditions:
(1) The completion of the intangible assets makes it technically feasible for using or selling;
(2) Having the intention to complete and use or sell the intangible assets;
(3) The way in which an intangible asset generates economic benefits including the proof that the products
produced with the intangible assets can be sold in a market or the proof of its usefulness if the intangible assets
can be sold in a market and will be used internally;
(4) Having sufficient technical financial resources and other resources to support the development of the
intangible assets and the ability to use or sell the intangible assets;
(5) Expenditure attributable to the development stage of intangible assets can be measured reliably.
The cost of self-developed intangible assets includes the total expenditure incurred after meeting intangible assets
recognition criterion and before reaching intended use. Expenditures that have been expensed in previous periods
are no longer adjusted.
30. Impairment of Long-term Assets
For long-term assets having the indication of impairment on balance sheet date such as long-term equity
investments investment property measured in cost mode fixed assets construction in progress productive living
assets measured in cost mode oil and gas assets and intangible assets the Company shall test the impairment. If
226Foshan Electrical and Lighting Co. Ltd.
the impairment test results indicate that the recoverable amount of the asset is lower than its book value the
impairment provision shall be made at the difference and included in the impairment loss.The recoverable amount is the higher of the fair value of the asset minus the disposal cost and the present value of
the expected future cash flow of the asset. The provision for impairment of assets is calculated and recognized on
the basis of individual assets. If it is difficult to estimate the recoverable amount of individual assets the
recoverable amount of the asset group shall be recognized by the asset group to which the asset belongs. The asset
group is the smallest portfolio of assets that can generate cash inflows independently.Goodwill presented separately in the financial statements shall be tested for impairment every year whether or not
there is any indication of impairment. The book value of the goodwill shall be apportioned to the asset group or
portfolio of asset groups that is expected to benefit from the synergies of the business combination when the
impairment test is conducted. The corresponding impairment loss is recognized if the test results indicate that the
recoverable amount of the asset group or portfolio of asset groups containing the apportioned goodwill is lower
than its book value. The amount of the impairment loss shall offset the book value of the goodwill apportioned to
the asset group or portfolio of asset groups and offset the book value of other assets in proportion according to the
proportion of the book value of other assets except the goodwill in the asset group or portfolio of asset groups.Once the impairment loss of the above asset is recognized the portion that the value is restored will not be written
back in subsequent periods.
31. Long-term Prepaid Expense
Long-term prepaid expense refers to general expenses with the apportioned period over one year (excluding one
year) that have occurred but are attributable to the current and future periods. Long-term prepaid expense shall be
amortized averagely within benefit period. In case of no benefit in the future accounting period the amortized
value of such item that fails to be amortized shall be transferred into the current profits and losses.
32. Contract Liabilities
The Company presents the obligation of transferring goods to or providing services for customers for
consideration received or receivable as a contract liability. The Company presents contract asset and contract
liability under the same contract on a net basis.
33. Payroll
Employee benefits refer to all forms of remuneration or compensation given by the Company for services
rendered by employees or for the termination of employment relationships. Employee benefits mainly include
short-term benefits post-employment benefits termination benefits and other long-term employee benefits.
(1) Accounting treatments for short-term benefits
The short-term compensation actually happened during the accounting period when the active staff offering the
service for the Company should be recognized as liabilities and is included in the current profits and losses except
for those required or allowed to be included in the assets cost by the Accounting Standards for Business
Enterprises. The employee services benefits actually happened in the Company shall be included in the current
profits and losses or relevant assets cost according to the actual amount. Of which the non-monetary benefits
should be measured according to the fair value. During the accounting term in which employees provide service
the Company calculates and determines the corresponding payroll amount in accordance with the withdrawal
basis and withdrawal proportion specified in regulations with the social insurance premiums such as medical
insurance premiums industrial injury insurance premium and birth insurance premium housing fund and the
labour union budget and employee education budget withdrawn in regulations and then recognizes it as liabilities
that are included in the current profits and losses or relevant assets cost.
(2) Accounting treatment of the welfare after demission
The payable and deposit amount calculated according to the defined contribution plan during the accounting
period when the active staff offering the service for the Company is recognized as liabilities and is included in the
227Foshan Electrical and Lighting Co. Ltd.
current profits and losses or relevant assets cost. The benefit obligations arising from the defined benefit plan shall
be attributable to the period in which the employees provide services based on the formula determined by
expected cumulative welfare unit method and included in current profits and losses or cost of relevant asset.
(3) Accounting treatment of the demission welfare
When offering the demission welfare the Company shall recognize the payroll liabilities incurred from the
demission welfare on the earlier of the date when the Company could not unilaterally withdraw the demission
welfare offered by the plan or layoff proposal owing to termination of the labour relationship or the date when the
Company recognizes the cost related to the reorganization of the payment of the demission welfare and include
the payroll liabilities into the current profits and losses:
(4) Accounting treatment of the welfare of other long-term staffs
The other long-term welfare that the Company offers to the staff if met with the setting drawing plan shall be
disposed of according to the relevant setting drawing plan; except for that net liabilities or net assets of the
welfare of other long-term staff shall be recognized and measured according to the setting drawing plan.
34. Accrued liabilities
The obligation pertinent to contingencies shall be recognized as provisions when that obligation is a current
obligation of the Company and it is likely to cause any economic benefit to flow out of the enterprise as a result
of performance of the obligation while the amount of the obligation can be measured in a reliable way. The
Company conducts the initial measurement in accordance with the best estimate of the necessary expenses for the
performance of the current obligation. If there is a sequent range for the necessary expenses and if all the
outcomes within this range are equally likely to occur the best estimate shall be determined in accordance with
the midpoint estimate within the range; if the contingencies concern two or more items the best estimate shall be
calculated and determined in accordance with all possible outcomes and the relevant probabilities.Review of the book value of provisions shall be conducted on the balance sheet date. The book value shall be
adjusted in accordance with the current best estimate when there is definite evidence indicating that the book
value cannot reflect the current best estimate in faithfulness.
35. Share-based Payment
Not applicable
36. Other Financial Instruments such as Preferred Shares and Perpetual Bonds
Not applicable
37. Revenue
Disclosure of accounting policies adopted for revenue recognition and measurement by type of business
The Company recognizes revenue based on the transaction price apportioned to the performance obligation in a
contract when the customer obtains control of the underlying good or service. Obtaining control of related goods
refers to that customers can control the use of the goods and obtain almost all the economic benefits from the
goods. A performance obligation is a contractual commitment by the Company to transfer a clearly distinguishable
commodity to a customer. The transaction price is the amount of consideration that the Company expects to be
entitled to receive as a result of the transfer of the commodity to the customer excluding amounts collected on
behalf of third parties and amounts that the Company expects to return to the customer.Whether the performance obligation is to be fulfilled within a certain period of time or at a certain point in time
depends on the terms of the contract and the relevant legal provisions. If the performance obligation is fulfilled
within a certain period of time the Company recognizes revenue in accordance with the progress of performance.Otherwise the Company recognizes revenue at a point in time when the customer obtains control of the
228Foshan Electrical and Lighting Co. Ltd.
underlying asset.The Company determines whether the Company's status is that of a principal or agent when engaging in a
transaction based on whether it has control over the goods or services prior to transferring them to the customer. If
the Company is able to control the goods or services before transferring them to the customer the Company is the
principal responsible party and recognizes revenue based on the total consideration received or receivable.Otherwise the Company shall recognize revenue as an agent based on the amount of commissions or fees to
which it is expected to be entitled which shall be determined at the net amount of the total consideration received
or receivable less the price payable to other related parties or at the established commission amount or percentage
etc.Specific principles and measurement methods for revenue recognition by business type: The Company recognizes
revenue from general lighting products LED packaging and component products automotive lamp products
trading and other products as follows:
(1) Recognition of domestic sales revenue: Under the conventional settlement mode the Company has delivered
goods that have passed inspection to the purchaser as required by the purchaser; the amount of revenue has been
determined a sales invoice has been issued and the payment has been received or is expected to be recovered;
under the consignment sales settlement mode the Company recognizes sales revenue when the product is issued
and the settlement notice is issued after the customer inspection is qualified.
(2) Recognition of export sales revenue: The Company has produced goods according to the requirements
stipulated in the sales contract and completed the export declaration procedures after the goods have passed
inspection; products have been loaded on board; the amount of revenue has been determined an export sales
invoice has been issued and the payment has been received or is expected to be recovered.Different business models for the same type of business involving different revenue recognition and measurement
methods
None.
38. Contract Costs
Contract costs are either the incremental costs of obtaining a contract with a customer or the costs to fulfil a
contract with a customer. Incremental costs of obtaining a contract ("contract acquisition costs") are costs that
won't have been incurred if the contract is not acquired. The Company recognizes as an asset the incremental costs
of obtaining a contract with a customer if it expects to recover those costs.Costs incurred for the performance of a contract that do not fall within the scope of other enterprise accounting
standards such as inventory are recognized as an asset as contract performance costs when the following
conditions are simultaneously met: The cost is directly related to a current or anticipated acquisition of a contract
and includes direct labour direct materials manufacturing overhead (or similar costs) costs explicitly attributable
to the user and other costs incurred solely as a result of that contract; the cost increases the resources available to
meet future performance obligations; and the cost is expected to be recovered.Contract performance costs recognized as assets are included in "Inventory" on the balance sheet if the
amortization period at the initial recognition doesn't exceed one year or one normal operating cycle; if the
amortization period at the initial recognition is more than one year or one normal operating cycle they are
included in "Other non-current assets" on the balance sheet.Contract acquisition cost recognized as assets are included in "Other current assets" on the balance sheet if the
amortization period at the initial recognition doesn't exceed one year or one normal operating cycle; if the
amortization period at the initial recognition is more than one year or one normal operating cycle they are
included in "Other non-current assets" on the balance sheet.The Company amortizes the assets recognized for contract acquisition costs and contract performance costs on the
same basis as the revenue recognition of the merchandise to which the assets relate and recognizes them in profit
or loss for the current period. Assets formed from the incremental cost of acquiring a contract with an
amortization period of not more than one year are recognized in profit or loss for the current period when it occurs.
229Foshan Electrical and Lighting Co. Ltd.
If the carrying amount of an asset related to the cost of a contract exceeds the difference between the following
two items the Company makes an allowance for impairment and recognizes an asset impairment loss for the
excess: the remaining consideration expected to be received for the transfer of the merchandise to which the asset
relates; and the estimated costs to be incurred for the transfer of the related merchandise.If the two differences above are higher than the book value of the assets due to the subsequent changes in the
impairment factors in previous periods the asset impairment provisions set aside should be reversed and
recognized as profit and loss of the current period. However upon the reversal the book value of the assets shall
not exceed the book value of the assets on the reversal date supposing that impairment provisions are not set aside.
39. Government Subsidies
1. Category of and accounting treatment for government subsidies
Government subsidies refer to the monetary assets or non-monetary assets obtained by the Company from the
government (excluding the capital invested by the government as an equity holder). If a government subsidy is a
monetary asset it shall be measured according to the amount received or receivable. If a government subsidy is a
non-monetary asset it shall be measured at its fair value and shall be measured at a nominal amount when the fair
value cannot be obtained reliably.Government subsidies related to the daily activities are included in other income in accordance with the nature of
economic business. Government subsidies unrelated to the daily activities are included in non-operating revenue.Government subsidies are recognized as asset-related subsidies when stipulated by government documents to be
used for acquisition construction or otherwise formation long-term assets. Government subsidies without subsidy
object specified by the government document shall be recognized as asset-related subsidies.Government subsidies other than asset-related government subsidies are recognized as government subsidies
related to income. Government subsidies related to income used to compensate the relevant costs expenses or
losses of the Company in the subsequent period shall be recognized as deferred income and shall be included in
the current profit and loss during the period of confirming the relevant cost expenses or losses; subsidies used to
compensate the relevant costs expenses or losses incurred by the Company shall be directly included in the
current profits and losses.
2. Recognition time of government subsidies
Government subsidies shall be recognized when the Company satisfies the conditions attached to the government
subsidies and is able to receive them. Government subsidies measured according to the receivable amount shall be
recognized when there is positive evidence at the end of the period that they can meet the relevant conditions
stipulated by the financial support policies and are expected to receive financial support funds. Other government
subsidies other than government subsidies measured by amount receivable are recognized when the Company
actually receives the subsidies.
40. Deferred Income Tax Assets/Deferred Income Tax Liabilities
1. Recognition of deferred income tax
The Company recognizes the deferred income tax assets or deferred income tax liabilities in accordance with the
applicable tax rate during the estimated period of recapturing the assets or paying the liabilities for the different
amount between the book value of assets or liabilities and its tax base (for items not recognized as assets and
liabilities if its tax basis can be determined according to the tax law the tax basis is recognized as the different
amount).
2. Measurement of deferred income tax
The recognition of deferred income tax assets is subject to the amount of taxable income obtained to offset the
deductible temporary differences. On the balance sheet date deferred income tax assets without recognition
during the former accounting period shall be recognized if there are definite indications representing that it is
probable to have sufficient taxable income to offset the deductible temporary differences during the future period.
230Foshan Electrical and Lighting Co. Ltd.
If it is likely that sufficient taxable income will not be available to offset the benefit of the deferred income tax
assets in the future period the book value of the deferred income tax assets will be written down.For taxable temporary differences related to the investment in subsidiaries and associated enterprises the deferred
income tax liabilities are recognized unless the time of temporary differences reversal can be controlled by the
Company and are probably not to be reversed in foreseeable future. For deductible temporary differences related
to the investment in subsidiaries and associated enterprises the deferred income tax assets are recognized if the
temporary differences are probably to be reversed in foreseeable future and it is likely to have taxable income to
offset the deductible temporary differences.
3. Basis for netting off deferred income taxes
Deferred income tax assets and deferred income tax liabilities are presented in net amount after offsetting when
the following conditions are simultaneously met: there is a legal right to settle current income tax assets and
current income tax liabilities on a net basis; the deferred income tax assets and deferred income tax liabilities are
related to income taxes levied by the same tax authority on the same taxable entity or are related to different
taxable entities but are not expected to reverse in the future in each of the periods in which the deferred income
tax assets and deferred income tax liabilities are material; and the taxable entities involved intend to settle current
income tax assets and current income tax liabilities on a net basis. However in each future period in which the
deferred tax assets and deferred tax liabilities are reversed the taxable entity involved intends to either settle the
current income tax assets and current income tax liabilities on a net basis or to acquire the assets and settle the
liabilities at the same time.
41. Lease
The Company assesses whether a contract is a lease or contains a lease at the inception date of the contract. A
contract is a lease or contains a lease if one of the parties to the contract has given up the right to control the use of
one or more identified assets for a specified period of time in exchange for consideration.
(1) Accounting treatment for leases as the lessee
1.On the start date of the lease term the Company deems the right-of-use assets and lease liabilities of all the
operating leases except for the short-term leases and low-value leases and recognizes the depreciation expense
and interest expense respectively within the lease term.
(1) Right-of-use assets
After the commencement date of the lease term the Group uses the cost for initial measurement of right-of-use
assets. This cost includes the initial measurement amount of the lease liability lease payments made on or before
the commencement date of the lease term net of lease incentives and initial direct cost.If it is reasonably certain that the ownership of the leasehold property will be obtained at the end of the lease term
the Company will depreciate the leasehold property over its estimated remaining service life. If it is not
reasonably certain that the ownership of the leasehold property will be obtained at the end of the lease term the
Company will depreciate the leased assets over the lease term or the remaining service life whichever is shorter.When the recoverable amount is less than the carrying amount of the right-of-use asset the carrying amount is
written down to the recoverable amount.
(2) Lease liabilities
The Company initially measures the lease liabilities at the current value of the lease payments outstanding at the
start date of the lease term. Lease payments include fixed payments and payments that are reasonably certain to be
made when the option to purchase or terminate the lease is exercised. Variable lease payments that are not
covered in the measurement of the lease liabilities are included in current profit or loss when actually incurred.The Company uses the interest rate implicit in lease as the rate of discount. If the interest rate implicit in lease
cannot be reasonably determined the Company's incremental borrowing rate is used as the rate of discount.Interest expense on the lease liability for each period during the lease term is calculated on the basis of a fixed
periodic rate i.e. the discount rate used by the Company or a revised discount rate and is included in finance
costs.
231Foshan Electrical and Lighting Co. Ltd.
2. Judgment criteria and accounting treatment for short-term leases and leases of low-value assets as a lessee for
simplified treatment
For short-term leases with a lease term of no exceeding 12 months and leases where the brand-new value of a
single asset is less than RMB40000 the Company has elected not to recognize right-of-use assets and lease
liabilities and to charge the related rental expenses to current profit or loss or the cost of the related assets on a
straight-line basis for each period during the lease term.
(2) Accounting treatment of leases as the lessor
The Company recognizes leases that transfer substantially all the risks and rewards associated with ownership of
the leased asset as finance leases at the inception of the lease and leases other than these are classified as
operating leases.
(1) Accounting treatment of operating leases
Rental income from operating leases is recognized on a straight-line basis over the lease term. Initial direct
expenses are capitalized and recognized as current income in instalments over the lease term on the same
recognition basis as rental income and variable rentals not included in lease receipts are recognized as rental
income when they are actually incurred.
(2) Accounting treatment of financial lease
On the inception of a lease the difference between the sum of finance lease receivable and unguaranteed residual
value and its present value is recognized as unrealised lease income by the Company which is recognized as lease
income in each period when the rent is received in the future and the finance lease asset is derecognized. Initial
direct costs are included in the initial recorded value of the finance lease receivable.
42. Other Significant Accounting Policies and Estimates
(1) Safety production expenses
Operating in the electrical machinery and equipment manufacturing industry the Company has accrued safety
production expenses in accordance with the relevant provisions of the Management Measures for the Provision
and Use of Enterprise Production Safety Costs (C.Z. [2022] No. 136) jointly issued by the Ministry of Finance
and the Ministry of Emergency Management on 21 November 2022. Safety production expenses when accrued
are included in costs or current profit or loss of relevant products and in the "Special Reserve" account. When
safety production expenses are used within the prescribed scope and are operating expenses they are directly used
to offset the special reserves. If they form fixed assets the expenses incurred are first aggregated under the
"Construction in Progress" account and when the safety projects are completed and reach the predetermined
usable state they are recognised as fixed assets. Meanwhile the special reserves are offset as per the cost of
forming fixed assets and an equivalent amount of accumulated depreciation is recognised. The aforesaid fixed
assets will not be depreciated as accrued in the future period.
43. Changes in Main Accounting Policies and Estimates
(1) Change in accounting policies
□ Applicable □ Not applicable
Unit: RMB
Changes to the accounting policies and Name of statement item materially
Amount affected
why affected
Interpretation No. 16 of the Accounting
Standards for Business Enterprises Deferred income tax assets deferred
issued by the Ministry of Finance in income tax liabilities retained earnings
-101779.19
2022 stipulates that for single minority interest income tax expense
transactions that are not business net profit
combinations that affect neither
232Foshan Electrical and Lighting Co. Ltd.
accounting profit nor taxable income (or
deductible losses) at the time the
transaction occurs and where the initial
recognition of assets and liabilities
results in taxable temporary differences
and deductible temporary differences of
equal amounts (including lease
transactions in which the lessee
recognises the initial lease liability and
includes it in the right-of-use asset on the
commencement date of the lease term as
well as transactions in which estimated
liabilities are recognised and included in
the costs of related assets due to fixed
assets' retirement obligations) exemption
from initial recognition of deferred
income tax liabilities and deferred
income tax assets shall not apply.Enterprises shall recognise the
corresponding deferred income tax
liabilities and deferred income tax assets
respectively in accordance with No. 18
of the Accounting Standards for Business
Enterprises -- Income Taxes when the
transaction is affected. The Company
implemented this provision on 1 January
2023 and retrospectively adjusted the
comparative statements and cumulative
effect numbers for taxable temporary
differences and deductible temporary
differences arising from lease liabilities
and right-of-use assets at the date of
initial implementation. For these
individual transactions occurring prior to
1 January 2022 if the temporary
differences that result in the related
assets and liabilities still exist as of 1
January 2022 the Company recognized
deferred tax assets and deferred tax
liabilities as of 1 January 2022 and
adjusted retained earnings as of 1
January 2022 for the difference.
(2) Changes in accounting estimates
□Applicable □Not applicable
(3) Adjustments to Financial Statement Items at the Beginning of the Year of the First Implementation of
the New Accounting Standards Implemented since 2023
□ Applicable □Not applicable
The effect of this matter on the 31 December 2022 and financial statements for 2022 is described as follows:
31 December 2022 31 December 2022
Item of consolidated balance sheet Affected
(before) (after)
233Foshan Electrical and Lighting Co. Ltd.
Assets:
Deferred income tax assets 88387206.25 90244005.41 1856799.16
Liabilities:
Deferred income tax liabilities 202469697.60 204428275.95 1958578.35
Shareholders’ equity:
Retained earnings 3296490575.52 3296435828.50 -54747.02
Total equity attributable to owners of the
5173066095.765173011348.74-54747.02
Company as the parent
Non-controlling interests 3427280735.85 3427233703.68 -47032.17
Total owners’ equity 8600346831.61 8600245052.42 -101779.19
Item of consolidated income statement 2022 (before) 2022 (after) Affected
Income tax expense 30874328.03 31011277.73 136949.70
Net profit 350843355.72 350706406.02 -136949.70
Net profit attributable to shareholders of
230394235.91230320570.67-73665.24
the Company as the parent
Net profit attributable to non-controlling
120449119.81120385835.35-63284.46
interests
Item of consolidated balance sheet of the 31 December 2022 31 December 2022
Affected
Company as the parent (before) (after)
Assets:
Deferred income tax assets 30158303.04 31202848.92 1044545.88
Liabilities:
Deferred income tax liabilities 87121409.04 88165954.92 1044545.88
44. Other
None
VI. Taxes
1. Main Taxes and Tax Rates
Category of taxes Tax basis Tax rate
Sales volume from goods selling or
VAT 3% 6% 9% 13%
taxable service
234Foshan Electrical and Lighting Co. Ltd.
Urban maintenance and construction tax Turnover tax payable 7% 5%
Enterprise income tax Taxable income 11% 15% 25%
Education surcharge Turnover tax payable 3%
Local educational surtax Turnover tax payable 2%
Notes of the disclosure situation of the taxpaying bodies with different enterprises income tax rate
Name Income tax rate
The Company Zhida Company Chanchang Company
Haolaite Company Nanning Liaowang Chongqing Guinuo
Liuzhou Lighting Liuzhou Foreshine Qingdao Lighting 15%
NationStar Optoelectronics NationStar Semiconductor
Germany NationStar Fenghua Semiconductor
Indonesia Liaowang 11%
Other subsidiaries 25%
2. Tax Preference
1. The Company passed the review of high-tech enterprises in 2023 and obtained the certificate of high-tech
enterprise (Certificate No. GR202344003659) approved by the Guangdong Provincial Department of Science and
Technology the Department of Finance of Guangdong Province and the Guangdong Provincial Tax Service of
State Taxation Administration. According to relevant regulations the Company is entitled to a reduced enterprise
income tax rate of 15% for three years starting from 2023.
2. Subsidiary Zhida Company passed the review of high-tech enterprises in December 2022 and obtained the
certificate of high-tech enterprise (Certificate No.: GR202244009711) approved by the Guangdong Provincial
Department of Science and Technology the Department of Finance of Guangdong Province and the Guangdong
Provincial Tax Service of State Taxation Administration. According to the relevant regulations Zhida Company is
entitled to a reduced enterprise income tax rate of 15% for three years starting from 2022.
3. Subsidiary Chanchang Company passed the audit of high-tech enterprises in December 2021 and obtained the
certificate of high-tech enterprise (Certificate No.: GR202144000342) approved by the Guangdong Provincial
Department of Science and Technology the Department of Finance of Guangdong Province and the Guangdong
Provincial Tax Service of State Taxation Administration. According to the relevant regulations Chanchang
Company is entitled to a reduced enterprise income tax rate of 15% for three years starting from 2021.
4. Subsidiary Haolaite Company passed the review of high-tech enterprises in 2022 and obtained the certificate of
high-tech enterprise (Certificate No. GR202244003711) approved by the Guangdong Provincial Department of
Science and Technology the Department of Finance of Guangdong Province and the Guangdong Provincial Tax
Service of State Taxation Administration. According to relevant regulations Haolaite Company is entitled to a
reduced enterprise income tax rate of 15% for three years starting from 2022.
5. Subsidiary Nanning Liaowang passed the review of high-tech enterprises in 2023 and obtained the certificate of
high-tech enterprise (Certificate No. GR202345001098) approved by the Science and Technology Department of
the Guangxi Zhuang Autonomous Region the Department of Finance of Guangxi Zhuang Autonomous Region
and the Guangxi Zhuang Autonomous Region Tax Service of State Taxation Administration. According to
relevant regulations Nanning Liaowang is entitled to a reduced enterprise income tax rate of 15% for three years
starting from 2023.
6. Chongqing Guinuo a wholly-owned subsidiary of Nanning Liaowang enjoys the tax incentives of reducing
235Foshan Electrical and Lighting Co. Ltd.
and exempting enterprise income tax for the development of western China since 1 January 2019 and is entitled
to a reduced enterprise income tax rate of 15% after examination by and filing with the tax authorities.
7. Liuzhou Lighting a wholly-owned subsidiary of Nanning Liaowang passed the review of high-tech enterprise
in 2022 and obtained the certificate of high-tech enterprise (Certificate No.: GR202245001221). According to
relevant regulations Liuzhou Lighting will pay enterprise income tax at a reduced rate of 15% for three years
starting from 2022.
8. Liuzhou Fuxuan a wholly-owned subsidiary of Nanning Liaowang passed the review of high-tech enterprise
on 30 November 2021 and obtained the certificate of high-tech enterprise (Certificate No.: GR202145001045)
approved by the Science and Technology Department of the Guangxi Zhuang Autonomous Region the
Department of Finance of Guangxi Zhuang Autonomous Region and the Guangxi Zhuang Autonomous Region
Tax Service of State Taxation Administration. According to relevant regulations Liuzhou Fuxuan will pay
enterprise income tax at a reduced rate of 15% for three years starting from 2021.
9. Qingdao Lighting a wholly-owned subsidiary of Nanning Liaowang passed the review of high-tech enterprise
on 14 December 2022 and obtained the certificate of high-tech enterprise (Certificate No.: GR202237100785)
approved by the Qingdao Municipal Science and Technology Bureau the Qingdao Municipal Finance Bureau
and the Qingdao Municipal Tax Service of State Taxation Administration. According to relevant regulations
Qingdao Optoelectronics will pay enterprise income tax at a reduced rate of 15% for three years starting from
2022.
10. Subsidiary NationStar Optoelectronics was recognized as a high-tech enterprise on 16 December 2008 and its
certificate number was GR200844000097. It was re-recognized as a high-tech enterprise in 2023 and its new
certificate number is GR202344017343. According to relevant regulations NationStar Optoelectronics will pay
enterprise income tax at a reduced rate of 15% for three years starting from 2023.
11. NationStar Semiconductor a wholly-owned subsidiary of NationStar Optoelectronics was recognized as a
high-tech enterprise on 10 October 2015 and its certificate number was GR201544001238. It was re-recognized
as a high-tech enterprise in 2021 and its new certificate number is GR202144008779. According to relevant
regulations NationStar Semiconductor will pay enterprise income tax at a reduced rate of 15% for three years
starting from 2021.
12. Fenghua Semiconductor a majority-owned subsidiary of NationStar Optoelectronics was recognized as a
high-tech enterprise on 16 December 2008 and its certificate number was GR200844000295. It was re-recognized
as a high-tech enterprise in 2021 and its new certificate number is GR202144008851. According to relevant
regulations Fenghua Semiconductor will pay enterprise income tax at a reduced rate of 15% for three years
starting from 2021.
13. Indonesia Liaowang a wholly-owned subsidiary of Nanning Liaowang is located in the country where
Indonesia's statutory corporate income tax rate is 22% and there are local incentives for medium small and micro
enterprises to reduce or waive income tax by 50% therefore Indonesia Liaowang is subject to a preferential tax
rate of 11% for the payment of enterprise income tax.
14. The subsidiary Zhicheng Company is a small and micro enterprise. From 1 January 2022 to 31 December
2024 the people's governments of provinces autonomous regions and municipalities directly under the Central
Government shall determine in accordance with the actual situation in the region and the needs of
macroeconomic regulation and control that resource tax urban maintenance and construction tax property tax
urban land use tax stamp duty (excluding stamp duty on securities transactions) arable land occupation tax and
education surcharge and local education surcharge may be reduced within a tax range of 50% for small and micro
enterprises.
236Foshan Electrical and Lighting Co. Ltd.
3. Other
Pay in accordance with the relevant provisions of the tax law.VII. Notes to Main Items of Consolidated Financial Statements
1. Monetary Assets
Unit: RMB
Item Ending balance Beginning balance
Cash on hand 42466.76 52093.54
Bank deposits 1942320219.96 766180952.79
Other monetary assets (note 1) 466064741.94 522361684.92
Money deposited in finance company
1179154268.071191722805.36
(note 2)
To-be-received interest (note 3) 8467957.82 4191370.82
Total 3596049654.55 2484508907.43
Of which: Total amount deposited
31405378.5634169227.46
overseas
Other notes
Note 1: Other monetary assets were security deposits for notes and performance bonds as well as investments
placed with security firm and the balance with e-commerce platforms of which the security deposits for notes
and performance bonds were restricted assets (see “31. Assets with Restricted Ownership or Right of Use” in
Note “VII Notes to Consolidated Financial Statements”).Note 2: Money deposited in finance company was those deposited in Guangdong Rising Finance Co. Ltd.Note 3: To-be-received interest was interest receivable on undue bank deposits and term deposits as of the end
of the Reporting Period which is not recognized as cash and cash equivalents.
2. Trading Financial Assets
Unit: RMB
Item Ending balance Beginning balance
Financial assets at fair value through
152529775.41261541896.45
profit or loss
Including:
Wealth management products 151550477.63 260569863.53
Equity instrument investments 979297.78 972032.92
Including:
Total 152529775.41 261541896.45
3. Derivative Financial Assets
Naught
237Foshan Electrical and Lighting Co. Ltd.
4. Notes Receivable
(1) Notes Receivable Listed by Category
Unit: RMB
Item Ending balance Beginning balance
Bank acceptance bill 984928441.40 786244513.66
Commercial acceptance bill 72423826.20 35293260.41
Total 1057352267.60 821537774.07
(2) Disclosure by Withdrawal Methods for Bad Debts
Unit: RMB
Ending balance Beginning balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Categor Withdra Withdra
Carrying Carrying
y Proporti wal Proporti wal
Amount Amount value Amount Amount value
on proporti on proporti
on on
Of
which:
Notes
receivab
le
withdra
105883147803105735822258720270.821537
wn bad 100.00% 0.14% 100.00% 0.09%
0304.877.272267.60044.6962774.07
debt
provisio
n by
group
Of
which:
Bank
984928984928786244786244
acceptan 93.02% 0.00 0.00% 95.62% 0.00 0.00%
441.40441.40513.66513.66
ce bill
Commer
cial 739018 147803 724238 360135 720270. 352932
6.98%2.00%4.38%2.00%
acceptan 63.47 7.27 26.20 31.03 62 60.41
ce bill
105883147803105735822258720270.821537
Total 100.00% 0.14% 100.00% 0.09%
0304.877.272267.60044.6962774.07
Withdrawal of bad debt provision by group: RMB1478037.27
Unit: RMB
Ending balance
Name
Carrying amount Bad debt provision Withdrawal proportion
Within 1 year 73901863.47 1478037.27 2.00%
Total 73901863.47 1478037.27
A description of the basis for determining the portfolio:
See Note V-13. Accounts Receivable.
238Foshan Electrical and Lighting Co. Ltd.
If adopting the general mode of expected credit loss to withdraw bad debt provision of notes receivable:
□Applicable □Not applicable
(3) Bad Debt Provision Withdrawal Reversed or Recovered in the Current Period
Withdrawal of bad debt provision:
Unit: RMB
Changes in the current period
Beginning
Category Reversed or Ending balance
balance Withdrawal Verification Others
recovered
Commercial
720270.62757766.651478037.27
acceptance bill
Total 720270.62 757766.65 1478037.27
Of which bad debt provision collected or reversed with significant amount:
□Applicable □ Not applicable
(4) Notes Receivable Pledged by the Company at the Period-end
Unit: RMB
Item Ending pledged amount
Bank acceptance bill 734739569.87
Total 734739569.87
(5) Notes Receivable Which Had Endorsed by the Company or had Discounted and had not Due on the
Balance Sheet Date at the Period-end
Unit: RMB
Amount of recognition termination at the Amount of not terminated recognition at
Item
period-end the period-end
Bank acceptance bill 159317903.43 138535986.93
Total 159317903.43 138535986.93
(6) Notes Receivable Written-off in Current Period
None
5. Accounts Receivable
(1) Disclosure by Aging
Unit: RMB
Aging Ending carrying amount Beginning carrying amount
Within 1 year (including 1 year) 1944758964.52 1799959881.31
1 to 2 years 151569005.90 161368649.46
2 to 3 years 99249444.34 25396115.75
Over 3 years 40389042.02 57529219.10
3 to 4 years 9919239.39 9539173.73
239Foshan Electrical and Lighting Co. Ltd.
4 to 5 years 7074054.82 30412705.43
Over 5 years 23395747.81 17577339.94
Total 2235966456.78 2044253865.62
(2) Disclosure by Withdrawal Methods for Bad Debts
Unit: RMB
Ending balance Beginning balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Categor Withdra Withdra
Carrying Carrying
y Proporti wal Proporti wal
Amount Amount value Amount Amount value
on proporti on proporti
on on
Account
s
receivab
le
withdra
257803219779380244251232251232
wn bad 1.15% 85.25% 1.23% 100.00% 0.00
44.4400.853.5963.5763.57
debt
provisio
n
separatel
y
Of
which:
Account
s
receivab
le
withdra 221018 120489 208969 201913 983596 192077
98.85%5.45%98.77%4.87%
wn bad 6112.34 275.53 6836.81 0602.05 60.29 0941.76
debt
provisio
n by
group
Of
which:
(1)
Business
portfolio
169842109583158884149978871566141262
of 75.96% 6.45% 73.37% 5.81%
8474.56622.274852.293089.8175.786414.03
general
lighting
and auto
240Foshan Electrical and Lighting Co. Ltd.
lamps
(2)
Business
portfolio
of LED 511757 109056 500851 519347 112029 508144
22.89%2.13%25.40%2.16%
packagin 637.78 53.26 984.52 512.24 84.51 527.73
g and
compon
ents
223596142467209349204425123482192077
Total 100.00% 6.37% 100.00% 6.04%
6456.78176.389280.403865.62923.860941.76
Individual withdrawal of bad debt provision: RMB21977900.85
There were no significant accounts receivable with bad debt provision separately accrued in the current period.Withdrawal of bad debt provision by group: RMB120489275.53
Unit: RMB
Ending balance
Name
Carrying amount Bad debt provision Withdrawal proportion
(1) Business portfolio of
general lighting and auto 1698428474.56 109583622.27 6.45%
lamps
(2) Business portfolio of LED
511757637.7810905653.262.13%
packaging and components
Total 2210186112.34 120489275.53
Notes to the determination basis for the group:
See Note V-13. Accounts Receivable.If adopting the general mode of expected credit loss to withdraw bad debt provision of accounts receivable:
□Applicable □Not applicable
(3) Bad Debt Provision Withdrawal Reversed or Recovered in the Current Period
Withdrawal of bad debt provision:
Unit: RMB
Changes in the current period
Write-offs
in prior
Beginning periods
Category Reversed or Ending balance
balance Withdrawn and Verified Other
collected
reversals
in current
periods
Bad debt
provision 25123263. 17127281
573448.9219699195.1921977900.85
separately 57 .39
accrued
241Foshan Electrical and Lighting Co. Ltd.
Bad debt
provision
98359660.32550591144531.0
withdrawn 6180396.87 4385110.00 120489275.53
29.110
according to
groups
12348292349677872144531.0
Total 573448.92 25879592.06 4385110.00 142467176.38.86.500
Of which bad debt provision collected or reversed with significant amount: Naught.The amount of expected credit losses accrued in the current period was RMB49677872.50 the amount of prior
period write-offs reversed in the current period was RMB144531.00 the amount of expected credit losses
recovered or reversed in the current period was RMB573448.92 the amount of expected credit losses written
off in the current period was RMB25879592.06 and the amount of other reductions in the current period was
RMB4385110.00 which is RMB15632.09 different from the amount of credit impairment loss accrued in the
current period of RMB49088791.49 which is due to the difference in translation of foreign currency
statements at the end of the period.
(4) Accounts Receivable Written-off in Current Period
Unit: RMB
Item Written-off amount
Accounts receivable actually written off 25968850.45
Of which verification of significant accounts receivable:
Unit: RMB
Whether occurred
Name of the entity Nature Amount Reason Procedure because of related-
party transactions
Perform the
approval
procedures in
Final court
accordance with
Customer 1 Payment for goods 11170827.14 judgment no Not
the Company’s
recovery expected
bad debt
management
system
Total 11170827.14
Notes to verification of accounts receivable:
RMB25968850.45 of accounts receivable has been verified with the bad debt provision of RMB25879592.06
and the approval procedures have been performed in accordance with the Company’s bad debt management
system.
(5) Top 5 of the Ending Balance of the Accounts Receivable and the Contract Assets Collected according
to Arrears Party
Unit: RMB
Ending balance of Proportion to total Ending balance of
Ending balance of
Ending balance of accounts ending balance of bad debt provision
Name of the entity accounts
contract assets receivable and accounts of accounts
receivable
contract assets receivable and receivable and
242Foshan Electrical and Lighting Co. Ltd.
contract assets impairment
provision for
contract assets
No. 1 152154428.66 152154428.66 6.79% 4564632.86
No. 2 131038483.49 131038483.49 5.84% 3931154.50
No. 3 117177579.94 117177579.94 5.23% 3517821.49
No. 4 108311768.39 108311768.39 4.83% 3249353.05
No. 5 103803612.42 103803612.42 4.63% 3114108.37
Total 612485872.90 612485872.90 27.32% 18377070.27
6. Contract Assets
(1) List of Contract Assets
Unit: RMB
Ending balance Beginning balance
Item Carrying Bad debt Carrying Bad debt
Carrying value Carrying value
amount provision amount provision
Contract assets 6074305.63 1822291.69 4252013.94 6074305.63 607430.56 5466875.07
Total 6074305.63 1822291.69 4252013.94 6074305.63 607430.56 5466875.07
(2) Significant changes in the amount of carrying value and the reason in the Reporting Period
There was no significant change in carrying value in the Reporting Period.
(3) Disclosure by Withdrawal Methods for Bad Debts
Unit: RMB
Ending balance Beginning balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Categor Withdra Withdra
Carrying Carrying
y Proporti wal Proporti wal
Amount Amount value Amount Amount value
on proporti on proporti
on on
Of
which:
Bad debt
provisio
n
withdra 607430 182229 425201 607430 607430. 546687
100.00%30.00%100.00%10.00%
wn 5.63 1.69 3.94 5.63 56 5.07
accordin
g to
groups
Of
which:
Business
portfolio
607430182229425201607430607430.546687
of 100.00% 30.00% 100.00% 10.00%
5.631.693.945.63565.07
general
lighting
243Foshan Electrical and Lighting Co. Ltd.
and auto
lamps
607430182229425201607430607430.546687
Total 100.00% 30.00% 100.00% 10.00%
5.631.693.945.63565.07
Withdrawal of bad debt provision by group: RMB1822291.69
Unit: RMB
Ending balance
Name
Carrying amount Bad debt provision Withdrawal proportion
Business portfolio of general
6074305.631822291.6930.00%
lighting and auto lamps
Total 6074305.63 1822291.69
Notes to the determination basis for the group:
See Note V-16. Contract Assets.Withdrawal of bad debt provision by adopting the general mode of expected credit loss
□Applicable □Not applicable
(4) Bad Debt Provision Withdrawal Reversed or Recovered in the Current Period
Unit: RMB
Withdrawal of the Reversal or recovery in Write-off/verified for
Item Reason
current period the Reporting Period the current period
Provision for
impairment of contract 1214861.13
assets
Total 1214861.13 ——
Of which significant amount of recovered or transferred-back bad debt provision for the current period: Naught.
(5) Contract Assets Written-off in Current Period
Naught.
7. Accounts Receivable Financing
(1) Accounts Receivable Financing Listed by Category
Unit: RMB
Item Ending balance Beginning balance
Bank acceptance bills 443201960.02 569868831.79
Total 443201960.02 569868831.79
(2) Disclosure by Withdrawal Methods for Bad Debts
None.The basis for the division of each stage and the withdrawal proportion of bad debt provision
See Note V-13. Accounts Receivable.
244Foshan Electrical and Lighting Co. Ltd.
Notes to significant changes in the carrying amount of accounts receivable financing with amount changed of
loss provision in the current period:Naught
(3) Bad Debt Provision Withdrawal Reversed or Recovered in the Current Period
None.
(4) Accounts Receivable Financing Pledged by the Company at the Period-end
Unit: RMB
Item Ending pledged amount
Bank acceptance bills 120221199.92
Total 120221199.92
(5) Accounts Receivable Financing Which Had Endorsed by the Company or had Discounted and had
not Due on the Balance Sheet Date at the Period-end
Unit: RMB
Amount of recognition termination at the Amount of not terminated recognition at
Item
period-end the period-end
Bank acceptance bills 382666660.54
Total 382666660.54
(6) Accounts Receivable Financing with Actual Verification for the Current Period
None.
(7) The changes of accounts receivable financing in the Current Period and the changes in fair value
None.
(8) Other Notes
None.
8. Other Receivables
Unit: RMB
Item Ending balance Beginning balance
Other receivables 49108300.85 32902865.98
Total 49108300.85 32902865.98
(1) Interest Receivable
1) Category of Interest Receivable
None.
245Foshan Electrical and Lighting Co. Ltd.
2) Significant Overdue Interest
None.
3) Disclosure by Withdrawal Methods for Bad Debts
□Applicable □Not applicable
4) Bad Debt Provision Withdrawal Reversed or Recovered in the Current Period
None.
5) Interest Receivable Written-off in Current Period
None.
(2) Dividend Receivable
1) Category of Dividend Receivable
None.
2) Significant Dividends Receivable Aging over 1 Year
None.
3) Disclosure by Withdrawal Methods for Bad Debts
□Applicable □Not applicable
4) Bad Debt Provision Withdrawal Reversed or Recovered in the Current Period: None.
5) Dividends Receivable Written-off in Current Period
None.
(3) Other Receivables
1) Category of Other Receivables by Account Nature
Unit: RMB
Nature Ending carrying amount Beginning carrying amount
Other current accounts 65389794.88 45041494.42
Performance bonds 17686774.68 14472948.78
Export VAT rebates 4708061.84 10011271.72
Staff loans and petty cash 1589234.30 1164918.15
Rents and utilities 817043.94 1220591.91
Total 90190909.64 71911224.98
246Foshan Electrical and Lighting Co. Ltd.
2) Disclosure by Aging
Unit: RMB
Aging Ending carrying amount Beginning carrying amount
Within 1 year (including 1 year) 46054067.53 30536942.63
1 to 2 years 7676026.75 2955796.80
2 to 3 years 2219050.74 8142805.16
Over 3 years 34241764.62 30275680.39
3 to 4 years 5990920.12 4691584.24
4 to 5 years 4583526.14 1234886.46
Over 5 years 23667318.36 24349209.69
Total 90190909.64 71911224.98
3) Disclosure by Withdrawal Methods for Bad Debts
□Applicable □Not applicable
Unit: RMB
Ending balance Beginning balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Categor Withdra Withdra
Carrying Carrying
y Proporti wal Proporti wal
Amount Amount value Amount Amount value
on proporti on proporti
on on
Bad debt
provisio
n 315412 315412 301058 301058
34.97%100.00%0.0041.87%100.00%0.00
separatel 39.47 39.47 99.47 99.47
y
accrued
Of
which:
Withdra
wal of
bad debt 586496 954136 491083 418053 890245 329028
65.03%16.27%58.13%21.30%
provisio 70.17 9.32 00.85 25.51 9.53 65.98
n by
group
Of
which:
Other
receivab
les with
bad debt
provisio
n based
586496954136491083418053890245329028
on a 65.03% 16.27% 58.13% 21.30%
70.179.3200.8525.519.5365.98
combina
tion of
credit
risk
characte
ristics
901909410826491083719112390083329028
Total 100.00% 45.55% 100.00% 54.25%
09.6408.7900.8524.9859.0065.98
Bad debt provision separately accrued: RMB31541239.47
247Foshan Electrical and Lighting Co. Ltd.
Unit: RMB
Beginning balance Ending balance
Name Carrying Bad debt Carrying Bad debt Withdrawal Reason for
amount provision amount provision proportion withdraw
It is not
expected that
Customer A 20000000.00 20000000.00 20000000.00 20000000.00 100.00%
the money will
be recovered
Total 20000000.00 20000000.00 20000000.00 20000000.00
Withdrawal of bad debt provision by group: RMB9541369.32
Unit: RMB
Ending balance
Name
Carrying amount Bad debt provision Withdrawal proportion
Other receivables with bad
debt provision based on a
58649670.179541369.3216.27%
combination of credit risk
characteristics
Total 58649670.17 9541369.32
Notes to the determination basis for the group:
See Note V-13. Accounts Receivable.Withdrawal of bad debt provision by adopting the general mode of expected credit loss:
Unit: RMB
First stage Second stage Third stage
Expected loss in the
Expected loss in the
Bad debt provision Expected credit loss in duration (credit Total
duration (credit
the next 12 months impairment not
impairment occurred)
occurred)
Balance of 1 January
584406.204785285.1333638667.6739008359.00
2023
Balance of 1 January
2023 in the current
period
Withdrawal of the
758317.723418394.08-1881025.742295686.06
current period
Verification of the
221436.27221436.27
current period
Balance of 31
1342723.927982242.9431757641.9341082608.79
December 2023
The basis for the division of each stage and the withdrawal proportion of bad debt provision
See Note V-13. Accounts Receivable.Changes of carrying amount with significant amount changed of loss provision in the current period
□Applicable □Not applicable
4) Bad Debt Provision Withdrawn Reversed or Recovered in the Current Period
Withdrawal of bad debt provision:
Unit: RMB
Category Beginning Changes in the current period Ending balance
248Foshan Electrical and Lighting Co. Ltd.
balance Reversed or Charged-
Withdrawal Others
recovered off/Written-off
Other
39008359.002295686.06221436.2741082608.79
receivables
Total 39008359.00 2295686.06 221436.27 41082608.79
The amount of expected credit losses accrued during the current period was RMB2295686.06 the amount of
expected credit losses recovered or reversed during the current period was RMB0.00 and the amount of
expected credit losses verified during the current period was RMB221436.27 which was RMB11189.99
different from the amount of credit impairment loss on other receivables accrued during the current period of
RMB2284496.07 which was due to the difference in translation of foreign currency statements at the end of
the current period.Of which the bad debt provision recovered or transferred-back with significant amount during the current period:
None.
5) Particulars of the Actual Verification of Other Receivables during the Current Period
Unit: RMB
Item Written-off amount
Customer A 221436.27
Of which the verification of significant other receivables: None.
6) Top 5 of the Ending Balance of Other Receivables Collected according to the Arrears Party
Unit: RMB
Proportion to total
ending balance of Ending balance of
Name of the entity Nature Ending balance Aging
other bad debt provision
receivables %
Other intercourse
No. 1 20000000.00 Within 5 years 22.18% 20000000.00
accounts
Other intercourse
No. 2 15883375.00 Within 1 year 17.61% 476501.25
accounts
Other intercourse
No. 3 5000000.00 1-2 years 5.54% 5000000.00
accounts
VAT export tax
No. 4 4708061.84 Within 1 years 5.22% 141241.86
refunds
Other intercourse
No. 5 4289457.98 3-4 years 4.76% 4289457.98
accounts
Total 49880894.82 55.31% 29907201.09
7) Presentation in Other Receivables due to the Centralized Management of Funds
None.
9. Prepayment
(1) Prepayment Listed by Aging Analysis
Unit: RMB
249Foshan Electrical and Lighting Co. Ltd.
Ending balance Beginning balance
Aging
Amount Proportion Amount Proportion
Within 1 year 27750424.91 80.42% 36419452.21 80.00%
One to two years 3496897.72 10.13% 3345048.70 7.35%
Two to three years 665594.01 1.93% 3313296.20 7.28%
More than three years 2595722.28 7.52% 2448751.82 5.37%
Total 34508638.92 45526548.93
Notes of the reasons of the prepayment aging over 1 year with significant amount but failed settled in time:
None.
(2) Top 5 Prepayment in Ending Balance Collected according to the Prepayment Target
Unit: RMB
Relationship with the Proportion to total
Name of units Ending balance Aging
Company prepayments (%)
No. 1 Non-Related Party 7000000.00 Within 1 year 20.28%
No. 2 Non-Related Party 2637285.53 Within 1 year 7.64%
No. 3 Non-Related Party 2502468.00 Within 1 year 7.25%
No. 4 Non-Related Party 1813361.52 Within 1 year 5.25%
No. 5 Non-Related Party 1479646.01 Within 1 year 4.29%
Total 15432761.06 44.71%
10. Inventories
Whether the Company needs to comply with the disclosure requirements for the real estate industry
No
(1) Category of Inventory
Unit: RMB
Ending balance Beginning balance
Depreciation Depreciation
reserves of reserves of
inventories or inventories or
Item Carrying impairment Carrying impairment
Carrying value Carrying value
amount provision for amount provision for
contract contract
performance performance
costs costs
Raw materials 305927108.28 13862774.27 292064334.01 414134452.55 6893242.38 407241210.17
Goods in
247880117.38247880117.38239412167.33239412167.33
process
Inventory 1051891889. 1019990159.
146951222.27904940667.20139368445.90880621713.26
goods 47 16
Goods in transit 425003429.61 9197980.38 415805449.23 391149213.49 9805170.06 381344043.43
Semi-finished 96957960.11 4480118.25 92477841.86 113621240.54 914242.37 112706998.17
250Foshan Electrical and Lighting Co. Ltd.
goods
Low-value
1322185.781322185.782742435.822742435.82
consumables
Others 16681045.68 16681045.68 7568833.69 7568833.69
2145663736.1971171641.2188618502.2031637401.
Total 174492095.17 156981100.71
31145887
(2) Falling Price Reserves of Inventory and Impairment Reserves for Contract Performance Costs
Unit: RMB
Increased amount of the current Decreased amount for the current
period period
Beginning
Item Transferred- Ending balance
balance
Withdrawal Others back or Others
charged-off
Raw materials 6893242.38 10828363.66 3858831.77 13862774.27
Inventory
139368445.9057603756.7750020980.40146951222.27
goods
Goods in transit 9805170.06 3329081.69 3936271.37 9197980.38
Semi-finished
914242.373673839.38107963.504480118.25
goods
Total 156981100.71 75435041.50 57924047.04 174492095.17
Provision for decline in value of inventories by portfolio
None.Criteria for making provision for decline in value of inventories by portfolio
See Note V-17. Inventory.
(3) Notes to the Ending Balance of Inventories Including Capitalized Borrowing Expense
Naught
(4) Amortization Amount of Contract Performance Cost during the Reporting Period
Naught
11. Held-for-sale Assets
Unit: RMB
Ending Ending Estimated
Impairment Estimated
Item carrying carrying Fair value disposal
provision disposal time
amount amount expense
Houses
buildings and 31 December
17147339.8417147339.84183855895.0055718333.95
land involved 2024
in expropriation
Total 17147339.84 17147339.84 183855895.00 55718333.95
Other notes:
251Foshan Electrical and Lighting Co. Ltd.
Note: For details see Part X-XVIII.Other Major Events-8.Other: "Demolition Matters of Nanjing Fozhao" of
this Report. The estimated disposal costs include employee resettlement fees compensation for the termination
of the original tenant's contract and taxes related to the proceeds of demolition.
12. Current Portion of Non-current Assets
Naught.
13. Other Current Assets
Unit: RMB
Item Ending balance Beginning balance
Input tax of VAT to be certified and
94451130.8072851826.53
deducted
Advance payment of enterprise income
11454058.943676607.32
tax
Others 3387209.40 2910143.04
Total 109292399.14 79438576.89
14. Investments in debt obligations
Naught.
15. Other Investments in Debt Obligations
(1) List of Other Investments in Debt Obligations
Unit: RMB
Accumula
ted
impairme
Change in Accumula
nt
Interest fair value ted
Beginnin Accrued Ending provision
Item adjustmen in the Cost changes Notes
g balance interest balance recognize
t reporting in fair
d in other
period value
comprehe
nsive
income
Large Large
Bank Bank
482290545482294500000
Certificat Certificat.2505.2500.00
es of es of
Deposit Deposit
482290545482294500000
Total.2505.2500.00
Changes in the impairment provision for other investments in debt obligations during the current period: Naught.
(2) Significant Other Investments in Debt Obligations at the Period-end
Unit: RMB
Item Ending balance Beginning balance
252Foshan Electrical and Lighting Co. Ltd.
Actual Actual
Par Coupon Maturity Overdue Par Coupon Maturity Overdue
interest interest
value rate date principal value rate date principal
rate rate
Large
bank
certificat 6
es of 100000
3.30% 3.30% January
deposit 000.00
in China 2026
Everbrig
ht Bank
Large
bank
certificat
es of 31
500000
deposit 2.90% 2.90% August
00.00
in Bank 2026
of
Commu
nications
Large
bank
certificat 3
es of 150000
2.90% 2.90% Novemb
deposit 000.00
in China er 2026
Everbrig
ht Bank
Large
bank
certificat
es of 1
150000
deposit 2.95% 2.95% Decemb
000.00
in Bank er 2026
of
Guangzh
ou
450000
Total
000.00
(3) Status of Accrued Depreciation Reserves
Naught.The basis for the division of each stage and the withdrawal proportion of bad debt provision
See Note V-17. Other Investments in Debt Obligations.
(4) Status of Other Investments in Debt Obligations Written-off in Current Period
Naught.
16. Other Equity Instrument Investment
Unit: RMB
253Foshan Electrical and Lighting Co. Ltd.
Reason for
assigning
Accumulati Accumulati
Gains Losses to measure
ve gains ve losses
recorded in recorded in in fair
recorded in recorded in Dividend
other other value of
other other income
Project Ending Beginning comprehen comprehen which
comprehen comprehen recognized
name balance balance sive sive changes
sive sive in current
income in income in included
income in income in year
the current the current other
the current the current
period period comprehen
period period
sive
income
Non-
Gotion
36837650 49396719 12559068 28536202 trading
High-tech
6.50 4.53 8.03 1.37 equity
Co. Ltd.instruments
Non-
Xiamen
29080767 32866429 37856619. 13785006 16633969. trading
Bank
1.05 0.95 90 4.22 35 equity
Co.Ltd.instruments
Guangdong Non-
Rising 30000000. 30000000. trading
144753.13
Finance 00 00 equity
Co. Ltd. instruments
Beijing
Guangrong
Lianmeng
Semicondu Non-
ctor 7078568.8 8059860.9 trading
394575.79
lighting 0 2 equity
Industry instruments
Investment
Center(L.P.)
Foshan
Nanhai
District
United Non-
Guangdong 3000000.0 3000000.0 trading
New Light 0 0 equity
Source instruments
Industry
Innovation
Center
China Non-
Guangfa trading
500000.00500000.00
Bank equity
Co.Ltd. instruments
6997627486419134163447304232120817173298.
Total
6.356.407.935.5927
Non-trading equity instrument investment in the Current Period disclosed by items
Unit: RMB
Amount of Reason for Reason for
other assigning to other
Dividend comprehensive measure in fair comprehensive
Accumulative Accumulative
Project name income income value of which income
gains losses
recognized transferred to changes transferred to
retained included other retained
earnings comprehensive earnings
254Foshan Electrical and Lighting Co. Ltd.
income
Not satisfied
with the
Gotion High-
285362021.37 condition of N/A
tech Co. Ltd.trading equity
instrument
Not satisfied
with the
Xiamen Bank
16633969.35 137850064.22 condition of N/A
Co.Ltd.trading equity
instrument
Not satisfied
Guangdong with the
Rising Finance 144753.13 148834.09 condition of N/A
Co. Ltd. trading equity
instrument
Beijing
Guangrong Not satisfied
Lianmeng with the
Semiconductor
394575.79 995839.20 condition of N/A
lighting
Industry trading equity
Investment instrument
Center(L.P.)
Total 17173298.27 424356758.88
17. Long-term Receivables
None.
18. Long-term Equity Investment
Unit: RMB
Increase/decrease for the current period
Gains
Adjust
Beginn Beginn and
ment Cash Withdr Ending Ending
ing ing losses
of bonus awal balanc balanc
balanc balanc Additi Reduc recogn Chang
Investe other or of e e of
e e of onal ed ized es of
e compr profits impair Others (Carryi deprec
(carryi deprec invest invest under other
ehensi annou ment ng iation
ng iation ment ment the equity
ve nced to provisi value) reserve
value) reserve equity
incom issue on
metho
e
d
I. Joint ventures
II. Associated enterprises
Shenz
hen 18193 179181833 4576
1792.8555.
Primat 621.59 859.10
6615
ronix
255Foshan Electrical and Lighting Co. Ltd.
(Nanh
o)
Electro
nics
Ltd.Subtot 18193 179181833 4576
1792.8555.
al 621.59 859.10
6615
1819317918
18334576
Total 1792. 8555.
621.59859.10
6615
The recoverable amount is determined based on the net amount of the fair value minus disposal costs
□Applicable □ Not applicable
The recoverable amount is determined by the present value of the forecasted future cash flow.□Applicable □ Not applicable
The reason for the discrepancy between the foregoing information and the information used in the impairment
tests in prior years or external information
None.The reason for the discrepancy between the information used in the Company's impairment tests in prior years
and the actual situation of those years
None.Other notes:
None.
19. Other Non-current Financial Assets
None.
20. Investment Property
(1) Investment Property Adopting the Cost Measurement Mode
□Applicable □Not applicable
Unit: RMB
Construction in
Item Houses and buildings Land use right Total
progress
I. Original carrying
value
1. Beginning balance 54404787.78 54404787.78
2. Increased amount of
150591407.72150591407.72
the period
(1) Transfer from 150591407.72 150591407.72
256Foshan Electrical and Lighting Co. Ltd.
inventories/fixed
assets/construction in
progress
3. Decreased amount of
36927.8236927.82
the period
(1) Disposal
(2) Other transfer 36927.82 36927.82
4. Ending balance 204959267.68 204959267.68
II. Accumulative
depreciation and
accumulative
amortization
1. Beginning balance 9792905.34 9792905.34
2. Increased amount of
31537532.3831537532.38
the period
(1) Withdrawal or
2646740.402646740.40
amortization
(2) Transfer from
inventories/fixed
28890791.9828890791.98
assets/construction in
progress
3. Decreased amount of
7517.457517.45
the period
(1) Disposal
(2) Other transfer 7517.45 7517.45
4. Ending balance 41322920.27 41322920.27
III. Depreciation
reserves
1. Beginning balance
2. Increased amount of
the period
(1) Withdrawal
3. Decreased amount of
the period
(1) Disposal
(2) Other transfer
4. Ending balance
IV. Carrying value
1. Ending carrying
163636347.41163636347.41
value
2. Beginning carrying
44611882.4444611882.44
value
The recoverable amount is determined based on the net amount of the fair value minus disposal costs
□Applicable □Not applicable
257Foshan Electrical and Lighting Co. Ltd.
The recoverable amount is determined by the present value of the forecasted future cash flow.□Applicable □Not applicable
The reason for the discrepancy between the foregoing information and the information used in the impairment
tests in prior years or external information
None.The reason for the discrepancy between the information used in the Company's impairment tests in prior years
and the actual situation of those years
None.Other notes:
None.
(2) Investment Property Adopting the Fair Value Measurement Mode
□Applicable □Not applicable
(3) Projects Converted to Investment Properties and Measured at Fair Value
None.
(4) Investment Property Failed to Accomplish Certification of Property
As of 31 December 2023 the relevant property certificates for the LED workshop and R&D Workshop 18 are
still in progress. The Management believes that obtaining such property certificates is not subject to any
substantive legal obstacles and has no significant adverse impact on the Company's normal operations.
21. Fixed Assets
Unit: RMB
Item Ending balance Beginning balance
Fixed assets 3451760127.91 3505729627.80
Disposal of fixed assets 1454458.56 2364654.61
Total 3453214586.47 3508094282.41
(1) List of Fixed Assets
Unit: RMB
Houses and Machinery Transportation Electronic
Item Other (Note:1) Total
buildings equipment equipment equipment
I. Original
carrying value
1. Beginning 1945505958. 5026525744. 7173744661.
42934087.9471546378.9787232491.32
balance 75 08 06
258Foshan Electrical and Lighting Co. Ltd.
2. Increased
amount of the 369265899.26 209783265.81 2896830.79 10768640.75 7350983.81 600065620.42
period
(1) Purchase 2788391.14 57421879.45 2859707.97 9386540.89 1418317.86 73874837.31
(2) Transfer
from
366354362.53152003021.7831269.931381883.855893496.89525664034.98
construction in
progress
(3) Others (note
123145.59358364.585852.89216.0139169.06526748.13
2)
3. Decreased
amount of the 154893207.72 105816523.05 7316862.64 9434277.87 2817763.13 280278634.41
period
(1) Disposal or
4301800.00105617797.747316862.649399568.302483792.00129119820.68
scrap
(2) Equipment
198725.3148132.14246857.45
transformation
(3) Others (note
150591407.7234709.57285838.99150911956.28
2)
4. Ending 2159878650. 5130492486. 7493531647.
38514056.0972880741.8591765712.00
balance 29 84 07
II.Accumulative
depreciation
1. Beginning 2779752635. 3656540089.
721782611.6733394916.4052921576.9368688348.72
balance 53 25
2. Increased
amount of the 83404382.14 422084858.45 2519961.62 7429107.41 8041875.45 523480185.07
period
(1) Withdrawal 83373391.93 419658581.83 2514167.25 7255898.57 8016526.36 520818565.94
(2) Transfer
from
2156252.87172995.002329247.87
construction in
progress
(3) Others (note
30990.21270023.755794.37213.8425349.09332371.26
2)
3. Decreased
amount of the 32977501.98 94570266.86 6965526.01 8946389.33 2593787.64 146053471.82
period
(1) Disposal or
4086710.0094420760.306965526.018925455.212314279.72116712731.24
scrap
(2)
Equipment 149506.56 47553.86 197060.42
transformation
259Foshan Electrical and Lighting Co. Ltd.
(3) Others
28890791.9820934.12231954.0629143680.16
(note)
4. Ending 3107267227. 4033966802.
772209491.8328949352.0151404295.0174136436.53
balance 12 50
III.Depreciation
reserves
1. Beginning
11129431.9469.83343855.061587.1811474944.01
balance
2. Increased
amount of the 3051223.55 17954.04 21683.33 3090860.92
period
(1) Withdrawal 3051223.55 17954.04 21683.33 3090860.92
3. Decreased
amount of the 6379770.41 18023.87 362500.40 793.59 6761088.27
period
(1) Disposal or
6379770.4118023.87362500.40793.596761088.27
scrap
4. Ending
7800885.083037.99793.597804716.66
balance
IV. Carrying
value
1. Ending 1387669158. 2015424374. 3451760127.
9564704.0821473408.8517628481.88
carrying value 46 64 91
2. Beginning 1223723347. 2235643676. 3505729627.
9539101.7118280946.9818542555.42
carrying value 08 61 80
Note 1: Fixed assets-Other refers to the cooling system and sewage treatment station of NationStar
Optoelectronics and tools of Nanning Liaowang etc.Note 2: Other increases or decreases in gross amount and accumulated depreciation are due to the addition of
building accessories and classification of houses and buildings leased out to investment properties during the
current period.
(2) List of Temporarily Idle Fixed Assets
None.
(3) Fixed Assets Leased out by Operation Lease
None.
(4) Fixed Assets Failed to Accomplish Certification of Property
Other notes:
260Foshan Electrical and Lighting Co. Ltd.
The Company's Fuwan Standard Workshop J3 Fuwan Standard Workshop K1 Building 8 of Gaoming Family
Dormitory Fuwan Staff Dormitory Building 7 Family Dormitory Building 3 to 6 Staff Village Dormitory
Building A Staff Village Dormitory Building 2 3 5 6 10 to 13 Staff Dormitory Building 1 to 4 Fuwan
Energy Saving Lamp Workshop 2 Glass Workshop 8 Glass Workshop 9 Fluorescent Lamp Workshop
Standard Workshop A R&D Workshop 11 to 14 and Kelian Building have been completed and put into use
and carried forward fixed assets. As of 31 December 2023 the relevant real estate licenses are being processed.The management believed that there are no substantive legal barriers to the handling of these title certificates
and it will not have a significant adverse impact on the normal operation of the Company.In addition the T5 warehouse in the North Zone the equipment warehouse the materials warehouse (east end
of the single-end workshop) the storage tank pond of the gas station in the North Zone the LPG station in the
North Zone the subsidiary warehouse of the new finished goods warehouse the 3662M2 new finished goods
warehouse and the assembly plant of Gaoming LED lamps have no property ownership certificates due to
historical matters and these buildings and constructions are involved in the "pending expropriation" project
which is planned to be implemented by the relevant government departments as detailed in Note VII (30) Other
non-current assets.
(5) Impairment Test of Fixed Assets
□Applicable □Not applicable
The recoverable amount is determined based on the net amount of the fair value minus disposal costs
□Applicable □Not applicable
The recoverable amount is determined by the present value of the forecasted future cash flow
□Applicable □Not applicable
In 2023 the Company accrued a total impairment provision for fixed assets of RMB3090860.92. Specifically
impairment tests were conducted on fixed assets that were severely worn due to prolonged use or became
obsolete due to product upgrades. Relevant assets were impaired and their recoverable amount was estimated
based on the fair value and disposal costs determined by reference to the recent disposal and recovery rate of
similar assets. The Company accrued an impairment provision of RMB3090860.92 based on the higher
between the net amount of fair value less disposal costs and the present value of expected future cash flows for
the relevant asset groups.The reason for the discrepancy between the foregoing information and the information used in the impairment
tests in prior years or external information
None.The reason for the discrepancy between the information used in the Company’s impairment tests in prior years
and the actual situation of those years
None.Other notes:
None.
(6) Proceeds from Disposal of Fixed Assets
Unit: RMB
261Foshan Electrical and Lighting Co. Ltd.
Item Ending balance Beginning balance
Applying for scrapping up disposed
1454458.562364654.61
equipment
Total 1454458.56 2364654.61
22. Construction in progress
Unit: RMB
Item Ending balance Beginning balance
Construction in progress 1174533505.11 1282780335.14
Total 1174533505.11 1282780335.14
(1) List of Construction in Progress
Unit: RMB
Ending balance Beginning balance
Item Carrying Depreciation Carrying Depreciation
Carrying value Carrying value
amount reserves amount reserves
Construction in 1176061060. 1174533505. 1284307890. 1282780335.
1527554.991527554.99
progress 10 11 13 14
1176061060.1174533505.1284307890.1282780335.
Total 1527554.99 1527554.99
10111314
(2) Changes in Significant Construction in Progress during the Reporting Period
Unit: RMB
Of
Propor
which:
tion of Capital
Accum amoun
accum ization
ulative t of
Transf Other ulative rate of
Beginn Increas amoun capital
erred decrea Ending invest Job interes Capital
ing ed t of ized
Item Budget in sed balanc ment schedu ts for resour
balanc amoun interes interes
fixed amoun e in le the ces
e t t ts for
assets t constr Report
capital the
uctions ing
ization Report
to Period
ing
budget
Period
The
Project Self-
of the 1714 42130 67490 20843 46795 financi
31.3131.315623652452
Geely 54670 8508. 008.0 008.9 5507. 2.74% ng and
%%3.107.28
Industr 0.00 55 7 4 68 Borro
ial wing
Park
Kelian 72673 56625 11377 31181 26581 36640 Self-
89.8293.00
Buildi 8900. 4746. 600.1 3594. 8751. 953.0 financi
%%
ng 00 61 7 94 84 2 ng and
262Foshan Electrical and Lighting Co. Ltd.
Borro
wing
Raised
FSLHa funds
inan 31040 37522 12761 16513 and
57.9961.00
Industr 0000. 769.1 5662. 8431. self-
%%
ial 00 0 62 72 financi
Park I ng
(note)
Gaomi
ng 21213 73222 91554 16477 Self-
84.6790.00
office 5300. 239.6 905.7 7145. financi
%%
buildin 00 9 9 48 ng
g
296310982980333265106337203
52452
Total 82090 30826 8176. 6603. 68983 316.1 2.74%
7.28
0.003.9565886.722
Note: The Company pre-invested FSLHainan Industrial Park I Project with self-raised funds and replaced it
with raised funds in accordance with relevant regulations. For details please refer to the Announcement on
Replacing the Pre-invested Fund-raising Project with Raised Funds and the Self-raised Funds Paid for Issuance
disclosed by the Company on the website of Cninfo.
(3) List of the Withdrawal of the Depreciation Reserves for Construction in Progress
None.
(4) Impairment Test of Construction in Progress
□Applicable □Not applicable
(5) Engineering Materials
None.
23. Productive Living Assets
(1) Productive Living Assets Adopting Cost Measurement Mode
□Applicable □ Not applicable
(2) Impairment Test of Productive Living Assets Adopting Cost Measurement Mode
□Applicable □ Not applicable
(3) Productive Living Assets Adopting Fair Value Measurement Mode
□Applicable □ Not applicable
263Foshan Electrical and Lighting Co. Ltd.
24. Oil and Gas Assets
□Applicable □ Not applicable
25. Right-of-use Assets
(1) List of Right-of-use Assets
Unit: RMB
Item Houses and buildings Land use right Total
I. Original carrying value
1. Beginning balance 21717402.95 19090760.38 40808163.33
2. Increased amount of the
3188849.133188849.13
period
(1) Leased in 3188849.13 3188849.13
3. Decreased amount of the
8094667.9919090760.3827185428.37
period
(1) Disposal 8094667.99 19090760.38 27185428.37
4. Ending balance 16811584.09 16811584.09
II. Accumulated amortization
1. Beginning balance 9106242.62 18654192.98 27760435.60
2. Increased amount of the
6972330.58436567.407408897.98
period
(1) Withdrawal 6972330.58 436567.40 7408897.98
3. Decreased amount of the
8079309.7519090760.3827170070.13
period
(1) Disposal 8079309.75 19090760.38 27170070.13
4. Ending balance 7999263.45 7999263.45
III. Depreciation reserves
1. Beginning balance
2. Increased amount of the
period
(1) Withdrawal
3. Decreased amount of the
period
(1) Disposal
4. Ending balance
IV. Carrying value
1. Ending carrying value 8812320.64 8812320.64
2. Beginning carrying value 12611160.33 436567.40 13047727.73
(2) Impairment Test of Right-of-use Assets
□Applicable □Not applicable
264Foshan Electrical and Lighting Co. Ltd.
26. Intangible Assets
(1) List of Intangible Assets
Unit: RMB
Non-patent Software use
Item Land use right Patent Others (note 1) Total
technology right
I. Original
carrying value
1. Beginning
408013759.6924198472.7435318404.4449109.90467579746.77
balance
2. Increased
amount of the 83156556.10 29504.95 39936144.08 123122205.13
period
(1) Purchase 350661.10 29504.95 39936144.08 40316310.13
(2) Transfer
from
82805895.0082805895.00
construction in
progress
3. Decreased
amount of the 388613.87 49109.90 437723.77
period
(1)
388613.8749109.90437723.77
Disposal
4. Ending
491170315.7924227977.6974865934.65590264228.13
balance
II.Accumulated
amortization
1. Beginning
86226483.3324002566.6416746120.6649109.90127024280.53
balance
2. Increased
amount of the 23400548.88 182585.29 5156009.34 28739143.51
period
(1)
8800845.96182585.295156009.3414139440.59
Withdrawal
(2)
Transfer from
14599702.9214599702.92
construction in
progress
3.
Decreased
49109.9049109.90
amount of the
period
(1)
49109.9049109.90
Withdrawal
4. Ending 109627032.21 24185151.93 21902130.00 155714314.14
265Foshan Electrical and Lighting Co. Ltd.
balance
III.Depreciation
reserves
1. Beginning
388613.87388613.87
balance
2. Increased
amount of the
period
(1)
Withdrawal
3.
Decreased
388613.87388613.87
amount of the
period
(1)
388613.87388613.87
Disposal
4. Ending
balance
IV. Carrying
value
1. Ending
381543283.5842825.7652963804.65434549913.99
carrying value
2. Beginning
321787276.36195906.1018183669.91340166852.37
carrying value
The proportion of intangible assets formed from the internal R&D of the Company at the period-end to the
ending balance of intangible assets was 0.00%.
(2) Land Use Right with Certificate of Title Uncompleted
None.Othere notes:
Note 1: The intangible assets-other: mianly refer to the emission permit of Nanning Liaowang confirmed in
2022.
Note 2: The amortization of intangible assets in the current period amounted to RMB14139440.59 of which
RMB237526.66 was included in the construction in progress.
(3) Impairment Test of Intangible Assets
□Applicable □Not applicable
266Foshan Electrical and Lighting Co. Ltd.
27. Goodwill
(1) Original Carrying Value of Goodwill
Unit: RMB
Name of the Increase Decrease
invested units
Beginning Formed by
or events Ending balance
balance business Disposal
generating
combination
goodwill
Nanning
Liaowang Auto 16211469.82 16211469.82
Lamp Co. Ltd.Foshan
NationStar
405620123.64405620123.64
Optoelectronics
Co. Ltd.Total 421831593.46 421831593.46
Note: As for the M&A of NationStar Optoelectronics in 2014 by Guangdong Electronics Information Industry
Group Ltd. the wholly-owned subsidiary of Guangdong Rising Holdings Group Co. Ltd. the difference
between the fair value and the net assets attributable to the shareholders of the listed company on the date of
acquisition of NationStar Optoelectronics formed goodwill of RMB405620123.64.
(2) Goodwill Impairment Provisions
None.
(3) Information on the Assets Groups or Combination of Assets Groups which Goodwill Belongs to
The Company's Management determines the asset group or combination of asset groups based on the minimum
combination of assets that can independently generate cash inflows under the management or monitoring of
production and operating activities. The criteria for determining asset groups or combinations of asset groups
are consistent with those of previous years.Other notes
None.
(4) Specific Method of Determining the Recoverable Amount
The recoverable amount is determined based on the net amount of the fair value minus disposal costs
□Applicable □Not applicable
The recoverable amount is determined by the present value of the forecasted future cash flow
□Applicable □Not applicable
1. Process and Key Parameters of Goodwill Impairment Test:
When conducting an impairment test on goodwill the Company compares the book value of the relevant asset
group (including goodwill) with its recoverable amount to determine whether goodwill impairment should be
accrued. The recoverable amount of the asset group is determined based on the present value of expected future
cash flows. The present value of the cash flow is estimated by the Company's Management based on the future
267Foshan Electrical and Lighting Co. Ltd.
cash flows over a five-year detailed forecast period and subsequent stable periods. The estimated future cash
flows during the detailed forecast period are determined based on the business plan developed by the
Management. The estimated future cash flows during the subsequent stable period are determined based on the
level of the last year of the detailed forecast period. The key assumptions used by the Company in estimating
the present value of future cash flows include business volume growth rate and discount rate. The pre-tax
discount rate used in 2023 was 9.83% and 11.07% and the growth rate during the detailed forecast period was
between 5%-20.54%. When determining parameters related to each key assumption the Company's
Management referred to the Company's historical experience or external information sources.
2. Impact of the Goodwill Impairment Test
The goodwill impairment test conducted by the Company in this period has no impact on the financial
statements.The reason for the discrepancy between the foregoing information and the information used in the impairment
tests in prior years or external information
None.The reason for the discrepancy between the information used in the Company’s impairment tests in prior years
and the actual situation of those years
None.
(5) Completion of Commitments to Results and Corresponding Goodwill Impairment
When goodwill is formed there is a commitment to the results and the reporting period or the period preceding
the reporting period is within the commitment period
□Applicable □Not applicable
28. Long-term Prepaid Expense
Unit: RMB
Increased amount Amortization
Other decreased
Item Beginning balance of the current amount of the Ending balance
amount
period current period
Mould 123701355.84 81670138.20 43208573.05 31833330.25 130329590.74
Expense on
maintenance and 53937007.68 17253561.64 22044249.28 49146320.04
decoration
Boarding box 371728.64 604711.36 308501.04 667938.96
Other 12116535.75 6318284.90 8215971.14 10218849.51
Total 190126627.91 105846696.10 73777294.51 31833330.25 190362699.25
29. Deferred Income Tax Assets/Deferred Income Tax Liabilities
(1) Deferred Income Tax Assets that Had not Been Off-set
Unit: RMB
Ending balance Beginning balance
Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax
difference assets difference assets
268Foshan Electrical and Lighting Co. Ltd.
Provision for
390622029.7159298411.33355634218.1653741627.33
impairment of assets
Unrealized profit of
37737392.895660608.9452989043.647948356.52
internal transactions
Deductible loss 124708331.49 22015171.66 72901011.65 12503679.82
Depreciation of fixed
54793929.618219089.4457459943.558618991.55
assets
Estimated cost 46135701.47 6920355.22 14405700.07 2160855.01
Accrued liabilities 14277087.30 2141563.09 9579783.06 1436967.46
Change in fair value of
751107.32112666.105013923.26752088.49
trading financial assets
Long-term deferred
3888860.58583329.09
expenses
Lease liabilities and
12750617.721915901.1716534532.142498110.14
others
Total 681776197.51 106283766.95 588407016.11 90244005.41
(2) Deferred Income Tax Liabilities Had not Been Off-set
Unit: RMB
Ending balance Beginning balance
Item Taxable temporary Deferred income tax Taxable temporary Deferred income tax
difference liabilities difference liabilities
Assets assessment
appreciation from
business consolidation 83667098.60 12550064.79 88576232.73 13286434.92
not under the same
control
Changes in fair value
of other investments in 417362085.59 62604312.84 580809393.51 87121409.03
equity instruments
One-off depreciation of
649066960.9897598859.53680398140.98102059721.15
fixed assets
Changes in the fair
value of trading 1559845.00 233976.75 14216.68 2132.50
financial assets
Right-of-use assets and
12108349.601819532.3412943263.711958578.35
others
Total 1163764339.77 174806746.25 1362741247.61 204428275.95
(3) Deferred Income Tax Assets or Liabilities Listed by Net Amount after Off-set
Unit: RMB
Mutual set-off amount Amount of deferred Mutual set-off amount Amount of deferred
of deferred income tax income tax assets or of deferred income tax income tax assets or
Item
assets and liabilities at liabilities after off-set assets and liabilities at liabilities after off-set
the period-end at the period-end the period-begin at the period-begin
Deferred income tax
106283766.9590244005.41
assets
269Foshan Electrical and Lighting Co. Ltd.
Deferred income tax
174806746.25204428275.95
liabilities
(4) List of Unrecognized Deferred Income Tax Assets
None.
(5) Deductible Losses of Unrecognized Deferred Income Tax Assets will Due in the Following Years
None.
30. Other Non-current Assets
Unit: RMB
Ending balance Beginning balance
Item Carrying Impairment Carrying Impairment
Carrying value Carrying value
amount provision amount provision
Long-term
assets to be
41955426.1741955426.1736553212.6436553212.64
disposed (note
1)
Advance
payment for
40991898.7340991898.7344132869.2644132869.26
equipment and
project
Advance
payment for
long-term 36085714.00 36085714.00
assets
acquisition
Prepayments
for equity 10000000.00 10000000.00 10000000.00 10000000.00
acquisition
Assets of
subsidiaries to
613072.43613072.43
be cleared and
cancelled
Other 294664.28 294664.28 244358.52 244358.52
Total 129327703.18 10000000.00 119327703.18 91543512.85 10000000.00 81543512.85
Other notes:
Note 1: The Company intends to hand over the plots of land located on the south and north sides of the Gongye
Road to the government for revitalisation in the form of "pending expropriation". When the government
successfully sells the plots through a public auction the Company will be given the compensation for the land
transfer according to the policy. The buildings and constructions to be revitalized include the plant of LED
Workshop 3 the added plant of LED Workshop 3 South Plant (single-end workshop) North Plant (4 buildings)
spark plug workshop of energy-saving lamps warehouse T8 Workshop 1 (Building 2) LED Workshop 2
Iodine Lamp Workshop 3155m (building 14) the Company's new finished goods warehouse 3662M2 materials
warehouse (east end of single-end workshop) North Zone LPG station T5 warehouse in the North Zone etc.
31. Assets with Restricted Ownership or Right of Use
270Foshan Electrical and Lighting Co. Ltd.
Unit: RMB
Period-end Period-beginning
Item Carrying Carrying Type of Status of Carrying Carrying Type of Status of
amount value restriction restriction amount value restriction restriction
Note Note
deposits deposits
bond bond
Monetary 48632875 48632875 Restricted 53482652 53482652 Restricted
deposits deposits
assets 2.85 2.85 use 8.99 8.99 use
pre-sale of pre-sale of
properties properties
etc. etc.Pledge of Pledge of
note pool note pool
Pledged Pledged
notes notes
endorsed or endorsed or
Notes 87327555 87327555 receivable 75128063 75128063 receivable
discounted discounted
receivable 6.80 6.80 endorsed or 9.50 9.50 endorsed or
but not but not
discounted discounted
matured matured
but not but not
matured matured
Pledged for
short-term
borrowings
from
Related
banks
Fixed 32652271 21974633 party 21318056 14914677
Mortgaged Mortgaged mortgaged
assets 5.93 1.38 mortgage 8.23 3.04
for
guarantees
borrowings
from
related-
parties
Lands
Related mortgaged
Intangible 15551408. 10652715. party 15551408. 10963743. for short-
Mortgaged Mortgaged
assets 00 04 mortgage 00 21 term
guarantees borrowings
from banks
Accounts
12022119 12022119 Pledge of
receivable Pledged
9.92 9.92 note pool
financing
18218996171022451514839114462176
Total
33.5055.9944.7284.74
32. Short-term Borrowings
(1) Category of Short-term Borrowings
Unit: RMB
Item Ending balance Beginning balance
Mortgage loans 83330000.00 100000000.00
Credit loans 70000000.00 37596526.02
Acceptance bill discount 66689877.73 20000000.00
Interest from short-term borrowings 118833.33
Total 220019877.73 157715359.35
Notes of the category for short-term loans: Notes receivable discounted but not yet due at the end of the period are all bank
acceptances with recourse rights and do not meet the conditions for derecognition. Therefore they are recognised as short-term
271Foshan Electrical and Lighting Co. Ltd.
borrowings.
(2) List of the Short-term Borrowings Overdue but not Returned
None.
33. Trading Financial Liabilities
Unit: RMB
Item Ending balance Beginning balance
Trading financial liabilities 4679000.00
Including:
Other 4679000.00
Including:
Total 4679000.00
34. Derivative Financial Liabilities
None.
35. Notes Payable
Unit: RMB
Category Ending balance Beginning balance
Bank acceptance bill 2256122566.65 1923641752.28
letter of credit 15052221.04 52101816.43
Total 2271174787.69 1975743568.71
The total amount of notes payable that are due but unpaid amounted to RMB0.00 at the end of the current period.
36. Accounts Payable
(1) List of Accounts Payable
Unit: RMB
Item Ending balance Beginning balance
Accounts payable 2875980206.64 2513177458.14
Total 2875980206.64 2513177458.14
(2) Significant Accounts Payable Aging over One Year or Overdue
Unit: RMB
Item Ending balance Unpaid/Un-carry-over reason
No. 1 50215590.07 It has not reached the settlement period
No. 2 11091750.64 It has not reached the settlement period
Total 61307340.71
272Foshan Electrical and Lighting Co. Ltd.
37. Other Payables
Unit: RMB
Item Ending balance Beginning balance
Dividends payable 15646.07
Other payables 362491923.01 440214434.98
Total 362491923.01 440230081.05
(1) Interest Payable
None.
(2) Dividends Payable
Unit: RMB
Item Ending balance Beginning balance
Ordinary stock dividends 15646.07
Total 15646.07
(3) Other Payables
1) Other Payables Listed by Nature of Account
Unit: RMB
Item Ending balance Beginning balance
Account current 122073392.43 133618069.56
Relevant expense of sales 88852388.08 29232738.55
Performance bond 76508284.65 67039416.12
Payments for demolition 36592784.44 36734144.44
Payment for equity transfer 5000000.00 134409650.00
Other 33465073.41 39180416.31
Total 362491923.01 440214434.98
2) Significant Other Accounts Payable Aging over One Year or Overdue
Unit: RMB
Item Ending balance Unpaid/Un-carry-over reason
Unit A 103639661.12 It has not reached the settlement period
Total 103639661.12
38. Advances from Customer
(1) List of Advances from Customers
Unit: RMB
Item Ending balance Beginning balance
Advances from customers 466872.69 2532442.44
Total 466872.69 2532442.44
273Foshan Electrical and Lighting Co. Ltd.
(2) Significant Advances from Customers Aging over One Year or Overdue
Naught.
39. Contract Liabilities
Unit: RMB
Item Ending balance Beginning balance
Advances on sales 235335693.28 125143161.61
Total 235335693.28 125143161.61
40. Employee Benefits Payable
(1) List of Employee Benefits Payable
Unit: RMB
Item Beginning balance Increase Decrease Ending balance
I. Short-term salary 168935119.49 1310666848.80 1287023442.59 192578525.70
II.Post-employment
benefit-defined 3890071.51 115393947.25 118031731.80 1252286.96
contribution plans
III.Termination
208961.18696565.24905526.42
benefits
Total 173034152.18 1426757361.29 1405960700.81 193830812.66
(2) List of Short-term Salary
Unit: RMB
Item Beginning balance Increase Decrease Ending balance
1. Salary bonus
164655970.831147620557.781123073150.44189203378.17
allowance subsidy
2. Employee welfare 666925.03 62255523.25 62882705.18 39743.10
3. Social insurance 1367698.57 51961382.31 52815165.43 513915.45
Of which: Medical
1200640.7848758883.9349526594.40432930.31
insurance premiums
Work-related
167057.793202498.383288571.0380985.14
injury insurance
4. Housing fund 458956.38 37734019.99 37694656.87 498319.50
5. Labor union budget
and employee 1785568.68 11095365.47 10557764.67 2323169.48
education budget
Total 168935119.49 1310666848.80 1287023442.59 192578525.70
(3) List of Defined Contribution Plans
Unit: RMB
274Foshan Electrical and Lighting Co. Ltd.
Item Beginning balance Increase Decrease Ending balance
1. Basic pension
3658022.92105663970.62108380886.15941107.39
benefits
2. Unemployment
131643.993411637.443513509.7529771.68
insurance
3. Annuity 100404.60 6318339.19 6137335.90 281407.89
Total 3890071.51 115393947.25 118031731.80 1252286.96
Other notes:
The Company participates in the scheme of pension insurance and unemployment insurance established by
government agencies as required. According to the scheme fees are paid to it on a monthly basis and at the rate
of stipulated by government agencies. In addition to the above monthly deposit fees the Company no longer
assumes further payment obligations. Corresponding expenses are recorded into the current profits or losses or
the cost of related assets when incurred.
41. Taxes Payable
Unit: RMB
Item Ending balance Beginning balance
VAT 15318825.56 35832025.02
Corporate income tax 17336516.13 9503893.79
Personal income tax 3796001.53 2569142.68
Urban maintenance and construction tax 1905489.83 2934691.53
Property tax 1260207.36 8147187.30
Education surcharge 1423582.17 2015767.71
Land use tax 247268.25 1817585.50
Other 1652266.47 1475258.57
Total 42940157.30 64295552.10
42. Liabilities Held for sale
None.
43. Current Portion of Non-current Liabilities
Unit: RMB
Item Ending balance Beginning balance
Current portion of long-term borrowings 339846622.13 60322923.28
Current portion of lease liabilities 4067592.32 5217587.39
Total 343914214.45 65540510.67
44. Other Current Liabilities
Unit: RMB
Item Ending balance Beginning balance
Pending changerover output VAT and
23162317.818370764.15
others
275Foshan Electrical and Lighting Co. Ltd.
Reversed notes that are endorsed and
71846109.2091821916.85
undue
Total 95008427.01 100192681.00
45. Long-term Borrowings
(1) Category of Long-term Borrowings
Unit: RMB
Item Ending balance Beginning balance
Mortgage loans 27754169.97
Credit borrowings 565185873.45 808253946.99
Less: Current portion of long-term
339846622.1360322923.28
borrowings
Total 253093421.29 747931023.71
46. Bonds Payable
None.
47. Lease Liabilities
Unit: RMB
Item Ending balance Beginning balance
Lease liabilities 8378560.24 12273129.57
Less: current portion of lease liabilities 4067592.32 5217587.39
Total 4310967.92 7055542.18
Other notes:
Analysis of the maturity of lease liabilities
Item Ending balance Beginning balance
1-2 years 1637899.09 2743459.17
2-5 years 2673068.83 4312083.01
Total 4310967.92 7055542.18
48. Long-term Payables
None.
49. Long-term Employee Benefits Payable
None.
276Foshan Electrical and Lighting Co. Ltd.
50. Provisions
Unit: RMB
Item Ending balance Beginning balance Reason for formation
Withdrawal of product quality
Product quality assurance 14277087.30 9587043.31
assurance expenses
Total 14277087.30 9587043.31
51. Deferred Income
Unit: RMB
Increase for the Decrease for the Reason for
Item Beginning balance Ending balance
current period current period formation
Government
Government grants 97078233.43 12655368.65 34548140.81 75185461.27
allocations
Total 97078233.43 12655368.65 34548140.81 75185461.27 --
Other notes:
Amount
recorded Amount
into non- Amount recorded offset
Related to
Amount of newly operating into other income cost in Other
Item Beginning balance Ending balance assets/related to
subsidy income in in the Reporting the changes
income
the Period Reporting
Reporting Period
Period
Government grants
87291648.806085400.0029426184.0263950864.78
related to assets
The Projects of the
Production Expansion
and Technological
Related to
Transformation of 18133049.12 4064551.68 14068497.44
assets
Components of Small-
spacing and Outdoor
LED Displays
The Subsidy for
Metal-organic Related to
22090261.9915005565.157084696.84
Chemical Vapor assets
Deposition (MOCVD)
The Project of the
Innovation in
Packaging
Related to
Technology and 9422687.81 1799394.64 7623293.17
assets
Technological
Transformation of
Key Packaging
277Foshan Electrical and Lighting Co. Ltd.
Equipment of LEDs
with High Color
Rendering Index for
Illumination
Government Subsidy
for Annual Fixed
Asset Investment in
Related to
Advanced 4137000.00 4137000.00
assets
Manufacturing and
Oil & Gas Extraction
Projects
The Project of the
Innovation in
Packaging
Technology and
Technological Related to
5278832.46587645.001033523.364832954.10
Transformation of assets
Key Packaging
Equipment of LEDs
with Small Spacing
for Display
The Project of
Resource
Related to
Conservation and 4249848.44 1809367.44 2440481.00
assets
Environmental
Protection
The First Batch of
2022 Special Funds
for Industrial
Related to
Technological 2304000.01 256000.02 2047999.99
assets
Transformation by the
Finance Bureau of
Liang Jiang New Area
The Second Batch of
Support Funds for the
"Technological
Transformation of
Related to
Thousands of 1766666.62 200000.04 1566666.58
assets
Enterprises" in the
Guangxi Zhuang
Autonomous Region
for 2021
The 2019 Second Related to
1800000.00300000.001500000.00
Batch of Special assets
278Foshan Electrical and Lighting Co. Ltd.
Funds of RMB3
Million for the
Industrial and
Information
Development of the
City
The First Batch of
Special Funds for the
Industrial and
Information
Development for the
Related to
Guangxi Zhuang 1766666.89 399999.96 1366666.93
assets
Autonomous Region
for 2017
(Technological
Transformation) for
Liuzhou Guige
The Project of the
First Batch of Support
Funds for Enterprises Related to
1500000.00300000.001200000.00
in Liuzhou City for assets
2017 for Liuzhou
Guige
Research and
Development and
Industrialization
Project of Potassium
Related to
Nitride-based Rf 970982.10 113597.52 857384.58
assets
Devices in the Field
of Next Generation
Mobile
Communication
The 2019 14th Batch
of Industrial Support Related to
900000.00150000.00750000.00
Funds of RMB1.5 assets
Million
Intelligent
Technology Reform
Project of LED Related to
620755.00620755.00
Packaging Workshop assets
in Geely Industrial
Park (Phase I)
LED Technology for Related to
740000.00132827.40607172.60
Efficient Cultivation assets
279Foshan Electrical and Lighting Co. Ltd.
in Modern Agriculture
and Its Demonstrative
Application
The Innovation Fund
for Enterprises in
Related to
Liudong New Area 750000.00 150000.00 600000.00
assets
for 2017 for Liuzhou
Guige
The First Batch of
2022 Special Funds Related to
630000.0069999.99560000.01
for Micro Small and assets
Medium Enterprises
The Project of the
Third Batch of
Special Funds of
Innovation-driven
Related to
Development for the 616000.00 96000.00 520000.00
assets
Guangxi Zhuang
Autonomous Region
for 2018 for Liuzhou
Guige
The Project of
Support Funds for
Related to
Enterprises in 716666.61 200000.04 516666.57
assets
Liuzhou City for 2020
for Liuzhou Guige
The Key Labs of
Semiconductor Micro
Related to
Display Enterprises in 510000.00 75437.40 434562.60
assets
Guangdong Province
(for 2020)
The Project of
Financial Support for
Developing Liuzhou
City into an Industrial Related to
579333.28158000.04421333.24
Internet of Things assets
(IIOT) Demonstration
City for 2021 for
Liuzhou Guige
The Demonstration of
Industrial Internet of
Related to
Things (IIOT) 515334.44 134665.56 380668.88
assets
Applications for LED
Production Control
280Foshan Electrical and Lighting Co. Ltd.
The Project of Key
Technologies and
Industrialization of Related to
441240.0060990.00380250.00
Silica-based Gallium assets
Nitride Power
Components
The Project of
Research and
Development and
Industrialization of
NB-IoT-based Multi- Related to
399557.6037831.80361725.80
Mode Low-Power assets
Wide-Area Internet of
Things Node Chips
and Packaging
Technology
Related to
Others 11950521.43 2878431.98 9072089.45
assets
Government grants
9786584.636569968.655121956.7911234596.49
related to income
The Research on the
Key Technology of
4K/8K Full-colour Related to
3407456.553900000.002344940.274962516.28
Micro-LED Displays income
with Ultra-High
Definition (UHD)
The Research on Full-
colour and Integrated
Packaging of Micro- Related to
2234709.86529968.65994276.211770402.30
LED Display with income
High Brightness and
Contrast
Research Project on
Key Technologies of
the Third Generation
of High Efficiency Related to
1771946.2666471.721705474.54
and Frequency income
Semiconductor
Electronic Power
Module
2023 Automotive
Lamp Production Related to
850000.0085000.00765000.00
Digitalization income
Workshop
281Foshan Electrical and Lighting Co. Ltd.
Technology
Improvement Project
The Fund for the
Intelligent
Transformation and Related to
555333.2668000.04487333.22
Upgrading Projects of income
Automobile
Enterprises for 2021
The Fund for the
Project of the
Management
Related to
Committee of the 512000.08 63999.96 448000.12
income
Liuzhou High-tech
Industrial
Development Zone
Epitaxial Growth and
Chip Fabrication
Related to
Techniques for High- 400000.00 400000.00
income
Performance Deep
Ultraviolet LED
The Guangdong-Hong
Kong-Macao Joint
Lab of Intelligent Related to
351622.411622.41350000.00
Micro-nano income
Photoelectric
Technology
The Special Fund of
the Science and
Technology
Department of the Related to
400000.0060000.00340000.00
Guangxi Zhuang income
Autonomous Region
for Innovation-driven
Development for 2020
Related to
Others 553516.21 890000.00 1437646.18 5870.03
income
Total 97078233.43 12655368.65 34548140.81 75185461.27
52. Other Non-current Liabilities
Unit: RMB
Item Ending balance Beginning balance
Pending changerover output VAT 205769.48 307696.87
Liabilities of subsidiaries to be cleared
1083.74
and cancelled
282Foshan Electrical and Lighting Co. Ltd.
Total 205769.48 308780.61
53. Share Capital
Unit: RMB
Increase/decrease (+/-)
Beginning Ending
New shares Bonus issue
balance Bonus shares Other Subtotal balance
issued from profit
The sum of 136199464 186783583. 186783583. 154877823
shares 7.00 00 00 0.00
Other notes:
Beginning balance Ending balance
Category/investor Increased decreased
Amount invested Percentage Amount invested Percentage
Restricted shares 10753658.00 0.79% 186783583.00 197537241.00 12.75%
Unrestricted shares 1351240989.00 99.21% 1351240989.00 87.25%
Total 1361994647.00 100.00% 186783583.00 1548778230.00 100.00%
The increase in share capital was for the issuance of new shares. On 14 March 2023 the Company held the 39th Meeting of the
Ninth Session of the Board of Directors and considered and passed the Proposal on the Company's Compliance with the
Conditions for the Issuance of A Shares to Specific Objects and the Board of Directors agreed that the Company should apply for
the issuance of shares to specific objects to the Shenzhen Stock Exchange (''SZSE''). According to the resolutions passed at the
39th Meeting of the Ninth Board of Directors and the First Extraordinary General Meeting of 2023 the Company applied for the
issuance of ordinary shares (A shares) not exceeding 30% of the total share capital i.e. not exceeding 408598394 shares to
specific investors and 186783583 shares were actually issued with a nominal value of RMB1 per share at an issuance price of
RMB5.86 per share. The total amount raised was RMB1094551796.38 the base date of the share issue was 9 November 2023
and the registered capital after the change was RMB1548778230.00. As of 31 December 2023 the Company has raised net
proceeds of RMB1088415488.82 of which RMB186783583.00 was increased by the issuance of new shares and
RMB901631905.82 was transferred to capital surplus.
54. Other Equity Instruments
None.
55. Capital Reserves
Unit: RMB
Item Beginning balance Increase Decrease Ending balance
Capital premium
907090354.12907090354.12
(premium on stock)
Other capital reserves 7245971.54 7245971.54
Total 7245971.54 907090354.12 914336325.66
Other notes including changes and reason of change:
The increase during the period was RMB901631905.82 for the increase in capital surplus from the issuance of new shares; and
RMB5458448.30 of capital surplus was increased due to the increase in holding proportion of Zhida Company.
283Foshan Electrical and Lighting Co. Ltd.
56. Treasury Shares
Unit: RMB
Item Beginning balance Increase Decrease Ending balance
Treasury shares (A-
82165144.1582165144.15
share)
Total 82165144.15 82165144.15
57. Other Comprehensive Income
Unit: RMB
Reporting Period
Less: Less:
Recorded Recorded
in other in other
comprehen comprehen Attributabl
Income sive sive e to owners Attributabl
Beginning before income in income in Less: of the e to non- Ending
Item
balance taxation in prior period prior period Income tax Company controlling balance
the Current and and expense as the interests
Period transferred transferred parent after after tax
to profit or to retained tax
loss in the earnings in
Current the Current
Period Period
I. Other
comprehen
sive
income that
may not - - -49866048 35973027
1634473024517096.13893021
subsequentl 4.47 2.74
7.93201.73
y be
reclassified
to profit or
loss
Changes in
fair value - - -
4986604835973027
of other 16344730 24517096. 13893021
4.472.74
equity 7.93 20 1.73
instrument
investment
II. Other
-1496981.6
comprehen 816220.62 680761.00 296754.85
519465.772
sive
284Foshan Electrical and Lighting Co. Ltd.
income that
may
subsequentl
y be
reclassified
to profit or
loss
Differences
arising
from
translation - 1496981.6
816220.62680761.00296754.85
of foreign 519465.77 2
currency-
denominate
d financial
statements
Total of
other - - -
4981410136002702
comprehen 16195032 24517096. 13811399 680761.00
8.707.59
sive 6.31 20 1.11
income
58. Specific Reserve
Unit: RMB
Increase for the current Decrease for the
Item Beginning balance Ending balance
period current period
Safety production costs 17469664.05 16256338.13 1213325.92
Total 17469664.05 16256338.13 1213325.92
Other notes including a description of the increase or decrease for the current period and the reasons for the change:
The increase in the current year represents the safety production expenses accrued in accordance with the proportion stipulated in
the Notice on Issuing the Management Measures for the Provision and Use of Enterprise Production Safety Costs (C.Z. [2022] No.
136) and the decrease in the current year represents the actual safety production expenses incurred.
59. Surplus Reserves
Unit: RMB
Item Beginning balance Increase Decrease Ending balance
Statutory surplus
49678756.1916585651.9166264408.10
reserves
Discretionary surplus
41680270.9641680270.96
reserves
Total 91359027.15 16585651.91 107944679.06
Notes including changes and reasons thereof:
285Foshan Electrical and Lighting Co. Ltd.
The increase for the Reporting Period refers to the accrued surplus reserves of RMB16585651.91.
60. Retained Earnings
Unit: RMB
Item Reporting Period Same period of last year
Beginning balance of retained earnings
3296490575.523111864076.86
before adjustments
Beginning balance of total retained
earnings of adjustments (“+” for -54747.02 18918.22increase “-“ for decrease)Beginning balance of retained earnings
3296435828.503111882995.08
after adjustments
Add: Net profit attributable to owners of
290357652.22230320570.67
the Company as the parent
Less: Withdrawal of statutory surplus
16585651.9111785496.74
reserves
Dividend of ordinary shares
134899464.70134899464.70
payable
Add: Others (note) 100917224.19
Ending retained earnings 3435308364.11 3296435828.50
List of adjustment of beginning retained earnings:
(1) RMB0.00 beginning retained earnings was affected by retrospective adjustment conducted according to the Accounting
Standards for Business Enterprises and relevant new regulations.
(2) RMB54747.02 beginning retained earnings and RMB18918.22 of retained earnings at the beginning of last year were affected
by changes in accounting policies.
(3) RMB0.00 beginning retained earnings was affected by correction of significant accounting errors.
(4) RMB0.00 beginning retained earnings was affected by changes in combination scope arising from same control.
(5) RMB0.00 beginning retained earnings was affected totally by other adjustments.
Note: The accumulated change in fair value previously recorded into other comprehensive income was transferred to retained
earnings when selling stocks.
61. Operating Revenue and Cost of Sales
Unit: RMB
Reporting Period Same period of last year
Item
Operating revenue Cost of sales Operating revenue Cost of sales
Main operations 8783592484.22 7149008993.34 8494775305.34 7040206010.36
Other operations 273699519.68 205805258.67 265189970.62 183765491.17
Total 9057292003.90 7354814252.01 8759965275.96 7223971501.53
Whether the lower of the net profit before and after deduction of non-recurring gains and losses through audit is negative
□Yes □No
Breakdown information of operating income and operating cost:
Unit: RMB
Total
Category of contracts
Operating Revenue Operating cost
286Foshan Electrical and Lighting Co. Ltd.
Total
Category of contracts
Operating Revenue Operating cost
Business Type 9057292003.90 7354814252.01
Of which:
General lighting products 3329722911.78 2496127614.48
LED packaging and component products 2497194527.32 2043780170.44
Vehicle lamp products 1830397791.01 1498785095.87
Trade and other products 1399976773.79 1316121371.22
Classification by operating region 9057292003.90 7354814252.01
Of which:
Domestic 7028294952.48 5590598879.20
Overseas 2028997051.42 1764215372.81
Total 9057292003.90 7354814252.01
Information in relation to the transaction price apportioned to the residual contract performance obligation:
The amount of revenue corresponding to performance obligations of contracts signed but not performed or not fully performed yet
was RMB419729549.08 at the period-end.
62. Taxes and Surtaxes
Unit: RMB
Item Reporting Period Same period of last year
Property tax 22491644.46 21704695.10
Urban maintenance and construction tax 20485713.05 16433160.03
Education surcharge 10734704.27 8648196.05
Stamp duty 7026462.85 7098838.10
Land use tax 6043496.59 6829390.37
Local education surcharge 3973983.11 2959947.15
VAT of land 1237746.77 -2047738.45
Environmental protection tax 66202.00 129730.62
Vehicle and vessel use tax 44856.33 45539.98
Others 163610.44 225457.17
Total 72268419.87 62027216.12
63. Administrative Expense
Unit: RMB
Item Reporting Period Same period of last year
Employee benefits 269186658.26 253446528.98
Depreciation charge 57457595.30 48169909.92
Office expenses 26186734.81 23802294.29
Engineering decoration cost 10100054.08 6308994.29
Amortization of intangible assets 8230781.28 7406254.55
Utilities 8078631.82 8318833.90
Intermediary agency fee 8161257.09 10681650.48
Labor cost 3353120.74 3790883.26
Security fund for the disabled 2712902.14 2773339.56
Rent of land and management charge 1505144.05 1636038.99
Others 35571492.39 41784681.00
287Foshan Electrical and Lighting Co. Ltd.
Total 430544371.96 408119409.22
64. Selling Expense
Unit: RMB
Item Reporting Period Same period of last year
Employee benefits 135070057.05 124898336.26
Business propagandize fees and
88766075.6954868902.89
advertizing fees
Office expenses 18179213.99 10546333.93
Sales promotion fees 16271950.39 12365392.75
After-sales expenses 15883524.45 15001278.36
Business travel charges 15200339.00 8486981.36
Commercial insurance premium 6996600.98 5802490.36
Other 34671843.00 24850877.91
Total 331039604.55 256820593.82
65. Development Costs
Unit: RMB
Item Reporting Period Same period of last year
Personnel labour costs 231096377.82 196235469.02
Direct input costs 166919907.20 172041432.37
Depreciation and long-term prepaid
41981744.0250587532.09
expense
Commissioned external research and
9684695.9647325.67
development costs
Design fee 971319.82
Amortization expense of intangible
254711.01378155.95
assets
Others 32670337.98 21498018.96
Total 483579093.81 440787934.06
Other notes:
In respect of R&D expense incurred by the Company expense other than that on bench-scale and pilot-scale
production is included in R&D expense; and sales revenue of products from bench-scale and pilot-scale
production is included in core business revenue and the relevant costs are included in cost of sales of core
business.
66. Finance Costs
Unit: RMB
Item Reporting Period Same period of last year
Interest expense 24128844.17 22311206.70
Less: Interest income 47710201.22 29169641.75
Foreign exchange gains or losses -11208631.12 -26718075.66
Handling charge and others 2291238.65 2098422.28
Total -32498749.52 -31478088.43
288Foshan Electrical and Lighting Co. Ltd.
67. Other Income
Unit: RMB
Sources Reporting Period Same period of last year
The Deductible Input Tax for Advanced
34934153.62
Manufacturing Enterprises
The Subsidy for Metal-organic Chemical
15005565.1519999999.20
Vapor Deposition (MOCVD)
The Projects of the Production
Expansion and Technological
5113075.044064551.68
Transformation of Components of Small-
spacing and Outdoor LED Displays
The Tax Incentives for the Poor 4766450.00 369850.00
The Research on the Key Technology of
4K/8K Full-colour Micro-LED Displays 2344940.27 492543.45
with Ultra-High Definition (UHD)
Incentive Subsidy for Digital and
Intelligent Demonstration Workshop of 2000000.00
Foshan City in 2022
The Special Fund for Promoting High-
2578895.872865247.03
quality Economic Development
The Project of Resource Conservation
1809367.441809367.44
and Environmental Protection
The Project of the Innovation in
Packaging Technology and
Technological Transformation of Key
1799394.641990360.99
Packaging Equipment of LEDs with
High Color Rendering Index for
Illumination
Support Fund for the Digital Intelligent
Transformation of the Manufacturing 1524300.00
Industry
The subsidy for stabilizing employment 1059015.09 1440668.72
Enjoying the National Tax Preferential
Policies Related to Supporting the
1055600.00
Promotion of Entrepreneurship and
Employment of Key Groups
The 24th China Patent Award 1000000.00
The Research on Full-colour and
Integrated Packaging of Micro-LED
994276.21
Display with High Brightness and
Contrast
Return of handling charges for
856016.801146553.80
withholding and remittance
Industrial Logistics Subsidy Award
808200.00
Funds for the Second Quarter of 2022
Employment subsidy 737945.88 153100.00
Enterprise R&D Reward and Subsidy 696100.00
The Light-converting Films and
Components of Highly Efficient White- 588076.92 588076.92
light LEDs
The Project of Support Funds for
556000.08556000.08
Enterprises in Liuzhou City
The 2021 "100 Enterprises Strive for the
500000.00
First Place" bonus
289Foshan Electrical and Lighting Co. Ltd.
The Visible Light Communication and
Positioning System for the Industrial 473516.21 426483.79
Internet of Things (IIOT)
Foshan City Vocational Skill Upgrading
Action Municipal Scholarship Program 400000.00
Bonus
Incentive for standard products of
400000.00
Foshan City
Reward for Foshan Model Advantageous
400000.00
Enterprises
The First Batch of Special Funds for the
Industrial and Information Development
for the Guangxi Zhuang Autonomous 399999.96 399999.96
Region for 2017 (Technological
Transformation) for Liuzhou Guige
The Development and Application
Demonstration of Deep Ultraviolet LED
344129.97
Modules and Equipment for Public
Health and Other Fields
The Structural Design of Epitaxial
Wafers and Chips of Highly Efficient
323330.14328348.32
LEDs and the R&D of Key Technology
in Industrialization
The 2019 Second Batch of Special Funds
for the Industrial and Information 300000.00 300000.00
Development of the City
The Construction Project for the Center
for Cultivating and Arranging High- 300000.00
Value Patents of NationStar
One-time Stay Allowance 5257845.00
The Subsidy for Employees' On-the-job
4887500.00
Training
Grants for High-tech Enterprises 2870936.00
Science and Technology Fund Allocated
2484900.99
by the Government
The Research on the Key Technology of
High-lumen Compound Reflex LED
2122534.48
Chips for Automobiles and High-density
Matrix Packaging
The 2021 Support Fund of the Foshan
Municipal Financial Bureau for
Promoting the Digital Intelligent 2000000.00
Transformation of the Manufacturing
Industry in Foshan City
Research and Development and
Industrialization of Potassium Nitride-
1972219.14
based Rf Devices in the Field of Next
Generation Mobile Communication
Research and Development and
Industrialization of IGBT the Key
1864300.03
Power Electronic Device of Electric
Vehicle
Research on Key Technologies of the
Third Generation of High Frequency
1464522.72
Semiconductor Electronic Power Module
in Colleges and Universities
290Foshan Electrical and Lighting Co. Ltd.
The Research and Industrialization of
New and High-performance Display 1387498.09
Components
Research and Development and
Industrialization of TD-LTE Terminal Rf 1329277.68
Chip
The Special Support Fund for the
Industrial Internet of Things (IIOT) 1320000.00
Development
The Research and Development of Chip-
on-Board (COB) Integrated Packaging
1112123.36
and Systems of LED Displays with High
Density and Small Spacing
The Demonstration of Industrial Internet
of Things (IIOT) Applications for LED 441702.63
Production Control
The Research and Application of
Epitaxial Wafers Chips and Packaging
369238.72
of Near Ultraviolet Silica-based AlGaN
Vertical LEDs with High Power
Other 6136297.33 17079043.70
Total 90204646.62 84894793.92
68. Net Gain on Exposure Hedges
None.
69. Gain on Changes in Fair Value
Unit: RMB
Sources Reporting Period Same period of last year
Trading financial assets 1129444.26 -4839428.58
Trading financial liabilities -4679000.00
Total 1129444.26 -9518428.58
70. Investment Income
Unit: RMB
Item Reporting Period Same period of last year
Long-term equity investment income
1833621.592467060.07
accounted by equity method
Investment income from disposal of
-46590.76
long-term equity investment
Investment income from disposal of
-11739672.84-9026682.82
trading financial assets
Dividend income from holding of other
17173298.2716059353.89
equity instrument investment
Interest income from holding of other
5611238.58
investments in debt obligations
Income received from financial products 1767053.51 1134222.88
291Foshan Electrical and Lighting Co. Ltd.
and structural deposits
Total 14598948.35 10633954.02
71. Credit Impairment Loss
Unit: RMB
Item Reporting Period Same period of last year
Bad debt loss on notes receivable -757766.65 -91630.03
Bad debt loss on accounts receivable -49088791.49 -13492101.98
Bad debt loss on other receivables -2284496.07 -1839930.20
Others 18898.60
Total -52131054.21 -15404763.61
72. Asset Impairment Loss
Unit: RMB
Item Reporting Period Same period of last year
I. Loss on inventory valuation and
-75435041.50-79344281.60
contract performance cost
IV. Loss on impairment of fixed assets -3090860.92 -3995735.51
VI. Loss on impairment of construction
-208754.99
in progress
XI. Loss on impairment of contract
-1214861.13-342647.99
assets
XII. Others -1527893.81 -7625958.29
Total -81268657.36 -91517378.38
73. Assets Disposal Income
Unit: RMB
Sources Reporting Period Same period of last year
Disposal income of non-current assets 12719324.89 968273.19
Total 12719324.89 968273.19
74. Non-operating Income
Unit: RMB
Amount recorded in the
Item Reporting Period Same period of last year current non-recurring profit or
loss
Government grants 11000.00 976090.45 11000.00
Total income from scrap of
443941.781324933.00443941.78
non-current assets
Of which: income from scrap
443941.781324933.00443941.78
of fixed assets
Income from default money 216259.82 5810061.05 216259.82
Confiscated income 38764.54 65728.35 38764.54
292Foshan Electrical and Lighting Co. Ltd.
Others 8830700.25 10580244.78 8830700.25
Total 9540666.39 18757057.63 9540666.39
75. Non-operating Expense
Unit: RMB
Amount recorded in the
Item Reporting Period Same period of last year current non-recurring profit or
loss
Losses on scrap of non-
1877262.1910610248.461877262.19
current assets
Of which: losses on disposal
1877262.1910398691.571877262.19
of fixed assets
Losses on
211556.89
disposal of intangible assets
Penalty and delaying payment 174342.12 701242.02 174342.12
Others 4487159.39 5501043.60 3849099.86
Total 6538763.70 16812534.08 6538763.70
76. Income Tax Expense
(1) List of Income Tax Expense
Unit: RMB
Item Reporting Period Same period of last year
Current income tax expense 42271159.52 28931905.70
Deferred income tax expense -21144195.04 2079372.03
Total 21126964.48 31011277.73
(2) Adjustment Process of Accounting Profit and Income Tax Expense
Unit: RMB
Item Reporting Period
Profit before taxation 405799566.46
Current income tax expense accounted at statutory/applicable
60869934.97
tax rate
Influence of applying different tax rates by subsidiaries -388952.92
Influence of income tax before adjustment -112949.18
Influence of non-taxable income -3366303.13
Influence of non-deductable costs expenses and losses 4784997.89
The effect of using deductible losses of deferred income tax
-8266962.12
assets that have not been recognized in the previous period
Influence of unrecognized deductible temporary differences
9092645.38
and deductible losses
Influence of deduction -41718828.89
Regarded as sales 233382.48
Income tax expense 21126964.48
293Foshan Electrical and Lighting Co. Ltd.
77. Other Comprehensive Income
Refer to Note VII Notes to Main Items of Consolidated Financial Statements-57 for details.
78. Cash Flow Statement
(1) Cash Related to Operating Activities
Cash Generated from Other Operating Activities
Unit: RMB
Item Reporting Period Same period of last year
Margin 70968759.75 35275803.41
Deposit interest 42458410.80 27525377.17
Income from subsidy 31099876.60 62131715.65
Income from waste 26066867.58 33443489.15
Rental income from property and
7000259.857071449.02
equipment utility
Income from insurance compensation 174793.99
Others 41452845.20 58928366.38
Total 219221813.77 224376200.78
Notes:
None.Cash Used in Other Operating Activities
Unit: RMB
Item Reporting Period Same period of last year
Administrative expense paid in cash 128058647.93 130797239.14
Selling expense paid in cash 74111308.85 89476822.32
Finance costs paid in cash 2295193.65 1887258.78
Returned cash deposit 27751789.33 27259278.23
Others 100146605.69 117228372.83
Total 332363545.45 366648971.30
Notes:
None.
(2) Cash Related to Investing Activities
Cash Generated from Other Investing Activities
Unit: RMB
Item Reporting Period Same period of last year
Forward Settlement Margin 80711.83
Total 80711.83
Significant cash received related to investing activities
None.
294Foshan Electrical and Lighting Co. Ltd.
Cash Used in Other Investing Activities
Unit: RMB
Item Reporting Period Same period of last year
Payments related to foreign exchange
33612950.00
settlements
Total 33612950.00
Significant cash paid related to investing activities
None.
(3) Cash Related to Financing Activities
Cash Generated from Other Financing Activities
Unit: RMB
Item Reporting Period Same period of last year
Cash deposit collected 15469794.51 6916618.99
Receipt of financing notes 12225701.60
Total 15469794.51 19142320.59
Notes:
None.Cash Used in Other Financing Activities
Unit: RMB
Item Reporting Period Same period of last year
Cash paid for acquisition of NationStar
1061968681.64
Optoelectronics under the same control
Cash paid for acquisition of Fenghua
129409650.00134409650.00
Semiconductor under the same control
Cash paid as security deposit for bank
3648429.05
acceptance bills
Others 4985695.37 3792167.09
Total 138043774.42 1200170498.73
Notes:
None.Changes in liabilities arising from financing activities
□Applicable □ Not applicable
Unit: RMB
Increase Decrease
Beginning
Item Non-cash Non-cash Ending balance
balance Cash changes Cash changes
changes changes
Short-term 102596526. 55118833.3
157715359.35220019877.73220019877.73
borrowings 02 3
Long-term
747931023.7178110652.8660605200.71293325557.75340227898.24253093421.29
borrowings
Other payables- 134409650.00 129409650.00 5000000.00
295Foshan Electrical and Lighting Co. Ltd.
payment for
equity transfer
Current portion
65540510.6343042273.61478660.63343914214
of non-current 3189908.84
7242.45
liabilities
Lease liabilities 7055542.18 181156.77 236440.87 285605.88 2876566.02 4310967.92
111265208298311687.403883914.528807248.459701958.826338481.
Total
5.913682492139
(4) Description of Cash Flows Presented on a Net Basis
None.
5) Significant Activities and Financial Impact that Do Not Involve Current Cash Receipts and
Disbursements but Affect the Company's Financial Position or May Affect the Company's Cash Flows in
the Future
None.
79. Supplemental Information for Cash Flow Statement
(1) Supplemental Information for Cash Flow Statement
Unit: RMB
Supplemental information Reporting Period Same period of last year
1. Reconciliation of net profit to net cash
flows generated from operating
activities:
Net profit 384672601.98 350706406.02
Add: Provision for impairment of assets 133399711.57 106922141.99
Depreciation of fixed assets oil-gas
523465306.34509693013.98
assets and productive living assets
Depreciation of right-of-use assets 7408897.98 7125482.81
Amortization of intangible assets 13901913.93 12154705.29
Amortization of long-term prepaid
73777294.5179115565.08
expenses
Loss from disposal of fixed assets
intangible assets and other long-term -12719324.89 -968273.19
assets (gains: negative)
Losses from scrapping of fixed assets
1433320.419285315.46
(gains: negative)
Losses from changes in fair value (gains:
-1129444.269518428.58
negative)
Finance costs (gains: negative) 12920213.05 22311206.70
Investment loss (gains: negative) -14598948.35 -10633954.02
Decrease in deferred income tax assets
-16039761.54-6084067.49
(increase: negative)
296Foshan Electrical and Lighting Co. Ltd.
Increase in deferred income tax liabilities
-5104433.51-77607492.47
(“-” for decrease)
Decrease in inventory (“-” for increase) -14969280.77 -62666433.29
Decrease in operating receivables (“-”
-294512387.33434804727.86
for increase)
Increase in operating payables (“-” for
380117504.23-318788452.62
decrease)
Others 2366795.63 0.00
Net cash generated from/used in
1174389978.981064888320.69
operating activities
2. Significant investing and financing
activities without involvement of cash
receipts and payments
Transfer of debts into capital
Current portion of convertible corporate
bonds
Fixed assets leased in for financing
3.Net increase/decrease of cash and cash
equivalents:
Ending balance of cash 3101252943.88 1945971307.26
Less: Beginning balance of cash 1945971307.26 1940209052.92
Add: Ending balance of cash equivalents
Less: Beginning balance of cash
equivalents
Net increase in cash and cash equivalents 1155281636.62 5762254.34
(2) Net Cash Paid For Acquisition of Subsidiaries
Unit: RMB
Amount
Cash or cash equivalents paid in the current period for the
129409650.00
business combination occurring in the previous period
Of which:：
Guangdong Fenghua Semiconductor Technology Co. Ltd. 129409650.00
Net cash paid for acquisition of subsidiaries 129409650.00
(3) Net Cash Received from Disposal of the Subsidiaries
None.
(4) Cash and Cash Equivalents
Unit: RMB
Item Ending balance Beginning balance
I. Cash 3101252943.88 1945971307.26
297Foshan Electrical and Lighting Co. Ltd.
Including: Cash on hand 42466.76 52093.54
Bank deposit on demand 3097947293.67 1944303946.03
Other monetary assets on
3263183.451615267.69
demand
III. Ending balance of cash and cash
3101252943.881945971307.26
equivalents
(5) Presentation of Cash and Cash Equivalents that Are Subject to Certain Restrictions on Their Usage
None.
(6) Monetary Assets Not Classified as Cash and Cash Equivalents
Unit: RMB
Reason for not classifying the
Amount during the current
Item Previous period item as cash and cash
period
equivalents
Note deposits bond deposits
486328752.85 534826528.99 Specific purpose
pre-sale of properties etc.Interest receivable accrued on
bank deposits and time
Interest not received 8467957.82 4191370.82 deposits not yet matured as at
the end of the Reporting
Period
Total 494796710.67 539017899.81
(7) Notes on Other Significant Activities
None.
80. Notes to Items of the Statements of Changes in Owners' Equity
Notes to the name of “Other” of closing balance at the end of the previous year adjusted and the amount
adjusted:
None.
81. Foreign Currency Monetary Items
(1) Foreign Currency Monetary Items
Unit: RMB
Ending foreign currency Ending balance converted to
Item Exchange rate
balance RMB
Monetary assets 257974088.33
Of which: USD 32854185.50 7.0827 232696339.64
EUR 189933.38 7.8592 1492724.42
HKD 51807.81 0.90622 46949.27
IDR 51492570507.49 0.000461 23738075.00
298Foshan Electrical and Lighting Co. Ltd.
Accounts receivable 299916421.24
Of which: USD 41606474.09 7.0827 294686174.04
EUR 414614.09 7.8592 3258535.06
HKD 59537.39 0.90622 53953.97
IDR 4159996035.36 0.000461 1917758.17
Long-term borrowings
Of which: USD
EUR
HKD
Other receivables 125435.42
Of which: IDR 272094187.00 0.000461 125435.42
Accounts payable 15323777.58
Of which: USD 1508955.08 7.0827 10687476.15
EUR 274995.85 7.8592 2161247.38
IDR 5368880796.77 0.000461 2475054.05
Other current assets 360311.68
Of which: IDR 781587156.47 0.000461 360311.68
(2) Notes to Overseas Entities Including: for Significant Oversea Entities Main Operating Place
Recording Currency and Selection Basis Shall Be Disclosed; if there Are Changes in Recording Currency
Relevant Reasons Shall Be Disclosed.□Applicable □ Not applicable
82. Lease
(1) The Company Was Lessee:
□Applicable □Not applicable
Unit: RMB
Item Amount
Simplified short-term lease charges recognized in the cost of the related
27485.91
assets or in current profit or loss
Total cash outflows related to leases 4948656.16
Variable lease payments that are not covered in the measurement of the lease liabilities
□Applicable □Not applicable
Simplified short-term lease or lease expense for low-value assets
□Applicable □Not applicable
Involved in sale and leaseback transactions: Naught
(2) The Company Was Lessor:
Operating leases with the Company as lessor
□Applicable □Not applicable
299Foshan Electrical and Lighting Co. Ltd.
Unit: RMB
Of which: income related to variable
Item Rental income lease payments not included in lease
receipts
Housing rental and others 11092095.90 0.00
Total 11092095.90 0.00
Finance leases with the Company as lessor
□Applicable □Not applicable
Undiscounted lease receipts for each of the next five years
□Applicable □Not applicable
Reconciliation of undiscounted lease receipts to net investment in leases
None.
(3) Recognition of Gain or Loss on Sales under Finance Leases with the Company as a Manufacturer or
Distributor
□Applicable □Not applicable
83. Others
None.VIII. Research and Development Expenditure
Unit: RMB
Item Amount for the current period Amount for the previous period
Personnel labour costs 231096377.82 196235469.02
Direct input costs 166919907.20 172041432.37
Depreciation and long-term prepaid
41981744.0250587532.09
expense
Commissioned external research and
9684695.9647325.67
development costs
Design fee 971319.82
Amortization expense of intangible
254711.01378155.95
assets
Others 32670337.98 21498018.96
Total 483579093.81 440787934.06
Of which: Expensed research and
483579093.81440787934.06
development expenditure
Note: In respect of R&D expense incurred by the Company expense other than that on bench-scale and pilot-
scale production is included in R&D expense; and sales revenue of products from bench-scale and pilot-scale
production is included in core business revenue and the relevant costs are included in cost of sales of core
business.
1. R&D Projects Eligible for Capitalization
None.
300Foshan Electrical and Lighting Co. Ltd.
2. Significant Outsourced Research and Development Projects in Progress
None.IX. Change of Consolidation Scope
1. Business Combination Not under the Same Control
(1) Business Combination Not under the Same Control during the Current Period
None.
(2) Combination Cost and Goodwill
None.
(3) The Identifiable Assets and Liabilities of Acquiree on Purchase Date
None.
(4) Gains or Losses from Re-measurement of Equity Held before the Purchase Date at Fair Value
Whether there is a transaction that through multiple transaction step by step to realize business combination and
gaining the control during the Reporting Period
□Yes □No
(5) Notes to Reasonable Consideration or Fair Value of Identifiable Assets and Liabilities of the Acquiree that Cannot Be
Determined on the Acquisition Date or during the Period-end of the Merger
None.
(6) Other Notes
None.
2. Business Combination under the Same Control
(1) Business Combination under the Same Control during the Current Period
None.
(2) Combination Cost
None.
301Foshan Electrical and Lighting Co. Ltd.
(3) The Carrying Value of Assets and Liabilities of the Combined Party on the Combination Date
None.
3. Counter Purchase
Basic information of trading the basis of transactions constitute counter purchase the retain assets liabilities
of the listed companies whether constituted a business and its basis the determination of the combination costs
the amount and calculation of adjusted rights and interests in accordance with the equity transaction process:
None.
4. Disposal of Subsidiary
Whether there were any transactions or events during the period in which control of the subsidiary was lost
□Yes □ No
Whether there was a step-by-step disposal of investment in a subsidiary through multiple transactions and loss
of control during the current period
□Yes □ No
5. Changes in Combination Scope for Other Reasons
Note to changes in combination scope for other reasons (such as newly establishment or liquidation of
subsidiaries etc.) and relevant information:
FSL LIGHTING GMBH (FSL Europe GmbH) completed the write-off procedures with European District Court
in September of the current period and is no longer included in the scope of consolidation from the date of
write-off.
6. Other
None.X. Equity in Other Entities
1. Equity in Subsidiary
(1) Subsidiaries
Unit: RMB
Main Registration Nature of Shareholding percentage (%) Name of Registered Way of
operating
subsidiaries capital place business Directly Indirectly gaining place
Foshan
Fozhao
50000000.0 Production Newly
Zhicheng Foshan Foshan 100.00%
0 and sales established
Technology
Co. Ltd.FSL 72782944.0 Foshan Foshan Production 100.00% Newly
302Foshan Electrical and Lighting Co. Ltd.
Chanchang 0 and sales established
Optoelectron
ics Co. Ltd.Foshan
Taimei Production Newly
500000.00 Foshan Foshan 70.00%
Times Lamp and sales established
Co. Ltd.Foshan
Electrical &
35418439.7 Production Newly
Lighting Xinxiang Xinxiang 100.00%
6 and sales established
(Xinxiang)
Co. Ltd.Nanjing
Fozhao
Lighting 41683200.0 Production
Nanjing Nanjing 100.00% Acquired
Components 0 and sales
Manufacturin
g Co. Ltd.FSL Zhida
Electric 38150000.0 Production Newly
Foshan Foshan 66.84%
Technology 0 and sales established
Co. Ltd.Foshan
Haolaite 17158000.0 Production Newly
Foshan Foshan 51.00% 10.53%
Lighting Co. 0 and sales established
Ltd.NationStar
Business
Optoelectron
combination
ics 1436419.00 Germany Germany Trade 61.53%
under the
(Germany)
same control
Co. Ltd.Foshan
Business
Kelian New
170000000. Property combination
Energy Foshan Foshan 100.00%
00 development under the
Technology
same control
Co. Ltd.Fozhao Haikou Haikou Production
(Hainan) 200000000. and sales Newly
100.00%
Technology 00 established
Co. Ltd.Nanning
Manufacturin
Liaowang 35055700.0
Nanning Nanning g of vehicle 53.79% Acquired
Auto Lamp 0
lamps
Co. Ltd.
303Foshan Electrical and Lighting Co. Ltd.
Liuzhou
Guige Manufacturin
30000000.0
Lighting Liuzhou Liuzhou g of vehicle 53.79% Acquired
0
Technology lamps
Co. Ltd.Liuzhou Manufacturin
Guige g of
20000000.0
Foreshine Liuzhou Liuzhou automotive 53.79% Acquired
0
Technology electronic
Co. Ltd. products
Chongqing
Guinuo Manufacturin
30000000.0
Lighting Chongqing Chongqing g of vehicle 53.79% Acquired
0
Technology lamps
Co. Ltd.Qingdao
Guige Manufacturin
30000000.0
Lighting Qingdao Qingdao g of vehicle 53.79% Acquired
0
Technology lamps
Co. Ltd.Indonesia
Manufacturin
Liaowang 40873066.4
Indonesia Indonesia g of vehicle 53.79% Acquired
Auto Lamp 2
lamps
Co. Ltd.Foshan
Business
Sigma
50000000.0 Business combination
Venture Foshan Foshan 100.00%
0 services under the
Capital Co.same control
Ltd.Foshan Business
Electronic
NationStar 618477169. combination
Foshan Foshan manufacturin 21.48%
Optoelectron 00 under the
g
ics Co. Ltd. same control
Foshan
NationStar Business
Electronic
Semiconduct 820000000. combination
Foshan Foshan manufacturin 21.48%
or 00 under the
g
Technology same control
Co. Ltd.Foshan
Business
NationStar Electronic
10000000.0 combination
Electronic Foshan Foshan manufacturin 21.48%
0 under the
Manufacturin g
same control
g Co. Ltd.Nanyang
Business
Baoli
100000000. combination
Vanadium Henan Nanyang Mining 12.89%
00 under the
Industry Co.same control
Ltd.Guangdong 5000000.00 Guangzhou Guangzhou Trade 21.48% Business
304Foshan Electrical and Lighting Co. Ltd.
New combination
Electronic under the
Information same control
Ltd.Guangdong
Fenghua Business
Electronic
Semiconduct 200000000. combination
Guangzhou Guangzhou manufacturin 21.45%
or 00 under the
g
Technology same control
Co. Ltd.Notes to holding proportion in subsidiary different from voting proportion:
None.Basis of holding half or less voting rights but still controlling the investee and holding more than half of the
voting rights but not controlling the investee:
None.Significant structural entities and controlling basis in the scope of combination:
None.Basis of determining whether the Company is the agent or the principal:
None.Other notes:
Note: Foshan Guoxing Electronic Manufacture Co. Ltd. Foshan NationStar Semiconductor Co. Ltd. Nanyang
Baoli Vanadium Industry Co. Ltd. Guangdong New Electronics Information Ltd. and Guangdong Fenghua
Semiconductor Technology Co. Ltd. are subsidiaries of Foshan NationStar Optoelectronics Co. Ltd.
(2) Significant Non-wholly-owned Subsidiary
Unit: RMB
Shareholding The profit or loss Declaring dividends Balance of non-
Name proportion of non- attributable to the non- distributed to non- controlling interests at
controlling interests controlling interests controlling interests the period-end
Nanning Liaowang
46.21%19880259.291835518.55458041236.34
Auto Lamp Co. Ltd.Foshan NationStar
Optoelectronics Co. 78.52% 67060845.02 29139436.44 2971057522.70
Ltd.Holding proportion of non-controlling interests in subsidiary different from voting proportion:
None.Other notes:
305Foshan Electrical and Lighting Co. Ltd.
None.
(3) The Main Financial Information of Significant Not Wholly-owned Subsidiary
Unit: RMB
Ending balance Beginning balance
Curren Non- Curren Non-
Non- Total Non- Total
Name Curren Total t current Curren Total t current
current liabiliti current liabiliti
t assets assets liabiliti liabilit t assets assets liabiliti liabilit
assets es assets es
es y es y
Nanni
ng
Liaow
15902487151215671587245315471577
ang 8969 5492 8656 3008859 842 829 758 631 233 730 819
8294892001818072
Auto 943.2 891.9 422.9 343.3 841.2 651.6 991.0 063.5
8.71.360.33.52
67958146
Lamp
Co.Ltd.Foshan
Nation
3967255965262340272237932786657920792826
Star 3823 7466
291121413584973005866871712327
Optoel 8885 1487
374.5730.0104.5273.6125.2331.6486.7818.4881.2757.7
ectroni 1.56 6.50
2686273077
cs Co.Ltd.Unit: RMB
Reporting Period Same period of last year
Total Cash flows Total Cash flows
Name Operating comprehen from Operating comprehen from
Net profit Net profit
revenue sive operating revenue sive operating
income activities income activities
Nanning
Liaowang 1585442 4719431 4865706 2412472 1559021 4403599 4363046 2427830
Auto Lamp 717.59 6.22 4.30 5.63 639.99 5.00 9.76 2.67
Co. Ltd.Foshan
NationStar
35416378553553855355338964083579885121273712180123914491
Optoelectro
227.924.984.9859.65727.4411.1928.1055.58
nics Co.Ltd.
(4) Significant Restrictions on Using the Assets and Liquidating the Liabilities of the Company
None.
306Foshan Electrical and Lighting Co. Ltd.
(5) Financial Support or Other Supports Provided to Structural Entities Incorporated into the Scope of Consolidated
Financial Statements
None.
2. The Transaction of the Company with Its Owner’s Equity Share Changed but Still Controlling the
Subsidiary
(1) Note to the Owner’s Equity Share Changed in Subsidiary
During the period the share of ownership interest in the subsidiary FSL Zhida Electric Technology Co. Ltd.
(FSL Zhida) increased from 51% to 66.84%. The reason for the change in the share of ownership interest during
the period was that the minority shareholders of the subsidiary did not pay the capital contribution according to
the amount of contribution agreed in the investment agreement and the registered capital of the subsidiary was
reduced by agreement with the minority shareholders while the share held by the minority shareholders in the
subsidiary was reduced according to the proportion of the actual capital contribution.
(2) The Transaction’s Influence on the Equity of Non-controlling Interests and the Owner's Equity
Attributable to the Company as the Parent
Unit: RMB
Zhida Company
Purchase cost/disposal consideration 0.00
-Cash 0.00
-Fair value of non-cash assets 0.00
Total purchase cost/disposal consideration 0.00
Less: Share of net assets of subsidiaries based on percentage of
5458448.30
equity acquired/disposed of
Difference -5458448.30
Of which: Adjusting capital reserve -5458448.30
Adjusting surplus reserve 0.00
Adjusting retained profits 0.00
3. Equity in Joint Ventures or Associated Enterprises
(1) Significant Joint Ventures or Associated Enterprises
None.
(2) Main Financial Information of Significant Joint Ventures
None.
(3) Main Financial Information of Significant Associated Enterprises
None.
307Foshan Electrical and Lighting Co. Ltd.
(4) Summary Financial Information of Insignificant Joint Ventures or Associated Enterprises
Unit: RMB
Closing balance/amount of the current Opening balance/amount of the previous
period period
Joint ventures:
The total of following items according to
the shareholding proportions
Associated enterprises:
Total carrying value of investment 179188555.15 181931792.66
The total of following items according to
the shareholding proportions
--Net profit 1833621.59 2467060.07
--Total comprehensive income 1833621.59 2467060.07
(5) Note to the Significant Restrictions on the Ability of Joint Ventures or Associated Enterprises to
Transfer Funds to the Company
None.
(6) The Excess Loss of Joint Ventures or Associated Enterprises
None.
(7) The Unrecognized Commitment Related to Investment to Joint Ventures
None.
(8) Contingent Liabilities Related to Investment to Joint Ventures or Associated Enterprises
None.
4. Significant Common Operation
None.
5. Equity in the Structured Entity Excluded in the Scope of Consolidated Financial Statements
Notes to the structured entity excluded in the scope of consolidated financial statements:
None.
6. Other
None.
308Foshan Electrical and Lighting Co. Ltd.
XI. Government Grants
1. Government Grants Recognized at the End of the Reporting Period at the Amount Receivable
□Applicable □Not applicable
Reasons for failing to receive government grants in the estimated amount at the estimated point in time
□Applicable □Not applicable
2. Liability Items Involving Government Grants
□Applicable □Not applicable
Unit: RMB
Amount
Amount
recorded into
transferred to
Amount of non- Related to
Beginning other income Other Ending
Item newly operating assets/related
balance in the changes balance
subsidy income in the to income
Reporting
Reporting
Period
Period
Deferred 87291648.8 29426184.0 63950864.7 Related to
6085400.00
income 0 2 8 assets
Deferred 11234596.4 Related to
9786584.636569968.655121956.79
income 9 income
3. Government Grants Recognized as Current Profit or Loss
□Applicable □Not applicable
Unit: RMB
Accounting items Amount for the current period Amount for the previous period
Other income 90204646.62 84894793.92
Non-operating income 11000.00 976090.45
XII. The Risk Related to Financial Instruments
1. Various Types of Risks Arising from Financial Instruments
The financial instruments of the Company included: equity investment notes receivable accounts receivable
other receivables accounts payable notes payable other payables short-term borrowings long-term borrowings
etc. The details of each financial instrument see relevant items of Note V.The main risks of the Company due to financial instruments were credit risk liquidity risk and market risk. The
operating management of the Company was responsible for the risk management target and the recognition of the
policies.(I) Credit risk
Credit risk was one party of the contract failed to fulfill the obligations and causes loss of financial assets of the
other party. The credit risk the Company faced was selling on credit which leads to customer credit risk.The Company will evaluate credit risk of new customer and set credit limit once the balance of account
309Foshan Electrical and Lighting Co. Ltd.
receivable over credit limit require the customer to pay or producing and delivering goods shall be approved by
the management of the Company.The Company through monthly aging analysis of account receivable and monitoring the collection situation of the
customer ensured the overall credit risk of the Company was in control scope. Once appear abnormal situation
the Company should conduct necessary measures to requesting the payment timely.(II) Liquidity Risk
Liquidity risk is referred to their risk of incurring capital shortage when performing settlement obligation in the
way of cash payment or other financial assets. The policies of the Company are to ensure that there was sufficient
cash to pay the due liabilities. The liquidity risk is centralized controlled by the Financial Department of the
Company. The financial department through supervising the balance of the cash and securities can be convert to
cash at any time and the rolling prediction of cash flow in future 12 months to ensure the Company have sufficient
cash to pay the liabilities under the case of all reasonable prediction.(III) Market risk
Market risk was referred to risk of the fair value or future cash flow of financial instrument changed due to the
change of market price including: exchange rate risk interest rate risk and other price risk.
1. Exchange rate risk
Exchange rate risk refers to the risk of loss due to exchange rate changes. The Company's exposure to foreign
exchange risk is mainly related to the US dollar and the euro. As of 31 December 2023 the Company's assets and
liabilities were in RMB except for the balances of usd euro Hong Kong dollar and rupiah as set out in this Note
VII-81 Foreign Currency Monetary Items. Foreign exchange risk arising from the assets and liabilities of such
foreign currency balances may have a certain impact on the Company's operating results. The Company made
efforts to avoid exchange rate risk through forward exchange settlement improving operation management and
promoting the international competitiveness of the Company etc.
2. Interest rate risk
Interest rate risk is refers to fluctuation risk of the fair value or future cash flow of financial instrument change due
to the change of market interest rates. The interest rate risk faced by the Company mainly comes from bank
borrowings. By establishing a good bank-enterprise relationship the Company reasonably designed the credit line
credit variety and credit period ensured sufficient credit line of banks and met various short-term financing needs
of the Company with preferential loan interest rates. As of 31 December 2023 the Company's fixed interest rate
loan balance was RMB746270043.42 accounting for 100% of the total loan balance and the risks in this part
were controllable.
3. Other price risk
Naught
2. Hedge
(1) The Company Carries out Hedging Business for Risk Management
□Applicable □Not applicable
(2) The Company Conducts Eligible Hedging Operations and Applies Hedge Accounting
None.
310Foshan Electrical and Lighting Co. Ltd.
(3) The Company Conducts Hedging Operations for Risk Management Expects to Achieve Its Risk
Management Objectives but Does Not Apply Hedge Accounting
□Applicable □Not applicable
3. Financial Assets
(1) Classification of Transfer Methods
□Applicable □ Not applicable
Unit: RMB
Nature of transferred Amount of transferred
Transfer method Derecognized or not Basis for derecognition
financial assets financial assets
Since the credit risk
and deferred payment
risk of bank acceptance
bills in accounts
receivable financing
are minimal and the
Accounts receivable interest risk related to
Endorsement of notes 382666660.54 Yes
financing the notes has been
transferred to banks it
can be judged that
almost all risks and
rewards of ownership
of the notes have been
transferred
Almost all risks and
rewards of ownership
Endorsement of notes Notes receivable 85677711.56 Yes
of the notes have been
transferred
Almost all risks and
rewards of ownership
Discount of notes Notes receivable 73640191.87 Yes
of the notes have been
transferred
Almost all its risks and
rewards have been
Endorsement of notes Notes receivable 71846109.20 Not retained including the
risk of default
associated with it
Almost all its risks and
rewards have been
Discount of notes Notes receivable 66689877.73 Not retained including the
risk of default
associated with it
Total 680520550.90
(2) Financial Assets Derecognized due to Transfer
□Applicable □ Not applicable
Unit: RMB
Item Method of financial assets Amount of derecognized Gains or losses related to
311Foshan Electrical and Lighting Co. Ltd.
transfer financial assets derecognition
Accounts receivable financing Endorsement of notes 382666660.54
Notes receivable Endorsement of notes 85677711.56
Notes receivable Discount of notes 73640191.87
Total 541984563.97
(3) Continued Involvement in the Transfer of Assets Financial Assets
□Applicable □ Not applicable
Unit: RMB
Amount of assets resulting Amount of liabilities resulting
Item Method of assets transfer
from continued involvement from continued involvement
Notes receivable
Of which: Bank acceptance
Endorsement of notes 71846109.20
bills
Bank acceptance
Discount of notes 66689877.73
bills
Total 138535986.93
XIII. The Disclosure of Fair Value
1. Ending Fair Value of Assets and Liabilities at Fair Value
Unit: RMB
Closing fair value
Fair value Fair value Fair value
Item
measurement items at measurement items at measurement items at Total
level 1 level 2 level 3
I. Consistent fair value
--------
measurement
(I) Trading financial
979297.78151550477.63152529775.41
assets
1. Financial assets at
fair value through 979297.78 151550477.63 152529775.41
profit or loss
(1) Wealth
151550477.63151550477.63
management products
(2) Investments in
979297.78979297.78
equity instruments
(II) Other investments
454822905.25454822905.25
in debt obligations
(III) Other equity
659184177.5540578568.80699762746.35
instrument investment
(IV) Receivable
443201960.02443201960.02
financing
Total assets measured
660163475.33606373382.88483780528.821750317387.03
at fair value on a
312Foshan Electrical and Lighting Co. Ltd.
recurring basis
II. Inconsistent fair
--------
value measurement
2. Basis for determining the market value of continuing and discontinuing level 1 fair value measurement
items
Level 1 fair value measurements are determined based on the market price of equities at the balance sheet date
and the mid-price of the RMB exchange rate published by the State Administration of Foreign Exchange as
quoted prices in an active market.
3. Continuing and discontinuing Level 2 fair value measurement items qualitative and quantitative
information on the valuation techniques used and significant parameters
The fair value of financial products subscribed by the Group and other investments in debt obligations that are
measured at fair value is determined by reference to the expected rate of return provided by the financial
institutions.
4. Continuing and discontinuing Level 3 fair value measurement items qualitative and quantitative
information on the valuation techniques used and significant parameters
(1) The Company measured the investment at cost as a reasonable estimate of fair value because there were no
significant changes in the business environment and operating and financial conditions of the investee GF Bank.
(2) The Company measured the investee Shenzhen Zhonghao (Group) Company Limited at nil as a reasonable
estimate of fair value due to the deterioration of its business environment and operating and financial conditions.
(3) The Company measured the investment at cost as a reasonable estimate of fair value because there were no
significant changes in the business environment and operating and financial conditions of the investee
companies Foshan Nanhai District United Guangdong New Light Source Industry Innovation Center Beijing
Guang Rong Union Semiconductor Lighting Industry Investment Center and Guangdong Rising Finance Co.Ltd.
(4) The receivables financing represents bank acceptance notes held by the Company with a short remaining
maturity the face value of which approximates the fair value and the face amount is used to recognize the fair
value at the statement date.
5. Sensitiveness Analysis on Unobservable Parameters and Adjustment Information between Beginning
and Ending Carrying Value of Consistent Fair Value Measurement Items at Level 3
Naught
6. Explain the Reason for Conversion and the Governing Policy when the Conversion Happens if
Conversion Happens among Consistent Fair Value Measurement Items at Different Levels
Naught
313Foshan Electrical and Lighting Co. Ltd.
7. Changes in the Valuation Technique in the Current Period and the Reason for Such Changes
Naught
8. Fair Value of Financial Assets and Liabilities Not Measured at Fair Value
Financial assets and liabilities not measured at fair value include: monetary assets accounts receivable and
accounts payable etc. There is small difference between the carrying value of above financial assets and liabilities
and fair value.
9. Other
Naught
XIV. Related Party and Related-party Transactions
1. The parent company of the Company
Proportion of
Proportion of share
voting rights
held by the
owned by the
Name Registration place Nature of business Registered capital Company as the
Company as the
parent against the
parent against the
Company (%)
Company (%)
Hongkong Wah
Shing Holding Hong Kong Investment HKD110000 12.17% 12.17%
Company Limited
Guangdong Rising
Holdings Group Guangzhou Investment RMB10 billion 8.38% 8.38%
Co. Ltd.Guangdong
Electronics
Production and
Information Guangzhou RMB1.162 billion 7.92% 7.92%
sales
Industry Group
Ltd.Rising Investment
RMB360 million
Development Hong Kong Investment 1.65% 1.65%
Limited and HKD1 million
Total 30.12% 30.12%
Notes: Information on parent company of the Company
Hongkong Wah Shing Holding Company Limited (hereinafter referred to as "Hongkong Wah Shing") the
largest shareholder of the Company is a wholly-owned subsidiary of Guangdong Electronics Information
Industry Group Ltd. (hereinafter referred to as "Electronics Group") and Electronics Group Shenzhen Rising
Investment Development Co. Ltd. (hereinafter referred to as "Shenzhen Rising") Guangdong Rising Holdings
Group Co. Ltd. (renamed Guangdong Rising Capital Investment Co. Ltd. on 13 December 2021 hereinafter
referred to as “Rising Capital”) and Rising Investment Development Limited (hereinafter referred to as “Rising
314Foshan Electrical and Lighting Co. Ltd.
Investment”) are wholly-owned subsidiaries of Guangdong Rising Holdings Group Co. Ltd. (hereinafter
referred to as “Rising Holdings Group”). According to the relevant provisions of the Company Law and the
Measures for the Administrative Measures on Acquisition of Listed Companies Electronics Group Shenzhen
Rising Rising Capital and Rising Investment are concerted actors and Rising Holdings Group becomes the
actual controller of the Company. In December 2021 Shenzhen Rising and Rising Capital transferred all their
shares of the Company to Rising Holdings Group. After the transfer Rising Holdings Group Electronics Group
and Rising Investment acted in concert with each other. In February 2022 the Company repurchased and
cancelled part of its shares and the proportion of shares held by the above parties acting in concert was 30.82%
in aggregate; in November 2023 the Company made a non-public offering of 186783583.00 shares of A-
shares to a specific object and Rising Holdings Group subscribed 46695895.00 shares and as of 31 December
2023 the proportion of shares held by the above parties acting in concert was 30.12%.
The final controller of the Company is Guangdong Rising Holdings Group Co. Ltd.
2. Subsidiaries of the Company
Refer to Note X Equity in Other Entities -1. Equity in Subsidiaries for details.
3. Information on the Joint Ventures and Associated Enterprises of the Company
Refer to Note X Equity in Other Entities-3. Equity in Joint Ventures or Associated Enterprises for details of
significant joint ventures or associated enterprises of the Company.
4. Information on Other Related Parties
Name Relationship with the Company
PROSPERITY LAMPS & COMPONENTS LTD Shareholder owning over 5% shares
Dongguan Hengjian Environmental Protection Technology
Under same actual controller
Co. Ltd.Foshan Fulong Environmental Technology Co. Ltd. Under same actual controller
Guangdong Fenghua Advanced Technology (Holding) Co.Under same actual controller
Ltd.Guangdong Rising South Construction Co. Ltd. Under same actual controller
Guangdong Rising Rare Metals and New Photoelectric
Under same actual controller
Materials Co. Ltd.Guangdong Rising Research and Development Institute Co.Under same actual controller
Ltd.Guangdong Heshun Property Management Co. Ltd. The
Under same actual controller
Pinnacle Branch
Guangdong Huajian Enterprise Group Co. Ltd. Under same actual controller
Guangdong Electronics Information Industry Group Ltd. Under same actual controller
Guangdong Rising Finance Co. Ltd. Under same actual controller
Guangdong Tianxin Commercial Service Co. Ltd. Under same actual controller
Guangdong Yixin Changcheng Construction Group Under same actual controller
Guangdong Zhongjin Lingnan Engineering Technology Co.Under same actual controller
Ltd.Guangdong Zhongjin Lingnan Junpeng Intelligent Equipment
Under same actual controller
Co. Ltd.Guangdong Zhongjin Lingnan Equipment Technology Co.Under same actual controller
Ltd.Guangdong Zhongnan Construction Co. Ltd. Under same actual controller
Guangdong Zhongren Group Construction Co. Ltd Under same actual controller
315Foshan Electrical and Lighting Co. Ltd.
Guangdong Zhuyuan Construction Engineering Co. Ltd. Under same actual controller
Guangzhou Haixinsha Industrial Co. Ltd. Under same actual controller
Guangzhou Shengdu Investment Development Co. Ltd. Under same actual controller
Guangzhou Wanshun Investment Management Co. Ltd. Under same actual controller
Jiangmen Dongjiang Environmental Company Limited Under same actual controller
Shenzhen Longgang Dongjiang Industrial Waste Treatment
Under same actual controller
Co. Ltd.Shenzhen Yuepeng Construction Co. Ltd. Under same actual controller
Shenzhen Zhongjin Lingnan Nonfemet Co. Ltd. Under same actual controller
Zhuhai Dongjiang Environmental Protection Technology Co.Under same actual controller
Ltd.Zhuhai Doumen District Yongxingsheng Environmental
Industry Waste Recovery and Comprehensive Treatment Co. Under same actual controller
Ltd.Shandong Zhongjin Lingnan Copper Co. Ltd. Under same actual controller
Guangdong Great Wall Hotel Co. Ltd. Under same actual controller
Primatronix Nanho Technology Ltd. Under same actual controller
Guangdong Dabaoshan Mining Co. Ltd. Under same actual controller
Guangdong Xintaochip Microelectronics Co. Ltd. (formerly
Under same actual controller
known as Fenghua Research Institute (Guangzhou) Limited)
Guangdong Rising Non-ferrous Metal Group Co. Ltd. Under same actual controller
Guangdong Huajian Engineering Construction Co. Ltd.(formerly known as Guangzhou Huajian Engineering Under same actual controller
Construction Co. Ltd.)
Ramada Pearl Hotel Guangzhou Under same actual controller
Prosperity (China) Electrical Company Limited Enterprise controlled by related natural person
Hangzhou Times Lighting Electric Appliances Co. Ltd. Enterprise controlled by related natural person
Nanning Ruixiang Industrial Investment Co. Ltd. Enterprise significantly affected by related natural person
Guangdong The Great Wall Building Co. Ltd. Under same actual controller (cancelled in August 2023)
Under same actual controller (removed from the consolidation
Guangdong Electronic Technology Research Institute
scope of Rising Holdings Group since October 2023)
5. List of Related-party Transactions
(1) Information on Acquisition of Goods and Reception of Labor Service
Information on acquisition of goods and reception of labor service
Unit: RMB
The approval trade Whether exceed Same period of
Related party Content Reporting Period
credit trade credit or not last year
Guangdong
Fenghua
Advanced Purchase of
2986035.20 45000000.00 Not 5695752.29
Technology materials
(Holding) Co.Ltd.Prosperity Lamps
Purchase of
& Components 55967.88 7000000.00 Not 773460.05
materials
Limited
Hangzhou Times Purchase of 0.00 222265.48
316Foshan Electrical and Lighting Co. Ltd.
Lighting Electric materials
Appliances Co.Ltd.Guangdong
Zhongren Group Receiving labor
46260034.42289930912.14
Construction Co. service
Ltd
Guangdong Yixin
Changcheng Receiving labor
142484829.61111475305.10
Construction service
Group
Guangdong
Zhongnan Receiving labor
126639979.72103677209.29
Construction Co. service
Ltd.Shenzhen
Yuepeng Receiving labor
1681659.503386152.77
Construction Co. service
Ltd.Guangzhou Receiving labor
Haixinsha 1982823.87
service
Industrial Co. Ltd.Foshan Fulong
Environmental Receiving labor
346191.32584364.15
Technology Co. service
Ltd.Shenzhen
Longgang
Dongjiang Receiving labor
156034.70243366.03
Industrial Waste service
Treatment Co.Ltd.Dongguan
Hengjian
Environmental Receiving labor
76930.19411123.02
Protection service 38000000.00 Not
Technology Co.Ltd.Jiangmen
Dongjiang Receiving labor
82209.44534608.11
Environmental service
Company Limited
Zhuhai Doumen
District
Yongxingsheng
Environmental Receiving labor
Industry Waste 43504.72 194018.86
service
Recovery and
Comprehensive
Treatment Co.Ltd.Zhuhai Dongjiang
Environmental Receiving labor
Protection 214012.32
service
Technology Co.Ltd.
317Foshan Electrical and Lighting Co. Ltd.
Ramada Pearl Providing labor
107037.44
Hotel Guangzhou services
Guangdong
Tianxin Receiving labor
56106.76
Commercial service
Service Co. Ltd.Guangdong
Providing labor
Dabaoshan Mining 25471.68
services
Co. Ltd.Guangdong Great
Providing labor
Wall Hotel Co. 23365.00
services
Ltd.Guangdong The
Receiving labor
Great Wall 22053.55 68616.45
service
Building Co. Ltd.Primatronix Nanho Providing labor
5249.00
Technology Ltd. services
Guangdong
Fenghua
Advanced Providing labor
3584.91
Technology services
(Holding) Co.Ltd.Guangdong
Electronic Receiving labor
823008.85
Technology service
Research Institute
Total 323253081.23 90000000.00 Not 518020162.59
Information of sales of goods and provision of labor service
Unit: RMB
Related party Content Reporting Period Same period of last year
Prosperity Lamps &
Sale of products 26429431.11 21966484.49
Components Limited
Guangdong Fenghua
Advanced Technology Sale of products 12695399.38 14629816.41
Holding Co. Ltd.Guangdong Zhongnan
Sale of products 2836654.66 44383.37
Construction Co. Ltd.Shenzhen Zhongjin Lingnan
Sale of products 985342.48 1325641.06
Nonfemet Co. Ltd.Shandong Zhongjin Lingnan
Sale of products 635444.25
Copper Co. Ltd.Guangdong Yixin
Changcheng Construction Sale of products 563380.10 441210.93
Group
Guangdong Zhuyuan
Construction Engineering Sale of products 463890.89
Co. Ltd.Guangdong Rising Non-
Sale of products 349463.13
ferrous Metal Group Co. Ltd.Guangdong Rising Holdings
Sale of products 258120.00
Group Co. Ltd.Guangdong Zhongren Group
Sale of products 256834.10
Construction Co. Ltd
Guangzhou Wanshun Sale of products 538207.40
318Foshan Electrical and Lighting Co. Ltd.
Investment Management Co.Ltd.Guangzhou Shengdu
Investment Development Co. Sale of products 281946.91
Ltd.Guangdong Rising South
Sale of products 174054.95
Construction Co. Ltd.Guangdong Zhongjin Lingnan
Equipment Technology Co. Sale of products 122855.75
Ltd.Guangdong Zhongjin Lingnan
Engineering Technology Co. Sale of products 103340.71
Ltd.Prosperity (China) Electrical
Sale of products 66276.48
Company Limited
Guangdong Electronics
Information Industry Group Sale of products 27796.46
Ltd.Guangdong Zhongjin Lingnan
Junpeng Intelligent Sale of products 23742.48
Equipment Co. Ltd.Guangdong Electronic
Technology Research Sale of products 8792.92
Institute
Guangdong Heshun Property
Management Co. Ltd. The Providing labor services 603820.91
Pinnacle Branch
Total 46077781.01 39754550.32
Notes:
1. The pricing policy for related-party transactions between the Company and its related parties is as follows:
The pricing of related-party transactions should be market-oriented and subject to the market prices when such a
transaction occurs. The relevant funds should be paid on time according to the actual transaction.
2. The related-party transactions between the Company and its subsidiaries and between subsidiaries have been
offset during report consolidation.
(2) Information on Related-party Trusteeship/Contract
Lists of trusteeship/contract:
None.Lists of entrust/contractee
Unit: RMB
Charge
Name of the Name of the
recognized in
entruster/contra entrustee/ Type Start date Due date Pricing basis
this Reporting
ctee contractor
Period
Foshan Guangdong
NationStar Zhongren 30 December 31 December
Optoelectronics Group 2020 2022
Co. Ltd. Construction
319Foshan Electrical and Lighting Co. Ltd.
Co. Ltd
Fozhao Guangdong
(Hainan) Zhongnan
30 March 2022 14 May 2023
Technology Construction
Co. Ltd. Co. Ltd.Guangdong
Foshan
Yixin
Electrical and 29 December
Changcheng 28 May 2021
Lighting Co. 2022
Construction
Ltd.Group
Foshan Kelian Guangdong
New Energy Zhongnan 23 December
23 June 2021
Technology Construction 2022
Co. Ltd. Co. Ltd.Foshan Kelian Guangdong
New Energy Huajian 31 December
1 May 2023
Technology Enterprise 2023
Co. Ltd. Group Co. Ltd.Notes to entrust/contractee:
1. The Company’s subsidiary Foshan NationStar Optoelectronics Co. Ltd. entered into the General Contracting
Contract of NationStar Optoelectronics for the Survey Design and Construction of the Geely Industrial Park
with Guangdong Zhongren Group Construction Co. Ltd. Guangdong Architectural Design & Research
Institute Co. Ltd. and CSIC International Engineering Co. Ltd. on 30 December 2020. The above parties take
charge of the survey design and construction of the Geely Industrial Park. The total price of the contract is
RMB509292500. As of the date of this report the project has not been completed and accepted.
2. The Company’s subsidiary Fozhao (Hainan) Technology Co. Ltd. entered into the General Contracting
Contract for Design and Construction of FSL Hainan Industrial Park Phase I with Guangdong Zhongnan
Construction Co. Ltd. and Guangdong Architectural Design & Research Institute Co. Ltd. on 30 March 2022.The above parties take charge of the design and construction of FSL Hainan Industrial Park. The total price of
the contract is RMB179051600 and the planned total construction period is 390 calendar days (50 days for
design and 340 days for construction). As of the date of this report the project has not yet reached its intended
useable condition.
3. The Company entered into the General Contracting Contract of Foshan Electrical and Lighting Co. Ltd. for
the Design and Construction of the Office Buildings of Gaoming Headquarters Production Base Phase II with
Guangdong Yixin Changcheng Construction Group Co. Ltd. and Guangdong Architectural Design & Research
Institute Co. Ltd. on 28 May 2021. The above parties take charge of the design and construction of Gaoming
office buildings. The total price of the contract is RMB175025600 and the planned total construction period is
560 calendar days (560 days for construction including 90 days for design). As of the date of this report the
project has not yet reached its intended useable condition.
320Foshan Electrical and Lighting Co. Ltd.
4. The Company’s subsidiary Foshan Kelian New Energy Technology Co. Ltd. entered into the General
Contracting Contract for Design and Construction of the Foshan Kelian Building Decoration Engineering with
Guangdong Zhongnan Construction Co. Ltd. and Guangdong Architectural Design & Research Institute Co.Ltd. on 23 June 2021. The above parties take charge of the survey design and construction of Kelian Building.The total price of the contract is RMB189070200 and the planned total construction period is 240 calendar
days. Among them except for the self-used layers the construction period shall be counted from the date when
the construction actually begins. As of the date of this report the office self-use floor portion of the project's
Building 2 has been completed and passed the completion acceptance and the renovation of the public areas
and apartments on Floors 4-8 of the project's Building 2 is in progress.
5. On 21 April 2023 a subsidiary of the Company Foshan Kelian New Energy Technology Co. Ltd.
(hereinafter referred to as "Foshan Kelian") entered into the Contract on the Operation and Investment
Attraction Services for Kelian Building with Guangdong Huajian Enterprise Group Co. Ltd. (hereinafter
referred to as "Huajian Group"). Foshan Kelian entrusted part of the property of Kelian Building to Huajian
Group for operation. Huajian Group shall pay the minimum guaranteed rental income to Foshan Kelian within
the operation period. As of the date of this report the properties entrusted for operation are under renovation.
(3) Information on Related-party Lease
The Company was lessor:
Unit: RMB
The lease income confirmed The lease income confirmed
Name of lessee Category of leased assets
in the Reporting Period in the same period of last year
Guangdong Rising Research
and Development Institute
Operating lease 1371318.77 1194370.76
Co. Ltd. and its majority-
owned subsidiaries
The Company served as the lessee:
Unit: RMB
Rental expenses of Variable lease
short-term lease payments not
Income expense of
simplified treated included in the Increased right-of-
Paid rent lease liabilities
and low-value measurement of use assets
undertaken
Name Type of asset lease (if lease liabilities (if
of assets applicable) applicable)
lessor leased The The The The The
Reporti same Reporti same Reporti same Reporti same Reporti same
ng period ng period ng period ng period ng period
Period of last Period of last Period of last Period of last Period of last
year year year year year
Guangd
ong
Great
Operati 64954. 237451 1801.2 1557.4 54673.Wall
ng lease 29 .34 9 6 41
Buildin
g Co.Ltd.Guangd Operati 219647 2688.2 65598.ong ng lease .41 9 04
321Foshan Electrical and Lighting Co. Ltd.
Tianxin
Comme
rcial
service
Co.Ltd.
(4) Information on Related-party Guarantee
None.
(5) Information on Inter-bank Lending of Capital of Related Parties
None.
(6) Information on Assets Transfer and Debt Restructuring by Related Party
None.
(7) Information on Remuneration for Key Management Personnel
Unit: RMB
Item Reporting period Same period of last year
Chairman of the Board 1705572.73 1284350.64
General Manager 1470932.32 1215545.40
Chairman of the Supervisory Committee 1316856.34 778048.20
Secretary of the Board 535162.42 483110.98
Chief Financial Officer 1419623.28 982355.46
Other 10108242.96 7936351.27
Total 16556390.05 12679761.95
(8) Other Related-party Transactions
In accordance with the Financial Service Agreement signed by the Company in 2023 the total maximum daily
deposit balance of the Company and its majority-owned subsidiaries deposited in Guangdong Rising Finance
Co. Ltd. shall not exceed RMB1.2 billion and the general credit limit provided by Guangdong Rising Finance
Co. Ltd. for the Company and its majority-owned subsidiaries shall not exceed RMB2 billion. As of 31
December 2023 the deposit balance of the Company and its subsidiaries deposited in Guangdong Rising
Finance Co. Ltd. is RMB1179154200. The undue interest receivable is RMB5226500.
6. Accounts Receivable and Payable of Related Party
(1) Accounts Receivable
Unit: RMB
Ending balance Beginning balance
Item Related party
Carrying amount Bad debt provision Carrying amount Bad debt provision
322Foshan Electrical and Lighting Co. Ltd.
Monetary capital- Guangdong Rising
5226458.643774186.39
accrued interest Finance Co. Ltd.PROSPERITY
Accounts LAMPS &
7510483.08225314.492754557.1082636.71
receivable COMPONENTS
LTD
Guangdong
Accounts Zhongnan
4612923.23188722.11218038.4618816.26
receivable Construction Co.Ltd.Guangdong
Fenghua
Accounts Advanced
2992978.9559859.582805991.7956119.84
receivable Technology
(Holding) Co.Ltd.Guangdong Yixin
Accounts Changcheng
2332537.86206392.472049187.54266394.38
receivable Construction
Group
Shenzhen
Accounts Zhongjin Lingnan
566449.0016993.47546626.0016398.78
receivable Nonfemet Co.Ltd.Guangdong
Zhuyuan
Accounts
Construction 510276.71 15308.30
receivable
Engineering Co.Ltd.Guangdong
Accounts Zhongren Group
289918.228697.55
receivable Construction Co.Ltd
Guangdong
Xintaochip
Microelectronics
Accounts Co. Ltd. (formerly
266736.055334.72582275.6011645.51
receivable known as Fenghua
Research Institute
(Guangzhou)
Limited)
Guangdong
Heshun Property
Accounts
Management Co. 242112.68 7263.38 669790.40 66979.04
receivable
Ltd. The Pinnacle
Branch
Guangdong Rising
Accounts
Holdings Group 146462.96 2929.26
receivable
Co. Ltd.Guangdong
Zhongjin Lingnan
Accounts
Engineering 138827.00 4164.81 116775.00 3503.25
receivable
Technology Co.Ltd.Guangdong
Accounts
Huajian 44297.00 22148.50 44297.00 13289.10
receivable
Engineering
323Foshan Electrical and Lighting Co. Ltd.
Construction Co.Ltd. (formerly
known as
Guangzhou
Huajian
Engineering
Construction Co.Ltd.)
Guangdong Rising
Accounts Research and
3850.0077.003080.0061.60
receivable Development
Institute Co. Ltd.Guangdong
Zhongjin Lingnan
Accounts
Equipment 703256.00 103815.51
receivable
Technology Co.Ltd.Guangdong Rising
Accounts Rare Metals and
457703.9645770.40
receivable New Photoelectric
Materials Co. Ltd.Guangdong
Zhongjin Lingnan
Accounts
Junpeng Intelligent 20179.00 605.37
receivable
Equipment Co.Ltd.Prosperity (China)
Prepayments Electrical 39428.00 39428.00
Company Limited
Guangdong
Fenghua
Advanced
Prepayments 148.68 148.68
Technology
(Holding) Co.Ltd.Hangzhou Times
Lighting Electric
Prepayments 1300.88
Appliances Co.Ltd.Guangdong
Other receivables Huajian Enterprise 1791739.20 53752.18
Group Co. Ltd.Guangdong
Tianxin
Other receivables 67165.92 1343.32
Commercial
Service Co. Ltd.Nanning Ruixiang
Industrial
Other receivables 5000.00 150.00
Investment Co.Ltd.Guangdong
Zhongren Group
Other receivables 304.31 9.13
Construction Co.Ltd
Guangdong The
Other receivables Great Wall 53041.92 4708.84
Building Co. Ltd.
324Foshan Electrical and Lighting Co. Ltd.
Guangdong
Fenghua
Advanced
Other receivables 178585.99 3571.72
Technology
(Holding) Co.Ltd.Total 26789398.37 818460.27 15017148.83 694316.31
(2) Accounts Payable
Unit: RMB
Item Related party Ending carrying amount Beginning carrying amount
Guangdong Zhongren Group
Notes payable 15052221.04 52101816.43
Construction Co. Ltd
Guangdong Fenghua
Notes payable Advanced Technology 373870.86 449283.50
(Holding) Co. Ltd.Guangdong Zhongren Group
Accounts payable 117665437.46 129250643.46
Construction Co. Ltd
Guangdong Yixin
Accounts payable Changcheng Construction 65992673.05
Group
Guangdong Zhongnan
Accounts payable 43398748.24
Construction Co. Ltd.Guangdong Fenghua
Accounts payable Advanced Technology 1385589.20 3038287.38
(Holding) Co. Ltd.Shenzhen Yuepeng
Accounts payable 1174680.84 1885437.50
Construction Co. Ltd.Guangzhou Haixinsha
Accounts payable 506936.01
Industrial Co. Ltd.PROSPERITY LAMPS &
Accounts payable 58230.70 773460.05
COMPONENTS LTD
Guangdong Electronic
Accounts payable Technology Research 46500.00 736000.00
Institute
Primatronix Nanho
Accounts payable 14457.85
Technology Ltd.Shenzhen Longgang
Accounts payable Dongjiang Industrial Waste 9478.00 14010.00
Treatment Co. Ltd.Zhuhai Dongjiang
Accounts payable Environmental Protection 1325.10
Technology Co. Ltd.Hangzhou Times Lighting
Accounts payable 99115.04
Electric Appliances Co. Ltd.Foshan Fulong Environmental
Accounts payable 64375.00
Technology Co. Ltd.Dongguan Hengjian
Accounts payable Environmental Protection 46520.40
Technology Co. Ltd.Nanning Ruixiang Industrial
Other payables 103639661.12 120352181.20
Investment Co. Ltd.Guangdong Fenghua
Other payables Advanced Technology 5030015.07 135446928.57
(Holding) Co. Ltd.
325Foshan Electrical and Lighting Co. Ltd.
Guangdong Huajian
Other payables 3593345.15 3216344.40
Enterprise Group Co. Ltd.Shenzhen Yuepeng
Other payables 474900.64 474300.64
Construction Co. Ltd.Guangdong Zhongnan
Other payables 423469.05 846938.10
Construction Co. Ltd.Guangzhou Haixinsha
Other payables 154568.76
Industrial Co. Ltd.Zhuhai Dongjiang
Other payables Environmental Protection 20000.00 50000.00
Technology Co. Ltd.Shenzhen Longgang
Other payables Dongjiang Industrial Waste 20000.00 50000.00
Treatment Co. Ltd.Guangdong Xintaochip
Microelectronics Co. Ltd.Other payables (formerly known as Fenghua 8028.00
Research Institute
(Guangzhou) Limited)
Contract liabilities other PROSPERITY LAMPS &
59428.0059428.00
current liabilities COMPONENTS LTD
Guangdong Zhongnan
Other current liabilities 6700000.00
Construction Co. Ltd.Guangdong Fenghua
Other current liabilities Advanced Technology 339669.91
(Holding) Co. Ltd.Guangzhou Haixinsha
Other current liabilities 339220.26
Industrial Co. Ltd.Guangdong Yixin
Other current liabilities Changcheng Construction 69483.06
Group
Total 366551937.37 448955069.67
7. Commitments of Related Party
(1) Commitment on Avoidance of Horizontal Competition
* Commitment maker: Electronics Group and Hong Kong Rising Investment
Contents of Commitment: Electronics Group and its acting-in-concert parties Hong Kong Rising Investment have
made more commitments as follows to avoid horizontal competition with the Company: 1. They shall conduct
supervision and restraint on the production and operation activities of themselves and their relevant enterprises so
that besides the enterprise above that is in horizontal competition with the Company for now if the products or
business of them or their relevant enterprises become the same with or similar to those of the Company or its
subsidiaries in the future they shall take the following measures: (1) If the Company thinks necessary they and
their relevant enterprises shall reduce and wholly transfer their relevant assets and business; and (2) If the
Company thinks necessary it is given the priority to acquire first by proper means the relevant assets and
business of them and their relevant enterprises. 2. All the commitments made by them to eliminate or avoid
horizontal competition with the Company are also applicable to their directly or indirectly controlled subsidiaries.They are obliged to urge and make sure that other subsidiaries execute what’s prescribed in the relevant document
and faithfully honor all the relevant commitments. 3. If they or their directly or indirectly controlled subsidiaries
break the aforesaid commitments and thus cause a loss for the Company they shall compensate the Company on a
rational basis.Date of commitment making: 4 December 2015
326Foshan Electrical and Lighting Co. Ltd.
Term of commitment: Long-standing
Fulfillment: In execution
* Commitment maker: Rising Holdings Group
Contents of Commitment: 1. The Promisor will take active measures to avoid any business or activity that
competes or may compete with the principal business of the Company and its auxiliary enterprises and urge the
Promisor to control enterprises to avoid any business or activity that competes or may compete with the principal
business of the Company and its auxiliary enterprises. 2. If the Promisor and its controlled enterprises are given
the opportunity to engage in new business that constitutes or may constitute horizontal competition with the
principal businesses of the Company and its auxiliary enterprises the Promisor will make every effort to make the
business opportunity first available to the Company or its auxiliary enterprises on reasonable and fair terms and
conditions on the premise that conditions permit and in the interest of the listed company.Date of commitment making: 4 November 2021
Term of commitment: Long-standing
Fulfillment: In execution
* Commitment maker: Rising Holdings Group Rising Capital and Hongkong Wah Shing
Contents of Commitment: 1. They shall conduct supervision and restraint on the production and operation
activities of themselves and their relevant enterprises so that besides the enterprise above that is in horizontal
competition with FSL for now if the products or business of them or their relevant enterprises become the same
with or similar to those of FSL or its subsidiaries in the future they shall take the following measures: (1) If FSL
thinks necessary they and their relevant enterprises shall reduce and wholly transfer their relevant assets and
business; and (2) If FSL thinks necessary it is given the priority to acquire first by proper means the relevant
assets and business of them and their relevant enterprises. 2. All the commitments made by them to eliminate or
avoid horizontal competition with FSL are also applicable to their directly or indirectly controlled subsidiaries.They are obliged to urge and make sure that other subsidiaries execute what’s prescribed in the relevant document
and faithfully honor all the relevant commitments. 3. If they or their directly or indirectly controlled subsidiaries
break the aforesaid commitments and thus cause a loss for FSL they shall compensate FSL on a rational basis.Date of commitment making: 27 October 2021.Term of commitment: Long-standing.Fulfillment: In execution.
(2) Commitment on Reduction and Regulation of Related-party Transactions
* Commitment maker: Electronics Group and Hong Kong Rising Investment
Contents of Commitment: Electronics Group and Hong Kong Rising Investment have made a commitment that
during their direct or indirect holding of the Company’s shares they shall 1. Strictly abide by the regulatory
documents of the CSRC and the SZSE the Company’s Articles of Association etc. and not harm the interests of
the Company or other shareholders of the Company in their production and operation activities by taking
advantage of their position as the controlling shareholder and actual controller; 2. make sure that they or their
other controlled subsidiaries branch offices jointly-run or associated companies (the “Relevant Enterprises” for
short) will try their best to avoid or reduce related-party transactions with the Company or the Company’s
subsidiaries; 3. strictly follow the market principle of justness fairness and equal value exchange for necessary
and unavoidable related-party transactions between them and their Relevant Enterprises and the Company and
withdraw from voting when a related-party transaction with them or their Relevant Enterprises is being voted on
at a general meeting or a board meeting and execute the relevant approval procedure and information disclosure
duties pursuant to the applicable laws regulations and regulatory documents. Where the aforesaid commitments
are broken and a loss is thus caused for the Company its subsidiaries or the Company’s other shareholders they
327Foshan Electrical and Lighting Co. Ltd.
shall be obliged to compensate.Date of commitment making: 4 December 2015
Term of commitment: Long-standing
Fulfillment: In execution
* Commitment maker: Rising Holdings Group
Contents of Commitment: 1. Strictly abide by the regulatory documents of the CSRC and the SZSE the
Company’s Articles of Association etc; and not harm the interests of the Company or other shareholders of the
Company in their production and operation activities by taking advantage of their position as the controlling
shareholder and actual controller; 2. make sure that they or their other controlled subsidiaries branch offices
jointly-run or associated companies (the "Relevant Enterprises" for short) will try their best to avoid or reduce
related-party transactions with the Company or the Company’s subsidiaries; 3. strictly follow the market principle
of justness fairness and equal value exchange for necessary and unavoidable related-party transactions between
them and their Relevant Enterprises and the Company and withdraw from voting when a related-party transaction
with them or their Relevant Enterprises is being voted on at a general meeting or a board meeting and execute the
relevant approval procedure and information disclosure duties pursuant to the applicable laws regulations and
regulatory documents.Date of commitment making: 4 November 2021
Term of commitment: Long-standing
Fulfillment: In execution
* Commitment maker: Rising Holdings Group Rising Capital and Hongkong Wah Shing
Contents of Commitment: They have made a commitment that during their direct or indirect holding of FSL 1.activities of themselves strictly abide by the regulatory documents of the CSRC and the SZSEFSL’s Articles of
Association etc. and not harm the interests of the Company or other shareholders of FSL in their production and
operation activities by taking advantage of their position as the controlling shareholder and actual controller; 2.make sure that they or their other controlled subsidiaries branch offices jointly-run or associated companies (the
"Relevant Enterprises" for short) will try their best to avoid or reduce related-party transactions with FSL or FSL’s
subsidiaries; 3. strictly follow the market principle of justness fairness and equal value exchange for necessary
and unavoidable related-party transactions between them and their Relevant Enterprises and FSL and withdraw
from voting when a related-party transaction with them or their Relevant Enterprises is being voted on at a general
meeting or a board meeting and execute the relevant approval procedure and information disclosure duties
pursuant to the applicable laws regulations and regulatory documents. Where the aforesaid commitments are
broken and a loss is thus caused for FSL its subsidiaries or FSL’s other shareholders they shall be obliged to
compensate.Date of commitment making: 27 October 2021.Term of commitment: Long-standing.Fulfillment: In execution.
(3) Commitment on Independence
* Commitment maker: Electronics Group and Hong Kong Rising Investment
Contents of Commitment: In order to ensure the independence of FSL in business personnel asset organization
and finance Electronics Group and Hong Kong Rising Investment have made the following commitments: 1.They will ensure the independence of FSL in business: (1) They promise that FSL will have the assets personnel
qualifications and capabilities for it to operate independently as well as the ability of independent sustainable
operation in the market. (2) They promise not to intervene in FSL’s business activities other than the execution of
their rights as FSL’s shareholders. (3) They promise that they and their related parties will not be engaged in
328Foshan Electrical and Lighting Co. Ltd.
business that is substantially in competition with FSL’s business. And (4) They promise that they and their related
parties will try their best to reduce related-party transactions between them and FSL; for necessary and
unavoidable related-party transactions they promise to operate fairly following the market-oriented principle and
at fair prices and execute the transaction procedure and the duty of information disclosure pursuant to the
applicable laws regulations and regulatory documents. 2.They will ensure the independence of FSL in personnel:
(1) They promise that FSL’s GM deputy GMs CFO Company Secretary and other senior management personnel
will work only for and receive remuneration from FSL not holding any positions in them or their other controlled
subsidiaries other than director and supervisor. (2) They promise FSL’s absolute independence from their related
parties in labor human resource and salary management. And (3) They promise to follow the legal procedure in
their recommendation of directors supervisors and senior management personnel to FSL and not to hire or
dismiss employees beyond FSL’s Board of Directors and General Meeting. 3. They will ensure the independence
and completeness of FSL in asset: (1) They promise that FSL will have a production system an auxiliary
production system and supporting facilities for its operation; legally have the ownership or use rights of the land
plants machines trademarks patents and non-patented technology in relation to its production and operation; and
have independent systems for the procurement of raw materials and the sale of its products. (2) They promise that
FSL will have independent and complete assets all under FSL’s control and independently owned and operated by
FSL. And (3) They promise that they and their other controlled subsidiaries will not illegally occupy FSL’s funds
and assets in any way or use FSL’s assets to provide guarantees for the debts of themselves or their other
controlled subsidiaries with. 4. They will ensure the independence of FSL in organization: (1) They promise that
FSL has a sound corporate governance structure as a joint-stock company with an independent and complete
organization structure. (2) They promise that the operational and management organs within FSL will
independently execute their functions according to laws regulations and FSL’s Articles of Association. 5. They
will ensure the independence of FSL in finance: (1) They promise that FSL will have an independent financial
department and financial accounting system with normative independent financial accounting rules. (2) They
promise that FSL will have independent bank accounts and not share bank accounts with its related parties. (3)
They promise that FSL’s financial personnel do not hold concurrent positions in its related parties. (4) They
promise that FSL will independently pay its tax according to law. And (5) They promise that FSL can make
financial decisions independently and that they will not illegally intervene in FSL’s use of its funds.Date of commitment making: 4 December 2015
Term of commitment: Long-standing
Fulfillment: In execution
* Commitment maker: Rising Holdings Group
Contents of Commitment: To maintain the independence of the Company the Promisor has made the following
commitments: 1. It will ensure the personnel independence of the Company. It promises to ensure personnel
independence with the Company and GM deputy GMs CFO Secretary of the Board of Directors and other
senior management personnel of the Company will not hold positions other than directors and supervisors in the
enterprises wholly owned controlled or actually controlled by it and its subsidiaries (hereinafter referred to as
"subsidiaries") and will not receive salaries from it or its subsidiaries. 2. It will ensure the asset independence of
the Company. (1) It promises that the Company has independent and complete assets. (2) It promises that it and its
subsidiaries will not illegally occupy the Company’s funds and assets in any way. 3. It will ensure the financial
independence of the Company: (1) It promises that the Company will have an independent financial department
and financial accounting system. (2) It promises that the Company will have a standardized and independent
financial accounting system. (3) It promises that the Company will have independent bank accounts and not share
bank accounts with it. (4) It promises that the Company’s financial personnel do not hold concurrent positions in
329Foshan Electrical and Lighting Co. Ltd.
it or its subsidiaries. And (5) It promises that the Company can make financial decisions independently and that
they will not illegally intervene in the Company’s use of its funds. 4. It will ensure the independence of the
Company in organization: (1) It promises that the Company can operate independently with an independent and
complete organization structure. (2) It promises that the office and production and business premises of the
Company are separated from those of Rising Holdings Group. And (3) It promises that the Board of Directors the
Supervisory Committee and various functional departments of the Company operate independently and there is
no subordinate relationship with the functional departments of Rising Holdings Group. And 5 It will ensure the
independence of the Company in business: (1) It promises that the Company will have independence in business.And (2) It promises that the Company will have the assets personnel qualifications and capabilities for it to
operate independently as well as the ability of independent sustainable operation in the market.Date of commitment making: 4 November 2021
Term of commitment: Long-standing
Fulfillment: In execution
(4) Commitment on effective performance of measures to fill up returns
Commitment maker: Rising Holdings Group Rising Capital Electronics Group Hongkong Wah Shing Hong
Kong Rising Investment and Shenzhen Rising Investment
Contents of Commitment: 1. They promise not to interfere in the operation and management activities of the listed
company beyond their authority and not to encroach on the interests of the listed company. 2. From the date of
issuance of these commitments to the completion of this trading of the listed company if the CSRC makes new
regulatory requirements on measures to fill up returns and commitments of relevant personnel and the above
commitments cannot meet these new regulatory requirements of the CSRC they promise to issue supplementary
commitments according to the latest regulations of the CSRC at that time. 3. They promise to earnestly fulfill the
measures to fill up returns formulated by the listed company and any commitments made by them. If they violate
these commitments and causes losses to the listed company or investors they are willing to bear the compensation
responsibility for the listed company or investors according to law. As one of the subjects responsible for the
measures to fill up returns if they violate the above commitments or refuse to fulfill the above commitments they
agree that the securities regulatory agencies such as the CSRC and the SZSE will punish them or take relevant
regulatory measures in accordance with the relevant regulations and rules they formulated or issued.Date of commitment making: 27 October 2021.Term of commitment: Long-standing.Fulfillment: In execution.
(5) Commitment on compensation for possible violations of laws and regulations by NationStar
Optoelectronics
Commitment maker: Rising Holdings Group Electronics Group and Rising Capital
Contents of Commitment: If NationStar Optoelectronics is subject to administrative penalties such as
accountability and fines by relevant competent departments after the completion of this trading due to the illegal
acts of NationStar Optoelectronics before the completion of this acquisition they promise to fully bear the losses
of NATIONSTAR or FSL as well as the expenses and fees under punishment or recourse to ensure that
NationStar Optoelectronics or FSL will not suffer any economic losses.Date of commitment making: 27 October 2021.Term of commitment: Long-standing.Fulfillment: In execution.
(6) Commitment on the truthfulness accuracy and completeness of the information provided during this
major asset restructuring
330Foshan Electrical and Lighting Co. Ltd.
* Commitment maker: Rising Holdings Group Electronics Group and Rising Capital
Contents of Commitment: 1. They promise that the information provided is true accurate and complete and there
are no false records misleading statements or material omissions. 2. They have provided relevant information and
documents (including but not limited to original written materials duplicate materials or oral testimony etc.)
related to this trading to the intermediaries. They promise that the copies or photocopies of the documents and
materials provided are consistent with the originals and that the signatures and seals of the documents and
materials are authentic and the signatories of the documents have been legally authorized and effectively signed
the documents; that there are no false records misleading statements or material omissions. 3. They promise that
the explanations and confirmations issued by them are true accurate and complete and there are no false records
misleading statements or material omissions. 4. During this trading they will disclose the information about this
trading in a timely manner in accordance with relevant laws and regulations the CSRC and the SZSE and ensure
the authenticity accuracy and completeness of such information. 5. They shall bear legal responsibility for the
authenticity accuracy and completeness of the information documents materials explanations and confirmations
provided. In case of any violation or losses caused to the listed company investors parties to the trading and
intermediaries participating in this trading they will be liable for compensation according to law. 6. Where the
information provided or disclosed by them in this trading is suspected of false records misleading statements or
material omissions and they are filed for investigation by the judicial organ or by the CSRC the shares with
interests in the listed company will not be transferred until the investigation conclusion is formed.Date of commitment making: 27 October 2021.Term of commitment: Long-standing.Fulfillment: In execution.* Commitment markers: Directors and senior management of FSL
Contents of Commitment: 1. We have provided relevant information and documents (including but not limited to
original written materials duplicate materials or oral testimony etc.) related to this trading to the intermediaries
providing professional services of auditing assessment legal and financial consultancy for this trading. We
promise that the copies or photocopies of the documents and materials provided are consistent with the originals
and that the signatures and seals of the documents and materials are authentic and the signatories of the
documents have been legally authorized and effectively signed the documents; that the provided information and
documents are authentic accurate and complete and that there are no false records misleading statements or
material omissions. We also promise to bear individual and joint and several liability. 2. We promise that the
information provided is true accurate and complete. In case of any losses caused to investors due to any false
presentations misleading statements or material omissions in the information provided we will be liable for
compensation according to law. 3. Where the information provided or disclosed by us in this trading is suspected
of false records misleading statements or material omissions and we are filed for investigation by the judicial
organ or by the CSRC the shares with interests in the listed company will not be transferred until the investigation
conclusion is formed.Date of commitment making: 27 October 2021
Term of commitment: Long-standing.Fulfillment: In execution
(7) Commitment on the clarity of the underlying assets of this major asset restructuring
* Commitment maker: Electronics Group
Contents of Commitment: Electronics Group promises that the 100% equity of Sigma it held is clear in ownership
and is not subject to any dispute or potential dispute and there is no situation affecting its legal existence; and
there is no pending or potential litigation arbitration and any other administrative or judicial procedure that may
331Foshan Electrical and Lighting Co. Ltd.
lead to the seizure freezing expropriation or restriction of transfer of the above-mentioned equity by the relevant
judicial or administrative organs. There is no entrusted shareholding or trust shareholding restriction or
prohibition of transfer of the above-mentioned equity controlled by Electronics Group.Date of commitment making: 27 October 2021.Term of commitment: Long-standing.Fulfillment: In execution.* Commitment maker: Rising Holdings Group and Rising Capital
Contents of Commitment: Rising Holdings Group and Rising Capital promise that the shares of NationStar
Optoelectronics it held is clear in ownership and is not subject to any dispute or potential dispute and there is no
situation affecting its legal existence; the above shares are not subject to any other pledges guarantees or third-
party interests or restrictions and there is no pending or potential litigation arbitration and any other
administrative or judicial procedure that may lead to the seizure freezing expropriation or restriction of transfer
of the above-mentioned equity by the relevant judicial or administrative organs. There is no entrusted
shareholding or trust shareholding restriction or prohibition of transfer of the above-mentioned equity controlled
by Rising Group and Rising Capital.Date of commitment making: 27 October 2021.Term of commitment: Long-standing.Fulfillment: In execution.
(8) Commitment on measures to fill up returns for risks arising from diluting immediate return in major
asset restructuring
Commitment markers: Directors and senior management of FSL
Contents of Commitment: 1. We promise not to transfer benefits to other units or individuals free of charge or
under unfair conditions and not to harm the interests of the Company in any other ways. 2. We promise to
restrain position-related consumption behavior. 3. We promise not to use the Company's assets to engage in
investment and consumption activities unrelated to the performance of duties. 4. We promise that the future
remuneration system formulated by the Board of Directors or the Remuneration and Assessment Committee
will be linked to the implementation of the Company's measures to fill up returns. 5. If the Company formulates
an equity incentive plan in the future we will actively promote the exercise conditions of the future equity
incentive plan to be linked with the implementation of the Company's measures to fill up returns. 6. From the
date of issuance of these commitments to the completion of this major asset restructuring of the Company if the
CSRC makes other new regulatory provisions on measures to fill up returns and the relevant commitments and
these commitments cannot meet these provisions of the CSRC we promise to issue supplementary
commitments in accordance with the latest regulations of the CSRC at that time. 7. We promise to earnestly
fulfill the compensation measures formulated by the Company and any commitments we make. If we violate
any of these commitments and cause losses to the Company or investors we are willing to bear corresponding
legal responsibilities to the Company or investors according to law.Date of commitment making: 27 October 2021
Term of commitment: Long-standing.Fulfillment: In execution
(9) Commitment on measures to fill up immediate returns diluted by the issuance of A-shares to specific
objects in 2023
Commitment markers: Directors and senior management of FSL
Contents of Commitment: According to the Opinions of the General Office of the State Council on Further
Strengthening the Protection of the Lawful Rights and Interests of Small and Medium-sized Investors in the
332Foshan Electrical and Lighting Co. Ltd.
Capital Market (GBF [2013] No. 110) Opinions of the State Council on Further Promoting the Sound
Development of Capital Markets (GF [2014] No. 17) Guiding Opinions on Matters concerning the Dilution of
Immediate Return in Initial Public Offering Refinancing and Material Asset Restructuring (ZJHGG [2015] No.
31) and other relevant regulations in order to protect the interests of small and medium-sized investors the
Directors and Senior Management of the Company have made the following commitments that the measures tofill up immediate returns diluted by the issuance of A-shares to specific objects can be effectively fulfilled: “1.We promise not to transfer benefits to other units or individuals for free or under unfair conditions and not to
compromise the interests of the Company in other ways. 2. We promise to restrain position-related consumption
behaviour. 3. We promise not to use the Company's assets to engage in investment and consumption activities
unrelated to the performance of duties. 4. We promise that the remuneration system formulated by the Board of
Directors or the Remuneration and Assessment Committee is linked to the implementation of the Company's
measures to fill up returns. 5. If the Company implements an equity incentive plan in the future the exercise
conditions of the future equity incentive plan will be linked with the implementation of the Company's measures
to fill up returns. 6. From the date of issuance of these commitments to the completion of the issuance of shares
to specific objects if the CSRC makes other new regulatory provisions on measures to fill up returns and the
relevant commitments and these commitments cannot meet these provisions of the CSRC we promise to issue
supplementary commitments in accordance with the latest regulations of the CSRC at that time. As one of the
subjects responsible for the measures to fill up returns if we violate the above commitments or refuse to fulfil
the above commitments we agree that the securities regulatory agencies such as the CSRC and the Shenzhen
Stock Exchange will punish us or take relevant regulatory measures in accordance with the relevant regulations
and rules they formulated or issued.Date of commitment making: 14 March 2023
Term of commitment: Long-standing.Fulfillment: In execution
(10) Commitment on matters on special self-inspection of the real estate business
Commitment maker: Directors and senior management of FSL Rising Holdings Group Electronics Group
Hongkong Wah Shing Hong Kong Rising Investment and Shenzhen Rising Investment
Contents of Commitment: According to the laws and regulations issued by the State Council such as the Notice
of the State Council on Resolutely Curbing the Soaring of Housing Prices in Some Cities (GF [2010] No. 10)
the Notice of the General Office of the State Council on Further Improving Regulation of the Real Estate
Market (GBF [2013] No. 17) and the Adjustment of Regulatory Policies on Listed Companies' Re-financing
Merger and Acquisition and Reorganization Involving Real Estate Business issued by the CSRC on the relevant
requirements for refinancing of listed companies involved in real estate business the controlling shareholders
and all directors and Senior Management of Foshan Electrical and Lighting Co. Ltd. (hereinafter referred to as
the "Company") have made the following commitments: The Self-inspection Report on the Company's
Involvement in Real Estate Business has truthfully disclosed the self-inspection of the real estate development
projects of the Company and its subsidiaries between 1 January 2020 and 31 December 2022. If the Company is
identified with illegalities or violations not disclosed as required by the self-inspection such as idle land land
speculation holding real estate projects from selling and house price rigging thus causing losses to itself and
the investors we will be liable for compensation in line with relevant laws regulations and requirements of
securities regulatory authorities.Date of commitment making: 14 March 2023
Term of commitment: Long-standing.Fulfillment: In execution
333Foshan Electrical and Lighting Co. Ltd.
(11) Commitment on effective fulfillment of measures taken by controlling shareholders and de facto
controller to fill up immediate returns
Commitment maker: Rising Holdings Group Electronics Group Hongkong Wah Shing Hong Kong Rising
Investment and Shenzhen Rising Investment
Contents of Commitment: According to the relevant provisions of the CSRC in order to ensure that the
measures to fill up immediate returns diluted by the issuance of A-shares to specific objects can be practically
fulfilled the Company's controlling shareholders Rising Holdings Group Electronics Group Hong Kong
Rising Investment Hongkong Wah Shing and the de facto controller Rising Group respectively made the
following commitments: "1. We promise not to interfere in the operation and management activities of the listed
company beyond our authority and not to encroach on the interests of the listed company. 2. From the date of
issuance of these commitments to the completion of the issuance of shares to specific objects if the CSRC
makes new regulatory requirements on measures to fill up returns and commitments of relevant personnel and
the above commitments cannot meet these new regulatory requirements of the CSRC we promise to issue
supplementary commitments according to the latest regulations of the CSRC at that time. 3. We promise to
earnestly fulfil the measures to fill up returns formulated by the listed company and any commitments made by
us. If we violate these commitments and cause losses to the listed company or investors we are willing to bear
the compensation responsibility for the listed company or investors according to law. As one of the subjects
responsible for the measures to fill up returns if we violate the above commitments or refuse to fulfil the above
commitments we agree that the securities regulatory agencies such as the CSRC and the Shenzhen Stock
Exchange will punish us or take relevant regulatory measures in accordance with the relevant regulations and
rules they formulated or issued.Date of commitment making: 14 March 2023
Term of commitment: Long-standing.Fulfillment: In execution
8. Other
None.XV. Share-based Payment
1. The Overall Situation of Share-based Payments
□Applicable □ Not applicable
2. Equity-settled Share-based Payments
□Applicable □ Not applicable
3. Cash-settled Share-based Payments
□Applicable □ Not applicable
4. Share-Based Payment Expenses for the Period
□Applicable □ Not applicable
334Foshan Electrical and Lighting Co. Ltd.
5. Modification and Termination of Share-based Payment
None.
6. Other
None.XVI. Commitments and Contingency
1. Significant Commitments
Significant commitments on the balance sheet date
1. Commitment to cash dividends
Commitment maker: the Company
Contents of Commitment: The Company’s profit distributed in cash shall not be less than 30% of the distributable
profit realized in the year.Date of commitment making: 27 May 2009
Term of commitment: Till the completion of the issuance of A-shares to specific objects in 2023.Fulfillment: In execution.
2. Commitment to the development of Haikou plot
In November 2021 Hainan Technology a wholly-owned subsidiary of the Company acquired an industrial land
located in Mei’an Science and Technology New City Haikou with a land area of 34931.13 square meters and a
land price of RMB26596784.43. In the same month Hainan Technology signed the Agreement on Industrial
Project Development and Land Access with Haikou National High-tech Industrial Development Zone
Management Committee (hereinafter referred to as the “Haikou Development Zone Management Committee”).The agreement stipulates that the above-mentioned plot is used for the development of marine lighting R&D and
manufacturing base projects and the investment of fixed assets is approximately RMB314 million (including
plants equipment and land equivalent to RMB6 million per mu (1 mu equals to 666.67 square meters). Hainan
Technology promises to complete the planning scheme design within two months from the date of signing the
Confirmation of Listing and Transferring the Right to Use State-owned Construction Land; complete the
construction drawing design within three months after completing the planning scheme design and obtain the
Building Construction Permits and start construction at the same time (subject to the foundation concrete pouring
of the main buildings). The project will be put into production within 18 months from the date of signing the
Confirmation of Listing and Transferring the Right to Use State-owned Construction Land. From the date of
signing the contract to the first year after the project is put into production the accumulated tax payment is not
less than RMB10 million; the accumulated tax payment in the first two years is not less than RMB27.4 million;
the accumulated tax payment in the first three years is not less than RMB67.1 million; the accumulated tax
payment in the first four years is not less than RMB117 million; the accumulated tax payment in the five years is
not less than RMB203 million. The total industrial output value (or revenue) in the first year after the project is
put into production is not less than RMB218 million; the accumulated value in the first two years is not less than
RMB433 million; the accumulated value in the first three years is not less than RMB929 million; the accumulated
value in the first four years is not less than RMB1578 million; the accumulated value in the five years is not less
than RMB2.62 billion. If the project fails to start construction within 12 months from the date of signing the
Confirmation of Listing and Transferring the Right to Use State-owned Construction Land due to Hainan
Technology reasons the Haikou Development Zone Management Committee has the right to unilaterally
terminate the contract and the municipal government will recover the land use rights according to law; if the total
amount of tax paid in the year after the project is put into production does not reach the total annual tax payment
as agreed Hainan Technology shall pay liquidated damages to the Haikou Development Zone Management
Committee according to the difference; if Hainan Technology has idle land not due to government reasons and
force majeure the municipal government shall collect idle land fees or recover the right to use state-owned
construction land.
335Foshan Electrical and Lighting Co. Ltd.
2. Contingency
(1) Significant Contingency on Balance Sheet Date
* Litigation between the Company and Guiyang Zhengtianhe Trading Co. Ltd. Meng Qingning Meng Qingan
and Lu Shufen
Guiyang Zhengtianhe Trading Co. Ltd. (hereinafter referred to as "Zhengtianhe") as a distributor of the
Company for many years filed a lawsuit with the Chancheng District People's Court [(2022) Y. 0604 M.ZH. No.
21387] because of the outstanding payment of RMB4364929.27 to the Company for goods. On 3 November
2022 it received a judgment of first instance from Chancheng District People's Court: 1. Zhengtianhe paid the
purchase price of RMB4364929.27 and interest to the Company; 2. Meng Qingning Meng Qingan and Lu
Shufen assume joint and several liabilities for the settlement; 3. The Company shall be entitled to a priority right
of payment for one of Meng Qingning's properties; 4. The Company shall be entitled to a priority right of
payment for two of Meng Qingning's properties; and 5. The other litigation requests of the Company shall be
rejected. On 9 January 2023 the Company applied for court enforcement and Foshan Chancheng District
People's Court accepted the case on 13 February 2023. As of the date of this report pending the execution of the
judgment by Zhengtianhe the Company owns Zhengtianhe's properties as collateral and has made a bad debt
provision of RMB1216688.36 based on expected credit losses.* Litigation between the Company and Taiyuan Yunxiao Lighting Appliance Co. Ltd.Taiyuan Yunxiao Lighting Appliance Co. Ltd. ("Yunxiao Lighting Appliance") a distributor of the Company
for many years owed the Company and its subsidiary Chanchang an aggregate amount of RMB4539898.74
and RMB1725987.71 respectively for goods and has been in default of payment as of December 2023. The
Company then filed a lawsuit with the Chancheng District People's Court. As of the date of this report the
aforesaid case has not yet been settled and the Company and its subsidiary Chancheng made bad debt
provision of RMB2541385.63 and RMB862993.86 respectively based on expected credit losses.* Litigation between NationStar Optoelectronics and Guangzhou CM Punk Optoelectronics Co. Ltd.Guangzhou CM Punk Optoelectronics Co. Ltd. (hereinafter referred to as "CM Punk") and Foshan NationStar
Optoelectronics Co. Ltd. had dispuate over the sales contract. Both parties disputed the goods payment and
compensation for quality defects in products and thus filed a lawsuit with the court. CM Punk sued NationStar
Optoelectronics and requested the latter to pay for the goods and pay the interest totalling approximately
RMB4.36 million (including approximately RMB3.77 million for the goods). NationStar Optoelectronics
defended itself by arguing that CM Punk's claim was not supported by factual and legal bases and lodged a
counterclaim for approximately RMB2.02 million from CM Punk as an indemnity for quality losses. The case
went through the first trial and the second trial. On 5 March 2024 they received the second instance judgment
from Intermediate People's Court of Foshan: NationStar Optoelectronics should pay CM Punk RMB150962.45
of the purchase price and interest and return the warranty deposit of RMB1887763 to CM Punk. As of the date
of this report NationStar Optoelectronics has fulfilled the effective judgment.* Litigation between Liuzhou Lighting Nanning Liaowang and Laster Electronic Tech (Dongguan) Co. Ltd.Laster Electronic Tech (Dongguan) Co. Ltd. (hereinafter referred to as "Laster Electronic") is the supplier of
Liuzhou Lighting and Nanning Liaowang. Laster Electronic requests that: 1. Liuzhou Lighting shall pay the
arrears of RMB77932.00 and the corresponding interest loss and compensate for the material loss
RMB405461.00 caused by the production of the products in question and interest loss of RMB25337.10 as
well as compensate for the loss of storage fee and labour storage fee of RMB26000.00 caused by the material
stagnation and pay the mold test unallocated costs of RMB309793.00 and the unallocated costs of the interest
loss of RMB40174.16; 2. Nanning Liaowang shall pay the arrears of RMB34822.00 and the corresponding
336Foshan Electrical and Lighting Co. Ltd.
interest loss and compensate for the material loss of RMB401029.00 and interest loss of RMB23385.81
caused by the production of the product in question as well as compensate for the loss of storage fee and
manpower storage fee of RMB24000.00 caused by the material stagnation and pay the mold test unallocated
costs of RMB1595680.00 and the unallocated costs of the interest loss of RMB240498.87; 3. Nanning
Liaowang shall be jointly and severally liable for the debts of the above mentioned liabilities to Liuzhou
Lighting. On 19 December 2023 Nanning Liaowang received a civil ruling from Xixiangtang District People's
Court of Nanning City Guangxi Zhuang Autonomous Region dismissing the plaintiff Liuzhou Lighting 's
lawsuit. On 28 December 2023 Laster Electronic filed another lawsuit with the Dongguan Municipal People's
Court based on the aforesaid matter and as at the date of this report the case is currently in the pre-litigation
mediation stage.* Litigation of land use payment dispute in respect of Sub-subsidiary Baoli Vanadium
According to the Notice of Xichuan County on the Preferential Policies for Accelerating the Development of
Industrial Clusters (Provisional) issued by the People's Government of Xichuan Countyon 2 November 2009
Baoli Vanadium the Sub-subsidiary paid a total amount of RMB10994400 to the People's Government of
Xichuan County in 2011 for the application of land use. The land selected for the project site has not yet
completed the requisition procedures and has not yet started the bidding and auctioning procedures so the
People's Government of Xichuan County is unable to obtain the land use approval to complete the requisition of
the land and deliver the land. Baoli Vanadium has filed a lawsuit to Nanyang Intermediate People's Court
requesting the return of the advance payment and compensation for losses and at the same time applying for the
return of RMB100000 of environmental management and restoration deposit to Baoli Vanadium and received
a judgment of first instance on 22 September 2023 which ruled that the defendant the People's Government of
Xichuan County shall return the amount of RMB10694400 to the plaintiff Nanyang Baoli Vanadium Industry
Co. Ltd. within 30 days from the date of the entry into force of the judgment. The People's Government of
Xichuan County appealed against the judgment and as at the date of this report the case is still in the second
instance proceedings.* Litigation between the Company and Guangzhou Tianli Construction Co. Ltd.Guangzhou Tianli Construction Engineering Company Limited (hereinafter referred to as "Guangzhou Tianli")
as a customer of the Company filed a lawsuit with the People's Court of Yuexiu District Guangzhou ([(2023) Y.
0104 M.C. No. 9027]) for the payment of RMB5953278.71 owed to the Company. On 8 September 2023 it
received the judgment from the People's Court of Yuexiu District Guangzhou: 1. Within ten days from the date
of the legal effect of this judgment the Defendant Guangzhou Tianli shall pay the purchase price of
RMB5953278.71 to the Company; 2. Guangzhou Tianli shall pay interest on overdue payment to the Plaintiff
FSL. On 27 October 2023 the Company applied to the People's Court of Yuexiu District Guangzhou for
compulsory execution in accordance with the results of the judgment and on 6 November 2023 the People's
Court of Yuexiu District Guangzhou had accepted the filing of the case. As of 31 December 2023 the Company
made a provision for bad debts of RMB595327.87 based on expected credit losses.* Litigation between Nanjing Fozhao and Nanjing Runqiang Auto Parts Co. Ltd.On 15 December 2020 Nanjing Fozhao entered into a Plant Lease Contract with Nanjing Runqiang Auto Parts
Co. Ltd. Due to the government's need to expropriate Nanjing Fozhao's plant Nanjing Fozhao signed the Plant
Lease Contract Termination Agreement with Nanjing Runqiang on 17 December 2021 agreeing that due to the
expropriation of the plant Nanjing Fozhao shall pay compensation of RMB2023235.00 and return the deposit
of RMB20000 to Nanjing Runqiang and due to the arrears of rent owed by Nanjing Runqiang to Nanjing
Fozhao Nanjing Fozhao failed to make the payment of the aforementioned amount which led to the lawsuit
filed by Nanjing Runqiang in May 2023 requesting for a compensation. In May 2023 Nanjing Runqiang filed a
337Foshan Electrical and Lighting Co. Ltd.
lawsuit demanding Nanjing Fozhao to pay the aforesaid amount to it as agreed and Nanjing Fozhao filed a
counterclaim demanding Nanjing Runqiang to pay the outstanding rent of RMB132078.04 and liquidated
damages of RMB6603.90. On 28 February 2024 a judgment was received from Nanjing Lishui District
People's Court that the defendant Nanjing Fozhao shall pay the plaintiff Nanjing Runqiang a lump sum of
RMB1623808.61 as compensation within ten days from the date of entry into force of the judgment Nanjing
Fozhao's request for counterclaim was rejected and Nanjing Runqiang lodged an appeal; as at the date of this
report the case has not yet been concluded.On 6 December 2023 Nanjing Fozhao filed a lawsuit with the Nanjing Lishui District People's Court based on
the aforesaid Plant Lease Contract Termination Agreement requesting Nanjing Runqiang to pay the occupancy
fee of RMB1273800 during the period of overdue use on the ground that Nanjing Runqiang failed to return the
leased premises to Nanjing Fozhao on schedule upon the expiry of the lease period; as at the date of this report
this case is still under acceptance.* Litigation between the Company and Yinghe (Shenzhen) Robotics and Automation Technology Co. Ltd.Yinghe (Shenzhen) Robotics and Automation Technology Co. Ltd. (hereinafter referred to as the "Yinghe
Company") and the Company entered into the Bulb Lamp Intelligent Manufacturing Workshop Project
Construction Contract in 2021 and the project has been unable to meet the final acceptance standards with two
sides failing to reach an agreement after repeated negotiations so Yinghe Company filed a lawsuit with the
Chancheng District People's Court of Foshan City in December 2023 requesting the Company to pay the
outstanding contract payment and interest on late payment of RMB79045675.50 refund the original
performance bond amount of RMB8968000.00 and interest during the period of capital occupation and
compensate for the losses caused by the breach of contract in the total amount of RMB16390000.00 and the
total amount of the above three amounts is RMB104403675.50 (excluding the interest during the occupation of
the performance bond fund). In January 2024 the Company received the Notice of Response to the Complaint
and on the 12th of the same month Everbright Bank froze RMB100000000.00 of the Company's large
deposits in Everbright Bank in accordance with the Notice of Assistance in Execution from the Chancheng
District People's Court of Foshan Cityand RMB4403675.50 of bank deposit in China Minsheng Bank.On 12 January 2024 the Company filed a counterclaim on the grounds that Yinghe's failure to meet the final
acceptance standard for the project constructed by Yinghe after a delay of 2 years constituted a fundamental
breach of contract and demanded Yinghe to return the contract sum of RMB26904000.00 and the liquidated
damages of RMB26904000.00 amounting to RMB53808000.00 in total. As of the date of this report the
above case was heard on 3 April 2024 and is scheduled for a second hearing on 7 May 2024.
(2) In Despite of no Significant Contingency to Disclose the Company Shall Also Make Relevant
Statements
There was no significant contingency in the Company.
3. Other
As of 31 December 2023 mutual guarantees among Nanning Liaowang and its subsidiaries were as follows
(RMB’0000):
Type of Guarantee Guarantee
No. Principal debtor Principal debtee Guarantor
guarantee amount balance
1 Nanning Liaowang Auto Nanning Branch Nanning Liaowang Auto Mortgage 4500.00 336.98
338Foshan Electrical and Lighting Co. Ltd.
Lamp Co. Ltd. Liuzhou of Industrial Lamp Co. Ltd.Guige Fuxuan Technology Bank
Co. Ltd. Liuzhou Guige
Lighting Technology Co. Ltd.(note 1)
Nanning Liaowang Auto
Nanning Branch
Lamp Co. Ltd. Chongqing Chongqing Guinuo Lighting
2 of Industrial Mortgage 9900.00 9790.44
Guinuo Lighting Technology Technology Co. Ltd.Bank
Co. Ltd. (note 2)
Nanning Liaowang Auto
Lamp Co. Ltd. Liuzhou
Nanning Branch
Guige Fuxuan Technology Liuzhou Guige Lighting
3 of Industrial Mortgage 9600.00 8367.27
Co. Ltd. Liuzhou Guige Technology Co. Ltd.Bank
Lighting Technology Co. Ltd.(note 3)
Total —— —— —— 24000.00 18.494.69
Note 1: Nanning Liaowang and Nanning Branch of Industrial Bank entered into the Maximum Financing
Agreement (X.Y.G.CH.B.R.Z.Z. [2022] No. (01)) to conduct a bill transaction of RMB15473300. Nanning
Liaowang provides mortgage guarantee with the immovable property owned as collateral and the balance of its
creditor's rights does not exceed the maximum mortgage principal of RMB69139100. The mortgage amount is
valid from 25 April 2022 to 31 December 2025 and the guarantee amount is RMB45 million. The mortgaged
real estate is a) Y.G. (2017) N.N.S.B.D.CH.Q.ZH. No. 0065501; b) E.G. (2017) N.N.S.B.D.CH.Q.ZH. No.
0065499; c) S.G. (2017) N.N.S.B.D.CH.Q.ZH. No. 0065498; d) S.G. (2017) N.N.S.B.D.CH.Q.ZH. No.
0065497.
Note 2: Nanning Liaowang and Nanning Branch of Industrial Bank Co. Ltd. entered into the Working Capital
Loan Contracts numbered WYZH2022021100314 and WYZH2022021100248 with the loan amounts of
RMB19.8 million (from 11 February 2022 to 11 February 2023) and RMB30.2 million (from 11 February 2022
to 11 February 2023) respectively. The foregoing transactions were closed out on 11 February 2023. Nanning
Liaowang and Nanning Branch of Industrial Bank Co. Ltd. entered into the Master Agreement on Local Letter
of Credit Financing numbered LD2302073907 with the loan amount of RMB50 million (from 7 February
2023 to 8 February 2024). Chongqing Guinuo and Chongqing Branch of Industrial Bank entered into the Fixed
Asset Loan Contract numbered CQ2023-477 with the contract amount being RMB50 million (from 21 June
2023 to 20 June 2026). As at 31 December 2023 RMB28110700 had been used. Chongqing Guinuo and
Chongqing Branch of Industrial Bank entered into the Maximum Mortgage Contract numbered
X.Y.Y.L.J.G.N.D. No. 2023001. RMB19793700 of bill businesses incurred. Chongqing Guinuo Lighting
Technology Co. Ltd. (Chongqing Guinuo) provides mortgage guarantee with the immovable property owned as
collateral and the balance of its creditor's rights does not exceed the maximum mortgage principal of
RM122294700. The guarantee amount is RMB99 million and the mortgage contract is valid respectively from
15 June 2020 to 15 June 2023 and 25 May 2023 to 24 May 2024. The mortgaged real estate is a) Y.Y. (2020)
L.J.X.Q.B.D.CH.Q. No. 000436821 b) E.Y. (2020) L.J.X.Q.B.D.CH.Q. No. 000437330 c) S.Y. (2020)
L.J.X.Q.B.D.CH.Q. No. 000437429 and d) S.Y. (2020) L.J.X.Q.B.D.CH.Q. No. 000437448.
339Foshan Electrical and Lighting Co. Ltd.
Note 3: Liuzhou Fuxuan and Nanning Branch of Industrial Bank Co. Ltd. entered into the Working Capital
Loan Contract numbered WYZH2022050700423 with a loan of RMB15 million (from 7 May 2022 to 7 May
2023). Liuzhou Guige Photoelectric Technology Co. Ltd. (Liuzhou Guige) and Nanning Branch of Industrial
Bank Co. Ltd. entered into the Agreement on Banker's Acceptance Financing Business Cooperation
(X.Y.G.CH.B.SH.X. [2022] No. 1002) to conduct a bill transaction of RMB20 million (from 5 May 2022 to 7
May 2023). Liuzhou Fuxuan and Nanning Branch of Industrial Bank Co. Ltd. entered into the Working Capital
Loan Contract numbered WYZH2022091600234 with a loan of RMB35 million (from 16 September 2022 to
16 September 2023). The above businesses involved have been settled. Liuzhou Guige Photoelectric entered
into the Maximum Financing Agreement numbered XYGCBRZ Zi (2022) No. (02) with CIB Nanning Branch
incurring a note business of RMB83672700. In the guarantee contract Liuzhou Guige provides mortgage
guarantee with the immovable property owned as collateral and the balance of its creditor's rights does not
exceed the maximum mortgage principal of RMB139943700. The guarantee amount is RMB96 million
and valid from 24 April 2022 to 31 December 2025. The mortgaged real estate is: a) Y.G. (2019)
L.ZH.SH.B.D.CH.Q. No. 0191988 located at No. 1 Factory Building No. 12 Hengsi Road Cheyuan; b) E.G.
(2019) L.ZH.SH.B.D.CH.Q. No. 0191991 located in the mould Centre of No. 12 Hengsi Road Cheyuan; c)
S.G. (2019) L.ZH.SH.B.D.CH.Q. No. 0191994 located in the logistics gate guard room at No. 12 Hengsi Road
Cheyuan; d) S.G. (2019) L.ZH.SH.B.D.CH.Q. No. 0191995 located in the guard room of Gate 12 Hengsi Road
Cheyuan.XVII. Events after Balance Sheet Date
1. Significant Non-adjusted Events
None.
2. Distribution of Profit
Dividend to be distributed per 10 shares (RMB) 1.2
Based on the share capital of 1535778230 shares (the total
share capital of 1548778230 shares minus the remaining
13000000 A-shares repurchased in the share repurchase
account at the disclosure date of the 2023 Annual Report a
cash dividend of RMB1.2 (tax inclusive) per 10 shares is to be
distributed to the shareholders with no bonus issue from either
profit or capital reserves. Where any change occurs to the total
Profit distribution plan
shares entitled to the final dividend due to any new issue grant
of equity incentives etc. when the final dividend plan is
implemented the dividend per share shall remain the same
while the total payout amount shall be adjusted
accordingly.This profit distribution plan is subject to the
approval of the Company's general meeting of shareholders
before it can be implemented.
3. Sales Return
None.
340Foshan Electrical and Lighting Co. Ltd.
4. Notes to Other Events after Balance Sheet Date
Naught.XVIII. Other Significant Events
1. The Accounting Errors Correction in Previous Period
Naught.
2. Debt Restructuring
No such cases in the Reporting Period.
3. Assets Replacement
(1) Non-monetary Assets Exchange
None.
(2) Other Assets Replacement
None.
4. Pension Plans
In accordance with provisions of Measures for Enterprise Annuity (RSBL No. 36) Measures for Managing
Enterprise Annuity Fund (RSBL No. 11) and other policies the Company has formulated the Enterprise Annuity
Plan of Foshan Electrical and Lighting Co. Ltd. (hereinafter referred to as the “Plan”).The Plan adopts the corporate trusteeship mode. The collected enterprise annuity fund will be managed by the
trustee entrusted by Foshan Electrical and Lighting Co. Ltd. with the Enterprise Annuity Fund Trusteeship
Contract. And the trustee of the enterprise annuity fund will entrust eligible custodians account managers and
investment managers to provide unified related services. The expenses required shall be jointly borne by the
Company and the employees. The payment channels of the Company shall be implemented according to
relevant regulations of the state and the part that shall be paid by employees themselves will be withheld and
paid by the Company from their salaries.The Plan has been filed at Chancheng District Human Resources and Social Security Bureau of Foshan City and
implemented since 1 June 2022. The management of the enterprise annuity fund is subject to the supervision
and inspection of relevant state departments.
5. Discontinued Operations
None.
341Foshan Electrical and Lighting Co. Ltd.
6. Segment Information
(1) Determination Basis and Accounting Policies of Reportable Segment
With the deployment of the Company's strategic management and the expansion of business segments
operating segments shall be determined based on the requirements of regulatory laws and regulations company
management etc. which are as follows:
* General Lighting Automotive Lamps Products Segment: General Lighting Automotive Lamps Products
Segment Research and Development Manufacturing and Sales;
* LED Packaging and Components Other Products Segment: Research and development manufacturing and
sales of LED packaging and components and other products.Inter-segment transfer prices are determined with reference to the prices used for sales to third parties while
assets liabilities and expenses are determined based on the financial data of each segment.
(2) The Financial Information of Reportable Segment
Unit: RMB
LED packaging and
General lighting and
Item component products Offset among segments Total
vehicle lamp products
and other products
I. Operating revenue 5569609711.40 3541637227.92 -53954935.42 9057292003.90
II. Cost of sales 4288044026.08 3119347086.25 -52576860.32 7354814252.01
III. Income from
investments to joint 1833621.59 2497323.08 -2497323.08 1833621.59
ventures and associates
IV. Credit impairment
-51179677.71-825184.00-126192.50-52131054.21
loss
V. Asset impairment
-42182937.97-39085719.39-81268657.36
loss
VI. Depreciation and
238477025.16380838647.64-762260.04618553412.76
amortization cost
VII. Total profits 334488657.69 82123629.55 -10812720.78 405799566.46
VIII. Income tax
24682857.24-3411905.43-143987.3321126964.48
expense
IX. Net profits 309805800.45 85535534.98 -10668733.45 384672601.98
X. Total assets 11289980117.73 6526413104.58 -881953307.29 16934439915.02
XI. Total liabilities 4490496335.46 2722973125.22 -50427034.71 7163042425.97
(3) If there Was no Reportable Segment or the Total Amount of Assets and Liabilities of Each
Reportable Segment Could not Be Reported Relevant Reasons Shall Be Clearly Stated
None.
(4) Other notes
None.
7. Other Significant Transactions and Events with Influence on Investors’ Decision-making
None.
342Foshan Electrical and Lighting Co. Ltd.
8. Other
(1) Demolition Matters of Nanjing Fozhao
According to the Decision of Nanjing Lishui District People's Government on House Expropriation on State-
owned Land of Honglan Street Affordable Housing Project in Lishui District (NLFZ Zi [2020] No.18) The
house owned by Nanjing Fozhao a wholly-owned subsidiary of the Company located at 688 Jinniu North Road
Honglan Street Lishui District Nanjing (the total construction area of the house is 44558.09 square meters
which is an industrial house; The land use right covers an area of 135882.4 square meters which is industrial
land) belongs to the expropriation scope and the compensation relocation fee loss fee of production and
business suspension and other rewards of the expropriated assets total RMB183855895.00. As of 31 December
2023 Nanjing Fozhao has received 30% of the compensation that is RMB55160000.00 and the land use
right certificate and house ownership certificate of the assets involved have been cancelled. As of the date of
this report the site handover is still in progress. After the demolition work is completed Nanjing Fozhao plans
to carry out liquidation and cancellation.
(2) Land acquisition and storage matters
On 6 December 2023 and 22 December 2023 the Company respectively held the 49th meeting of the Ninth
Board of Directors and the Second Extraordinary General Meeting of 2023 which approved the Proposal on the
Disposal of Assets of the Company and Signing of Reserve Agreement and agreed that the Company would sign
the Letter of Intent on Land Reserve with Foshan City Chancheng District Zumiao Street Office and sign the
Agreement on the Use Right of State-owned Land with Foshan City Chancheng District Land Reserve Center
and Foshan City Chancheng District Zumiao Street Office. After completing the preliminary land preparation
work such as demolition of buildings on the ground in accordance with relevant laws regulations and policies
the Fenjiang North Road land parcel in Chancheng District of Foshan would be handed over in three years batch
by batch for pending expropriation. On 1 February 2024 the Company formally signed the State-owned Land
Use Right Reserve Agreement with Foshan Chancheng District Land Reserve Center and Foshan Chancheng
District Zumiao Street Office. The Company would conduct pending expropriation of Lot No. 64 Fenjiang
North Road in accordance with the relevant contents of the agreement.
(3)Equity incentives
On 12 June 2023 the 2023 Restricted Share Incentive Plan (Draft) together with other relevant proposals were
approved at the 44th Meeting of the Ninth Board of Directors and the 22nd Meeting of the Ninth Supervisory
Committee. As such the Company intended to grant no more than 13000000 restricted shares to 262 awardees.To be specific there were 11.7 million shares for the first grant accounting for 90.00% of the total grant under
the incentive plan; and there were 1.3 million reserved shares accounting for 10.00% of the total grant under
the incentive plan. The restricted shares were A-stock ordinary shares repurchased by the Company. And the
grant price for the first grant was RMB3.81/share. This equity incentive plan is subject to approval by the State-
owned Assets Supervision and Administration Commission of Guangdong Province and a general meeting of
shareholders of the Company. For further information see the 2023 Restricted Share Incentive Plan (Draft) and
Its Summary and other relevant proposals that have been disclosed on http://www.cninfo.com.cn/ dated 13 June
2023.
(4) Application for Registration and Issuance of SCP by NationStar Optoelectronics
NationStar Optoelectronics reviewed and approved the Proposal on Application for Registration and Issuance of
SCP at the 22nd Meeting of the 5th Board of Directors and the 19th Meeting of the 5th Supervisory Committee
held on 29 August 2022 and submitted it to the 3rd Extraordinary General Meeting of 2022 of NationStar
Optoelectronics for consideration. On 11 November 2022 NationStar Optoelectronics convened the 3rd
343Foshan Electrical and Lighting Co. Ltd.
Extraordinary General Meeting of 2022 to vote on above-mentioned proposal and agreed the application for
registration and issuance of SCP by NationStar Optoelectronics with the scale not exceeding RMB1 billion
(inclusive). The final registration amount will be subject to the amount stated in the registration notice of China
Interbank Market Dealers Association. The registration is valid for two years and may be issued multiple times
within the registration period with each issuance period not exceeding 270 days (inclusive). On 29 August 2023
NationStar Optoelectronics announced that it had received the Notice of Acceptance of Registration (ZSXZ
[2023] SCP No. 363) from National Association of Financial Market Institutional Investors (NAFMII) in which
NAFMII decided to accept the registration of NationStar Optoelectronics’s SCP with the registered amount of
RMB1 billion and the registration quota being valid for 2 years from the date of the notice. NationStar
Optoelectronics may issue the SCP by installment within the validity of the registration. Currently NationStar
Optoelectronics has not issued any SCP.XIX. Notes of Main Items in the Financial Statements of the Company as the Parent
1. Accounts Receivable
(1) Disclosure by Aging
Unit: RMB
Aging Ending carrying amount Beginning carrying amount
Within 1 year (including 1 year) 683345802.12 792004489.20
1 to 2 years 125068556.37 139049799.35
2 to 3 years 92436464.67 17633235.95
Over 3 years 28150275.79 42115123.81
3 to 4 years 6324306.99 6563656.53
4 to 5 years 4557233.31 20564402.16
Over 5 years 17268735.49 14987065.12
Total 929001098.95 990802648.31
(2) Disclosure by Withdrawal Methods for Bad Debts
Unit: RMB
Ending balance Beginning balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Categor Withdra Withdra
Carrying Carrying
y Proporti wal Proporti wal
Amount Amount value Amount Amount value
on proporti on proporti
on on
Account
s
receivab
le for 162062 132667 293944 112208 112208
1.74%81.86%1.13%100.00%
which 26.20 76.46 9.74 27.14 27.14
bad debt
provisio
n
344Foshan Electrical and Lighting Co. Ltd.
separatel
y
accrued
Of
which:
Account
s
receivab
le for
which 912794 757308 837063 979581 647061 914875
98.26%8.30%98.87%6.61%
bad debt 872.75 95.08 977.67 821.17 45.17 676.00
provisio
n
accrued
by group
Of
which:
（1）
Business
portfolio
of 843754 757308 768023 921740 647061 857034
90.83%8.98%93.03%7.02%
general 827.55 95.08 932.47 497.75 45.17 352.58
lighting
and auto
lamps
(2)
Internal 690400 690400 578413 578413
7.43%5.84%
business 45.20 45.20 23.42 23.42
portfolio
929001889976840003990802759269914875
Total 100.00% 9.58% 100.00% 7.66%
098.9571.54427.41648.3172.31676.00
Bad debt provision separately accrued: RMB13266776.46
There were no significant accounts receivable with bad debt provision separately accrued in the current period.Withdrawal of bad debt provision by group: RMB75730895.08
Unit: RMB
Ending balance
Name
Carrying amount Bad debt provision Withdrawal proportion
(1) Business portfolio of
general lighting and auto 843754827.55 75730895.08 8.98%
lamps
(2) Business portfolio of LED
69040045.200.00%
packaging and components
Total 912794872.75 75730895.08
Notes to the determination basis for the group:
345Foshan Electrical and Lighting Co. Ltd.
See Note V-13. Accounts Receivable.If adopting the general mode of expected credit loss to withdraw bad debt provision of accounts receivable:
□Applicable □Not applicable
(3) Bad Debt Provision Withdrawal Reversed or Recovered in the Current Period
Withdrawal of bad debt provision:
Unit: RMB
Changes in the current period
Beginning
Category Reversed or Ending balance
balance Withdrawn Verified Other
collected
Accounts
receivable
withdrawn bad 11220827.14 16205360.82 50000.00 14109411.50 13266776.46
debt provision
separately
Accounts
receivable
withdrawn bad 64706145.17 16824620.06 5799870.15 75730895.08
debt provision
by group
Total 75926972.31 33029980.88 50000.00 19909281.65 88997671.54
Of which bad debt provision collected or reversed with significant amount: None.
(4) Accounts Receivable Written-off in Current Period
Unit: RMB
Item Written-off amount
Accounts receivable actually written off 19998540.04
Of which verification of significant accounts receivable:
Unit: RMB
Whether occurred
Name of the entity Nature Amount Reason Procedure because of related-
party transactions
Perform the
approval
procedures in
Final court
accordance with
Customer 1 Payment for goods 11170827.14 judgment no Not
the Company’s
recovery expected
bad debt
management
system
Total 11170827.14
Notes to verification of accounts receivable:
346Foshan Electrical and Lighting Co. Ltd.
RMB19998540.04 of accounts receivable has been verified with the bad debt provision of RMB19909281.65
and the approval procedures have been performed in accordance with the Company’s bad debt management
system.
(5) Top 5 of the Ending Balance of the Accounts Receivable and the Contract Assets Collected according
to Arrears Party
Unit: RMB
Ending balance of
Proportion to total bad debt provision
Ending balance of
Ending balance of ending balance of of accounts
Ending balance of accounts
Name of the entity accounts accounts receivable and
contract assets receivable and
receivable receivable and impairment
contract assets
contract assets provision for
contract assets
No. 1 152154428.66 152154428.66 16.27% 4564632.86
No. 2 103803612.42 103803612.42 11.10% 3114108.37
No. 3 39936427.37 39936427.37 4.27%
No. 4 28231705.33 28231705.33 3.02% 1477999.22
No. 5 24804411.54 24804411.54 2.65% 6728950.01
Total 348930585.32 348930585.32 37.31% 15885690.46
2. Other Receivables
Unit: RMB
Item Ending balance Beginning balance
Other receivables 558342534.44 511036345.72
Total 558342534.44 511036345.72
(1) Interest Receivable
None.
(2) Dividend Receivable
None.
(3) Other Receivables
1) Category of Other Receivables by Account Nature
Unit: RMB
Nature Ending carrying amount Beginning carrying amount
Other current accounts 550330445.91 499569435.12
Performance bonds 5017218.52 2535349.17
Export VAT rebates 4708061.84 9247208.98
Staff loans and petty cash 1267076.22 1467513.80
Rents and utilities 808434.42 2211666.93
Total 562131236.91 515031174.00
347Foshan Electrical and Lighting Co. Ltd.
2) Disclosure by Aging
Unit: RMB
Aging Ending carrying amount Beginning carrying amount
Within 1 year (including 1 year) 125675552.49 107707632.83
1 to 2 years 40089841.13 402271482.67
2 to 3 years 393099727.65 1736367.27
Over 3 years 3266115.64 3315691.23
3 to 4 years 1588177.54 1049621.10
4 to 5 years 981563.00 763885.44
Over 5 years 696375.10 1502184.69
Total 562131236.91 515031174.00
3) Disclosure by Withdrawal Methods for Bad Debts
Unit: RMB
Ending balance Beginning balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Categor Withdra Withdra
Carrying Carrying
y Proporti wal Proporti wal
Amount Amount value Amount Amount value
on proporti on proporti
on on
Of
which:
Withdra
wal of
bad debt 562131 378870 558342 515031 399482 511036
100.00%0.67%100.00%0.78%
provisio 236.91 2.47 534.44 174.00 8.28 345.72
n by
group
Of
which:
Other
receivab
les with
bad debt
provisio
n based
562131378870558342515031399482511036
on a 100.00% 0.67% 100.00% 0.78%
236.912.47534.44174.008.28345.72
combina
tion of
credit
risk
characte
ristics
562131378870558342515031399482511036
Total 100.00% 0.67% 100.00% 0.78%
236.912.47534.44174.008.28345.72
Withdrawal of bad debt provision by group: RMB-206125.81
Unit: RMB
Ending balance
Name
Carrying amount Bad debt provision Withdrawal proportion
Other receivables with bad
debt provision based on a 562131236.91 3788702.47 0.67%
combination of credit risk
348Foshan Electrical and Lighting Co. Ltd.
characteristics
Total 562131236.91 3788702.47
Notes to the determination basis for the group:
Detailed in Note V-13. Accounts Receivable.Withdrawal of bad debt provision by adopting the general mode of expected credit loss:
Unit: RMB
First stage Second stage Third stage
Expected loss in the
Expected loss in the
Bad debt provision Expected credit loss in duration (credit Total
duration (credit
the next 12 months impairment not
impairment occurred)
occurred)
Balance of 1 January
570436.683424391.603994828.28
2023
Balance of 1 January
2023 in the current
period
Withdrawal of the
270913.72-477039.53-206125.81
current period
Balance of 31
841350.402947352.073788702.47
December 2023
The basis for the division of each stage and the withdrawal proportion of bad debt provision
Changes of carrying amount with significant amount changed of loss provision in the current period
□Applicable □Not applicable
4) Bad Debt Provision Withdrawn Reversed or Recovered in the Current Period
Withdrawal of bad debt provision:
Unit: RMB
Changes in the current period
Beginning
Category Reversed or Charged- Ending balance
balance Withdrawal Others
recovered off/Written-off
Other
3994828.28-206125.813788702.47
receivables
Total 3994828.28 -206125.81 3788702.47
Of which the bad debt provision recovered or transferred-back with significant amount during the current period:
None.
5) Particulars of the Actual Verification of Other Receivables during the Current Period
None.
6) Top 5 of the Ending Balance of Other Receivables Collected according to the Arrears Party
Unit: RMB
Proportion to total
ending balance of Ending balance of
Name of the entity Nature Ending balance Aging
other bad debt provision
receivables %
No. 1 Internal group 472584201.03 Within 3 years 84.07%
349Foshan Electrical and Lighting Co. Ltd.
No. 2 Internal group 51979590.65 Within 2 years 9.25%
Other intercourse
No. 3 15883375.00 Within 1 year 2.83% 476501.25
accounts
VAT export tax
No. 4 4708061.84 Within 1 year 0.84% 141241.86
refunds
Other intercourse
No. 5 2827035.52 Within 1 year 0.50% 84811.07
accounts
Total 547982264.04 97.49% 702554.18
7) Presentation in Other Receivables due to the Centralized Management of Funds
None.
3. Long-term Equity Investment
Unit: RMB
Ending balance Beginning balance
Item Carrying Impairment Carrying Impairment
Carrying value Carrying value
amount provision amount provision
Investment to 2323435425. 2323435425. 2323631238. 2323631238.subsidiaries 91 91 41 41
Investment to
joint ventures
179188555.15179188555.15181931792.66181931792.66
and associated
enterprises
2502623981.2502623981.2505563031.2505563031.
Total
06060707
(1) Investment to Subsidiaries
Unit: RMB
Beginning Ending balance (carrying value) Ending
balance Increase/de Depreciatio balance of
Investee Additional Reduced Investee
(carrying crease n reserves Other depreciatio
investment investment
value) withdrawn n reserve
Foshan
NationStar
1212090212120902
Optoelectro
45.9445.94
nics Co.Ltd.Nanning
Liaowang 49388016 49388016
Auto Lamp 3.76 3.76
Co. Ltd.Fozhao
(Hainan) 20000000 20000000
Technolog 0.00 0.00
y Co. Ltd.Foshan
1700000017000000
Kelian
0.000.00
New
350Foshan Electrical and Lighting Co. Ltd.
Energy
Technolog
y Co. Ltd.FSL
Chanchang
82507350.82507350.
Optoelectro
0000
nics Co.Ltd.Nanjing
Fozhao
Lighting
Component 72000000. 72000000.s 00 00
Manufactur
ing Co.Ltd.Foshan
Electrical
35418439.35418439.
& Lighting
7676
(Xinxiang)
Co. Ltd.FSL Zhida
Electric 25500000. 25500000.Technolog 00 00
y Co. Ltd.Foshan
Haolaite 16685000. 16685000.Lighting 00 00
Co. Ltd.Foshan
Fozhao
15000000.15000000.
Zhicheng
0000
Technolog
y Co. Ltd.Foshan
Taimei
Times 350000.00 350000.00
Lamp Co.Ltd.Foshan
Sigma
Venture 4226.45 4226.45
Capital
Co. Ltd.FSL
Lighting 195812.50 195812.50
GMBH
2323631223234354
Total 195812.50
38.4125.91
(2) Investment to Joint Ventures and Associated Enterprises
Unit: RMB
Beginn Increase/decrease Ending Ending
Investe Beginn
ing ing Additi Reduc Gains Adjust Chang Cash Withdr balanc balanc
e Other
balanc balanc onal ed and ment es of bonus awal e e of
351Foshan Electrical and Lighting Co. Ltd.
e e of invest invest losses of other or of (carryi deprec
deprec
(carryi ment ment recogn other equity profits impair ng iation
iation
ng reserve ized compr annou ment value) reserve
value) under ehensi nced to provisi
the ve issue on
equity incom
metho e
d
I. Joint ventures
II. Associated enterprises
Shenz
henPri
matron
ix 18193 17918
18334576
(Nanh 1792. 8555.
621.59859.10
o) 66 15
Electro
nics
Ltd.Subtot 18193 179181833 4576
1792.8555.
al 621.59 859.10
6615
1819317918
18334576
Total 1792. 8555.
621.59859.10
6615
The recoverable amount is determined based on the net amount of the fair value minus disposal costs
□Applicable □ Not applicable
The recoverable amount is determined by the present value of the forecasted future cash flow
□Applicable □ Not applicable
The reason for the discrepancy between the foregoing information and the information used in the impairment
tests in prior years or external information
None.The reason for the discrepancy between the information used in the Company’s impairment tests in prior years
and the actual situation of those years
None.
(3) Other Notes
None.
4. Operating Revenue and Cost of Sales
Unit: RMB
352Foshan Electrical and Lighting Co. Ltd.
Reporting Period Same period of last year
Item
Operating revenue Cost of sales Operating revenue Cost of sales
Main operations 3256292066.96 2590527472.07 3140930568.54 2545166965.71
Other operations 114208143.77 79302538.77 173106570.74 138938600.08
Total 3370500210.73 2669830010.84 3314037139.28 2684105565.79
5. Investment Income
Unit: RMB
Item Reporting Period Same period of last year
Long-term equity investment income
12959503.508704927.43
accounted by cost method
Long-term equity investment income
1833621.592467060.07
accounted by equity method
Investment income from disposal of
-686145.59
long-term equity investment
Investment income from disposal of
-13774175.00-9764664.95
trading financial assets
Dividend income from holding of other
16633969.3516055272.93
equity instrument investment
Interest income from holding of other
5611238.58
investments in debt obligations
Income received from financial products
1767053.511595691.60
and structural deposits
Total 24345065.94 19058287.08
6. Other
None.XX. Supplementary Materials
1. Items and Amounts of Non-recurring Profit or Loss
□ Applicable □ Not applicable
Unit: RMB
Item Amount Note
Gain or loss on disposal of non-current
11286004.48
assets
Government grants recognised in profit
or loss (exclusive of those that are
closely related to the Company's normal
business operations and given in
52146676.20
accordance with defined criteria and in
compliance with government policies
and have a continuing impact on the
Company's profit or loss)
353Foshan Electrical and Lighting Co. Ltd.
Gain or loss on fair-value changes in
financial assets and liabilities held by a
non-financial enterprise as well as on
disposal of financial assets and liabilities -10070899.66
(exclusive of the effective portion of
hedges that is related to the Company's
normal business operations)
Capital occupation charges on non-
financial enterprises that are recorded 224271.91
into current profit or loss
Reverse of provision for impairment of
accounts receivable individually 573448.92
conducting impairment test
Other non-operating income and
4424223.10
expenses other than the above
Less: Income tax effects 5440558.97
Non-controlling interests effects
37624282.39
(after-tax)
Total 15518883.59 --
Others that meets the definition of non-recurring gain/loss:
□Applicable □ Not applicable
No such cases in the Reporting Period.Explain the reasons if the Company classifies any extraordinary gain/loss item mentioned in the Explanatory
Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Non-
recurring Gains and Losses as a recurrent gain/loss item
□Applicable □ Not applicable
2. Return on Equity and Earnings Per Share
EPS (Yuan/share)
Profit as of Reporting Period Weighted average ROE (%)
EPS-basic EPS-diluted
Net profit attributable to
ordinary shareholders of the 5.51% 0.2128 0.2108
Company
Net profit attributable to
ordinary shareholders of the
5.21%0.20140.1995
Company after deduction of
non-recurring profit or loss
354Foshan Electrical and Lighting Co. Ltd.
3. Differences between Accounting Data under Domestic and Overseas Accounting Standards
(1) Differences of Net Profit and Net Assets Disclosed in Financial Reports Prepared under International
and Chinese Accounting Standards
□Applicable □ Not applicable
(2) Differences of Net profit and Net assets Disclosed in Financial Reports Prepared under Overseas and
Chinese Accounting Standards
□Applicable □ Not applicable
(3) Explain Reasons for the Differences between Accounting Data under Domestic and Overseas
Accounting Standards; for any Adjustment Made to the Difference Existing in the Data Audited by the
Foreign Auditing Agent Such Foreign Auditing Agent’s Name Shall Be Clearly Stated
None.
4. Other
None.Wan Shan legal representative
Foshan Electrical and Lighting Co. Ltd.
17 April 2024
355
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