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粤照明B:2022年年度报告(英文版)

深圳证券交易所 2023-04-10 查看全文

Foshan Electrical and Lighting Co. Ltd.FOSHAN ELECTRICAL AND LIGHTING CO. LTD.ANNUAL REPORT 2022

【April 2023】

1Foshan Electrical and Lighting Co. Ltd.

ANNUAL REPORT 2022

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.Wu Shenghui 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

1348994647 shares (the total share capital of 1361994647 shares minus the remaining

13000000 A-shares repurchased in the share repurchase account at the disclosure date of the

2022 Annual Report a cash dividend of RMB1 (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 ....................... 52

Part V Environmental and Social Responsibility ..... 80

Part VI Significant Events ........................ 100

Part VII Share Changes and Shareholder Information. 149

Part VIII Preferred Shares ........................ 161

Part IX Corporate Bonds ........................... 162

Part X Financial Statements ....................... 163

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 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 Wu Shenghui

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. 64 Fenjiang North Road Chancheng District Foshan City Guangdong Province P.R.China

Zip code 528000

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. 64 Fenjiang North Road Chancheng No. 64 Fenjiang North Road Chancheng

Address District Foshan City Guangdong District Foshan City Guangdong

Province P.R.China Province 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

China Securities Journal Securities Times Ta Kung Pao (HK) and

Media and website where this Report is disclosed

http://www.cninfo.com.cn

6Foshan Electrical and Lighting Co. Ltd.

Board Office FSL Office Building No. 64 Fenjiang North Road

Place where this Report is lodged

Chancheng 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

Every change of controlling shareholder

Holding Company Limited") to Electronics Group. In addition Electronics Group and

since incorporation (if any)

its parties acting in concert (Rising Capital Shenzhen Rising Investment and Hong

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. As of the

date of this Report due to the retirement of certain shares repurchased by the

Company Rising Holdings Group and its parties acting in concert hold 30.82% 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 Xia Ling

The independent sponsor hired by the Company to exercise constant supervision over the Company in the

Reporting Period:

7Foshan Electrical and Lighting Co. Ltd.

□ Applicable □ Not applicable

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 23 February 2022 - 31

Zone) 5001 Huanggang Qiu Kaijuan and Du Qian

Co. Ltd. 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:

Business combination involving entities under common control.

2022-over-2021

20212020

2022 change (%)

Before Restated Restated Before Restated

Operating 875996527 477269046 872624105 374491445 713991568

0.39%

revenue (RMB) 5.96 9.14 3.50 2.72 1.88

Net profit

attributable to

the listed 230394235. 250091965. 299614354. 316914185. 344497448.-23.10%

company’s 91 87 88 34 15

shareholders

(RMB)

Net profit

attributable to

the listed

company’s

221545061.150010381.149573177.276795046.278242315.

shareholders 48.12%

1060560769

before

exceptional

gains and losses

(RMB)

Net cash

generated -106488832 433473948. 394828331. 855384683.

277025085.145.66%

from/used in 0.69 34 90 02

26

operating

8Foshan Electrical and Lighting Co. Ltd.

activities

(RMB)

Basic earnings

per share 0.1708 0.1854 0.2221 -23.10% 0.2349 0.2554

(RMB/share)

Diluted

earnings per

0.16920.18360.2200-23.09%0.23270.2529

share

(RMB/share)

Weighted

average return 4.13% 4.23% 4.20% -0.07% 5.82% 5.02%

on equity (%)

Change of 31

December 2022

31 December 31 December 2021 over 31 31 December 2020

2022 December 2021

(%)

Before Restated Restated Before Restated

Total assets 152870611 969959252 165999186 851933691 148990567

-7.91%

(RMB) 19.70 8.61 28.35 4.11 52.81

Equity

attributable to

the listed 517306609 580055858 703610877 626392130 746089547

-26.48%

company’s 5.76 8.34 2.54 4.54 6.60

shareholders

(RMB)

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

9Foshan Electrical and Lighting Co. Ltd.

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 2049503975.00 2425694272.57 2176919528.17 2107847500.22

Net profit attributable

to the listed company’s 62312239.55 100812332.99 62972847.87 4296815.50

shareholders

Net profit attributable

to the listed company’s

shareholders before 55625535.40 105236988.78 64167908.29 -3616634.91

exceptional gains and

losses

Net cash generated

from/used in operating -54833636.58 244076020.91 425242415.99 450403520.37

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 2022 2021 2020 Note

Gain or loss on

disposal of non-current -8216871.49 82233742.26 7466798.65

assets (inclusive of

10Foshan Electrical and Lighting Co. Ltd.

impairment allowance

write-offs)

Government subsidies

charged to current

profit or loss (exclusive

of government

subsidies consistently

given in the

68903156.8915971903.2425372941.13

Company’s ordinary

course of business at

fixed quotas or

amounts as per

government policies or

standards)

Capital occupation

charges on non-

financial enterprises 339583.00 881704.19 1337410.12

that are recognized in

profit or loss

Current profit or loss

on subsidiaries

obtained in business

combinations involving

22504245.08233275576.92102415815.56

entities under common

control from the

period-beginning to

combination dates net

Gain or loss on fair-

value changes on held-

for-trading financial

assets and liabilities &

income from disposal

of held-for-trading

financial assets and

liabilities and -19057137.27 10663119.44 8463850.00

available-for-sale

financial assets

(exclusive of the

effective portion of

hedges that arise in the

Company’s ordinary

course of business)

Reversed portions of

impairment allowances 1203963.23 9156396.52

for receivables which

11Foshan Electrical and Lighting Co. Ltd.

are tested individually

for impairment

Non-operating income

and expense other than 10557819.17 10640975.11 -123367.66

the above

Less: Income tax

4465855.7817224178.815643715.91

effects

Non-controlling

interests effects (net of 62919728.02 186401665.03 82190995.95

tax)

Total 8849174.81 150041177.32 66255132.46 --

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

During 2022 a variety of unfavorable factors such as the slower recovery of the global economy and high raw

material costs led to less room for profit for companies in the lighting industry. Moreover the industry reshuffle

was still in progress. 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 enterprises accelerated the development of high energy-

saving and intelligent products with better light quality. To this end they carried out cross-field integration by

focusing on healthy and intelligent lighting and made arrangements for the development of the ecosystem in the

industry thereby achieving transformation and upgrading. Concurrently with the continuously upgraded

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 accordance with the statistics released by the China

Association of Automobile Manufacturers (CAAM) the automobile output and sales in China for 2022 reached

27.021 million and 26.864 million up by 3.4% and 2.1% year on year respectively. The new energy vehicle

industry achieved ongoing explosive growth. Statistically the output and sales of new energy vehicles for 2022

reached 7.058 million and 6.887 million up by 96.9% and 93.4% year on year respectively. Additionally the

market share of new energy vehicles rose to 25.6%. The growth in automobile output and sales boosted the

demand in the automotive light market. As the R&D capabilities of the upstream midstream and downstream

enterprises along the domestic automotive-light industrial chain have improved in the last few years 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 and intelligent automotive light-related technologies have

enabled automotive lights to carry more functions in addition to traditional lighting which has not only brought

users more environmental safe recreational and intelligent driving experience but also injected new growth

impetus into the industry.Affected by the sluggish downstream demand the development of the packaging industry will be affected to a

certain extent in 2022.Still with the upgraded technologies new application sub-markets will be constantly

expanded. Meanwhile the emerging application fields such as new Mini/Micro LED displays plant lighting

and intelligent lighting are going to enter a critical phase of rapid development bringing new development

opportunities for the LED packaging industry. Additionally as relevant industry policies are introduced the

transformation toward high energy-saving highly reliable and intelligent LED semiconductors with better light

quality will be expedited which has set a stricter requirement for enterprises' innovation capability. Top players

in the industry will have more say.II Principal Activity of the Company in the Reporting Period

13Foshan Electrical and Lighting Co. Ltd.

(I) Principal business

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 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 Bestune SAIC Maxus Automotive Dongfeng

Liuzhou Motor Dongfeng Sokon SERES and other whole-automobile manufacturers.The Company conducts LED packaging business mainly by relying on its majority-owned subsidiary

NationStar Optoelectronics (stock code: 002449). The LED packaging business mainly involves components

(including components for display lighting and optoelectronics) modules (including display and backlight

modules as well as mini backlight modules) and LED epitaxial wafers and chips (including blue and green

display / digital indication / automotive high power flip-flop / Mini LED chip products) electronic components

integrated circuit products and accessories (including MOS/Si/IC products) and third generation semiconductor

products (including silicon carbide discrete devices/power modules gallium nitride series device 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 determine suppliers

by means of bidding price negotiation and price comparison and follow up on the procurement orders. There

should be several backup suppliers of each principal raw material to ensure fair procurement price timely

material supply and high 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 boasts hardware distribution home engineering industrial

lighting commercial distribution 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 expanding 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 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 main 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

During the Reporting Period through continued accumulation the Company’s core competitiveness has been

further enhanced 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 six major sales channels in domestic

market (hardware distribution home engineering industrial lighting commercial distribution 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 new clients. Its client

entities are increasingly diverse and the market share of its micro automotive lights ranks first in China.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

The Company has accumulated more than 60 years' experience in the lighting industry and enjoyed

continuously increasing influence and brand value for its "FSL". For 17 consecutive years the Company has

been included in the list of "China's 500 Most Valuable Brands". In 2022 the value of FSL brand reached

RMB26.529 billion. 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 "NationalHigh-tech Enterprise Certification" "Brand Power" "Top 10 LED Packaging Brands" “GG Golden GlobeAward” and “Company of the Year 2022” 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 independent

product innovation and introduced first-class R&D equipment and facilities from home and abroad to provide

high-quality conditions for scientific and technological innovation. The Company is a national high-tech

16Foshan Electrical and Lighting Co. Ltd.

company and its testing center has the CNAS-approved qualification. In addition the Company has built

innovative platforms such as "Guangdong 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". Established"Postdoctoral

Research Station (Substation)" 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 1900 valid patents. Also they have led or participated in the formulation or

revision of 160 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 Institute of Deep-Sea Science and Engineering of CAS Dalian Ocean

University 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; established the Automotive Lighting Research Institute; In

recent years Nanning Liaowang has increased investment in R&D accelerate investment in various lens

modules and interactive signal lamp technologies and continuously enhanced its R&D strength. NationStar

Optoelectronics has created 16 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 Award for Excellent Patents"

"Guangdong Science and Technology Progress Award (first/second prize)" as well as Advanced TechnologyGolden Globe Award "2022 Company of the Year” and “2022 Innovative Technology". Moreover it hasconstantly made breakthroughs and surmounted technological challenges in emerging areas such as Mini/Micro

LED the third generation of semiconductor smart wear 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 enhanced its competitiveness and visibility in the industry.IV Core Business Analysis

1. Overview

In the Reporting Period the Company persisted in prioritizing stable growth by implementing decisions and

arrangements in this regard. It withstood the pressure and rose to various challenges head-on. By focusing on

optimizing the business structure expanding markets advancing technological innovation deepening reform

and strengthening internal control and management quality and efficiency were improved and the production

and operation were stable overall. During the Reporting Period the Company recorded operating revenue of

RMB 8.760 billion up by 0.39% year-on-year (YoY); a net profit attributable to its shareholders of RMB 230

million down by 23.10% YoY; and a net profit attributable to its shareholders before exceptional gains and

losses of RMB 222 million up by 48.12% YoY.During the Reporting Period the Company mainly focused on the following tasks:

1. Using all means to expand markets

The Company adopted a target-oriented approach to expand markets. First channel construction was further

advanced. The Company deepened the construction of the provincial service centre expedited the

transformation of distributors to service providers and optimized the mode of control over distributors. With

these efforts channel efficiency was boosted. Additionally the coverage of the end-consumer market was

expanded with more than 30000 new outlets set up vigorously tapping the existing market resources.Moreover cooperation between the Company and its major customers overseas was solidified. To this end the

Company unlocked the full potential for cooperation with these major customers in order to strengthen

customer stickiness. Concurrently the Company made vigorous efforts to expand overseas markets achieving

100-plus new overseas customers. Furthermore efforts were redoubled to promote overseas independent brands

resulting in a stable increase in the proportion of sales of these brands. Second the marketing mode

transformation was furthered. The Company carried out high-level marketing and set up special teams to

complete the large projects of major customers. Meanwhile several big project orders were secured.Additionally sales breakthrough teams were set up to beef up weak markets such as landscape lighting

intelligent lampposts and beautiful village construction and thus achieve diversified sales. By concentrating on

the fore-end planning and design of projects technological innovation and application and business cooperation

the Company signed an agreement on strategic cooperation with several units which expanded project sources

and adjusted its customer structure. Third the Company expanded and strengthened its automotive light

business. The Company developed several new original equipment manufacturers (OEMs) while stabilizing the

existing customers. Concurrently regional sales teams were set up in southern southwestern and northeastern

China to expand into local auto lamp segment markets of new energy vehicles. Additionally the Company

undertook 33 projects during the Reporting Period more than half of which were about automotive lights of

new energy vehicles. These new high-quality projects provided vigorous support for the future development of

Nanning Liaowang. Fourth the segmentation layout was accelerated. The Company vigorously pushed ahead

with the distribution of sales channels of marine lighting products. It established 24 sales outlets in China's

18Foshan Electrical and Lighting Co. Ltd.

coastal provinces and the Southeast Asian markets and six experiencing zones (halls). With intelligent home as

the focus the Company constantly expanded into intelligent lampposts intelligent hotels and other intelligent

application fields. Moreover considering the increasing demand for high-quality light in educational office

home and medical & elderly care scenarios more healthy lighting products were launched.

2. A variety of measures were adopted to minimize costs

Adhering to the "tighten the belt" philosophy the Company launched the cost reduction campaign to dig for

more cost reduction space from multiple perspectives. First the procurement cost was reduced. Based on the

research and judgment of the trend of the raw material price the Company took such measures as price

negotiation supplier optimization and adjustment new material replacement and public bidding to reduce the

procurement cost. Second the manufacturing cost was reduced. The "robot assembly line" strategy was

promoted on an ongoing basis by transforming and upgrading assembly lines with automation equipment.Additionally measures such as automated production optimizing processes and procedures and setting quotas

on material consumption were employed to reduce the manufacturing cost. Third expenditures were reduced.The hard constraint of budget management was strengthened by controlling three expenditures in accordance

with the budget progress ensuring that no expenditures would be incurred without budgets that expenditures

would be incurred within budget and that no unnecessary expenditures would be incurred.

3. Unswerving and strong innovationThe Company invested RMB504 million in R&D in 2022 to strengthen the

arrangements for and breakthroughs in core technologies and self-developed technologies thereby injecting

constant impetus into the Company's development through technological innovation. First efforts were

redoubled at technology R&D. The Company strengthened its cooperation with higher education institutes

research institutes and relevant enterprises. Statistically it conducted 118 high-tech R&D projects researched

38 core technologies and launched 25 industry-university-research cooperation projects. Additionally core

technology libraries of lighting heat machine electricity joint control and industrial design technologies were

built. It has been granted 390 new patents and has won the "National Demonstration Enterprise in Intellectual

Property Rights" title. Second efforts were redoubled at platform construction. More than 20 R&D platforms

have been established by the Company including the "postdoctoral research workstation" the "Guangdong

Provincial Science and Technology Experts Workstation" the "postdoctoral research workstation sub-station"

and the National- and local-joint Engineering Laboratory for Semiconductor Lighting Materials and

Components. Additionally a strategic cooperation agreement was concluded between the Company and Ji Hua

Laboratory to build a healthy lighting lab through joint efforts. Moreover the Research Institute for Automotive

Lights was founded to conduct forward-looking research into automotive light technologies thereby

contributing to the expansion of the Company's products into the mid- and high-end markets. By pushing ahead

with the platform construction the Company gathered innovation resources and talent improved its research

management capability and boosted the core competitiveness of its technological innovations. Third efforts

were redoubled at product iteration. The application of scientific and technological achievements was expedited

to promote the integrated development of the innovation chain and industrial chain. As a result more than 600

products were developed. In the field of new tracks it has launched a series of health lighting products with

innovative technologies such as photocatalysts and circadian rhythms intelligent products integrated into

mainstream system ecosystems at home and abroad and intelligent solutions for multiple application scenarios

lamps and intelligent control systems suitable for poultry breeding and plant planting and marine lighting

products and solutions to meet the different needs of deep-sea shallow-sea and aquaculture. In terms of the

packaging field multiple product series were unveiled including Mini/Micro LED the third-generation

19Foshan Electrical and Lighting Co. Ltd.

semiconductor intelligent wear automotive components and new optoelectronic components thereby

cultivating new development drivers.

4.Solid steps were taken to improve internal strength

First production and operation monitoring and scheduling were strengthened. The Company checked progress

against major annual business indicators and phased goals and strengthened production and operation

monitoring as well as analysis research and judgment. It promptly addressed difficulties and bottlenecks in

operation by urging each unit to fulfill its own responsibilities. Second the "three refinements in management"

scheme was advanced on all fronts. To establish a lean and efficient organizational system a cost-leading

production management system and an efficiency-prioritized operational system the Company developed and

implemented the "three refinements in management" scheme with "five optimizations six decreases and seven

reductions" at the core boosting the production efficiency reducing the operational costs and optimizing the

management efficiency. Third compliance management and risk control management were enhanced. To

"strengthen internal control promote compliance and avert risks" the law-based development was furthered.Specifically the Company issued the Compliance Management Measures and optimized the Compliance

Management Manual. It also conducted self-assessments of compliance risk in major events and key fields and

remedied issues identified in the assessments. By doing so compliance management was solidified and

delivered better effects. Major risk events were monitored dynamically and measures were developed to

prevent and control major risk events thereby guarding against the worst-scenario case of major risks.Moreover the Company fully advanced the "abolishment revision and establishment" of regulations and

policies of the Company in order to form a "1+N" policy system framework led by the Articles of Association

and supported by various special policies. As a result tasks were performed in a more policy-based and

standardized manner. Fourth digital transformation was advanced on an ongoing basis. Based on the previous

information-based development the Company continued to refine digital management. Specifically it built a

PLM R&D life-cycle management system and a CRM customer relationship management system. Additionally

it developed and optimized the application of the SRM supply chain management system and integrated

business information management systems with the SAP system at the core. By doing so the Company

achieved real-time data connectivity and optimized supply-demand matching. Moreover the Company

constantly pushed ahead with the construction of the intelligent manufacturing plant for bulb lamps. It also took

circuit board and LED automotive light plants as a pilot to build a digital demonstration plant thereby

visualizing the data for production records.

2. Revenue and Cost Analysis

(1) Breakdown of Operating Revenue

Unit: RMB

20222021

As % of total As % of total

Change (%)

Operating revenue operating revenue Operating revenue operating revenue

(%)(%)

8759965275.98726241053.5

Total 100% 100% 0.39%

60

By operating division

20Foshan Electrical and Lighting Co. Ltd.

Lighting products 5037643901.4 4568104109.8

57.51%52.35%10.28%

and luminaries 8 4

Electronic

2821927649.93389557799.6

component 32.21% 38.84% -16.75%

71

manufacturing

Export trade and

900393724.5110.28%768579144.058.81%17.15%

other

By product category

General lighting

3136174210.7235.80%3546404363.2840.64%-11.57%

products

LED packaging

2562831923.0629.26%3033553358.2834.76%-15.52%

and components

Auto lamps 1729839032.11 19.75% 899064914.20 10.30% 92.40%

Trade and other 1331120110.07 15.20% 1247218417.74 14.29% 6.73%

By operating segment

6625258201.56514993928.5

Domestic 75.63% 74.66% 1.69%

77

2134707074.32211247124.9

Overseas 24.37% 25.34% -3.46%

93

By sales model

Direct sales 51977666.74 0.59% 43652588.73 0.50% 19.07%

8442797638.68289485561.6

Distribution 96.38% 94.99% 1.85%

04

other 265189970.62 3.03% 393102903.13 4.50% -32.54%

(2) Operating Division Product Category Operating Segment and Distribution Model Contributing over

10% of Operating Revenue or Operating Profit

□ Applicable □ Not applicable

Unit: RMB

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

503764390401540070

products and 20.29% 10.28% 5.75% 3.41%

1.484.94

luminaries

Electronic

282192764239396710

component 15.17% -16.75% -12.21% -4.38%

9.976.31

manufacturing

Export trade 900393724. 814603690.

9.53%17.15%13.33%3.05%

and other 51 28

By product category

General 22.16% -11.57% -17.53% 5.62%

3136174210.2441098540.

lighting

7283

products

LED packaging 2562831923. 2134875566. 16.70% -15.52% -11.16% -4.09%

21Foshan Electrical and Lighting Co. Ltd.

and 06 37

components

1729839032.1441470468.16.67%92.40%92.88%-0.21%

Auto lamps

1121

1331120110.1206526926.9.36%6.73%6.55%0.15%

Trade and other

0712

By operating segment

662525820535747254

Domestic 19.14% 1.69% 1.33% 0.30%

1.576.68

213470707186649895

Overseas 12.56% -3.46% -4.54% 0.98%

4.394.85

By sales model

51977666.733122166.3

Direct sales 36.28% 19.07% 11.79% 4.15%

45

844279763700708384

Distribution 17.01% 1.85% 1.15% 0.58%

8.604.01

265189970.183765491.

other 30.70% -32.54% -35.68% 3.38%

6217

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 2022 2021 Change (%)

Unit sales Piece 744109776 673457301 10.49%

Lighting products

Output Piece 740109114 687092615 7.72%

and luminaries

Inventory Piece 108959461 112960123 -3.54%

Unit sales

Electronic 0000 pieces 21582719 19141234 12.76%

component Output 0000 pieces 20960964 20949449 0.05%

manufacturing Inventory 0000 pieces 2908800 3530555 -17.61%

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

Operating 2022 2021

Item Change (%)

division Cost of sales As % of total Cost of sales As % of total

22Foshan Electrical and Lighting Co. Ltd.

cost of sales cost of sales

(%)(%)

Lighting

322313989296193405

products and Raw materials 44.62% 40.90% 8.82%

4.679.06

luminaries

Lighting

440097973.476659230.

products and Labor cost 6.09% 6.58% -7.67%

9759

luminaries

Lighting

Depreciation 348261748. 358494737.products and 4.82% 4.95% -2.85%

and other 35 12

luminaries

Electronic

174627978195808944

component Raw materials 24.17% 27.04% -10.82%

5.148.68

manufacturing

Electronic

163881020.201859706.

component Labor cost 2.27% 2.79% -18.81%

6245

manufacturing

Electronic

Manufacturing 487707388. 565864082.component 6.75% 7.81% -13.81%

costs 50 26

manufacturing

630838199.536965389.

Trade Other 8.73% 7.41% 17.48%

1105

183765491.182792408.

Other Other 2.54% 2.52% 0.53%

1754

722397150724265906

Total 100.00% 100.00% -0.26%

1.531.75

Unit: RMB

20222021

As % of As % of

Product

Item total cost total cost Change (%)

category Cost of sales Cost of sales

of sales of sales

(%)(%)

General

lighting Raw materials 1935461260.59 26.79% 2354705116.87 32.51% -17.80%

products

General

lighting Labor cost 300220823.12 4.16% 376835910.92 5.20% -20.33%

products

General

Depreciation

lighting 205416457.12 2.84% 228443021.32 3.15% -10.08%

and other

products

General

lighting Subtotal 2441098540.83 33.79% 2959984049.11 40.87% -17.53%

products

Auto lamps Raw materials 1171866396.73 16.22% 535110159.03 7.39% 119.00%

Auto lamps Labor cost 133268897.37 1.84% 89481090.61 1.24% 48.94%

Auto lamps Depreciation 136335174.11 1.89% 122740090.34 1.69% 11.08%

23Foshan Electrical and Lighting Co. Ltd.

and other

Auto lamps Subtotal 1441470468.21 19.95% 747331339.98 10.32% 92.88%

LED packaging

and Raw materials 1576705592.88 21.83% 1811842718.22 25.02% -12.98%

components

LED packaging

and Labor cost 142881340.98 1.98% 155870636.12 2.15% -8.33%

components

LED packaging

Depreciation

and 415288632.51 5.75% 435276111.72 6.01% -4.59%

and other

components

LED packaging

and Subtotal 2134875566.37 29.55% 2402989466.06 33.18% -11.16%

components

Trade and other Raw materials 896164035.05 12.41% 755330902.67 10.43% 18.65%

Trade and other Labor cost 32061365.70 0.44% 56331299.39 0.78% -43.08%

Depreciation

Trade and other 94536034.21 1.31% 137899596.00 1.90% -31.45%

and other

Trade and other Subtotal 1022761434.95 14.16% 949561798.06 13.11% 7.71%

Other Other 183765491.17 2.54% 182792408.54 2.52% 0.53%

(6) Changes in the Scope of Consolidated Financial Statements for the Reporting Period

□ Yes □ No

For details see “VII YoY Changes to the Scope of the Consolidated Financial Statements” in Part VI 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) 1531594832.77

Total sales to top five customers as % of total sales of the

17.49%

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:

No. Customer Sales revenue contributed for As % of total sales revenue

24Foshan Electrical and Lighting Co. Ltd.

the Reporting Period (RMB) (%)

1 Customer A 577095135.27 6.59%

2 Customer B 317020019.20 3.62%

3 Customer C 220094919.60 2.51%

4 Customer D 213427842.49 2.44%

5 Customer E 203956916.21 2.33%

Total -- 1531594832.77 17.49%

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) 949954242.78

Total purchases from top five suppliers as % of total purchases

14.81%

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 250474909.73 3.91%

2 Supplier B 247115891.74 3.85%

3 Supplier C 233309775.33 3.64%

4 Supplier D 109951913.96 1.71%

5 Supplier E 109101752.02 1.70%

Total -- 949954242.78 14.81%

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

2022 2021 Change (%)

significant change

Selling expense 256820593.82 235995457.89 8.82%

Administrative expense 408119409.22 351939272.35 15.96%

Finance costs -31478088.43 -405696.07 -7659.03% Currency fluctuations

R&D expense 440787934.06 374974941.64 17.55%

25Foshan Electrical and Lighting Co. Ltd.

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

The three innovative

heat dissipation

This project was designed to

technologies for high-

conduct systematic heat

power LED luminaries

dissipation research and

would substantially

technology development

increase the feasibility

thereby addressing the heat

The project was intended to of high-value product

dissipation issue in the high-

Research on the High- develop three heat development and

power LED photothermal Complet

power LED dissipation technical provide effective and

module. By doing so heat ed

Photothermal Module programmes and two feasible technical

dissipation methods could be

luminary prototypes. programmes thereby

matched to photothermal

contributing to the

products with different high

rapid development of

powers based on their heat

high-power outdoor

dissipation needs thereby

lighting products and

supporting product R&D.marine lighting

products.Parameters such as the The need for intelligent

Intelligent classroom lighting

illuminance illuminance classroom lighting can

products should meet the

uniformity and unified glare be met by using

requirements for teaching

rating meet the national sensitive sensors for

Development of the usability visuality and comfort

standards and the intelligent monitoring

Intelligent Control guiding students' attention to the

In illuminance can be adjusted thereby dynamically

System and teaching presentation area

progress based on needs. Additionally judging the

Application of energy conservation automatic

luminaries can be turned on illumination in real

Intelligent Luminaries adjustment of illuminance

or off both manually and time controlling

intelligent switch control and

automatically and scenario classroom lighting

capability to adapt to different

modes can be switched based intelligently and thus

scenarios.on needs. saving energy.The project is designed to

explore and research through a

The project will

range of relevant experiments

provide a rigorous and

designing activities and

rich lighting indicator

applications in the dimensions

technology library and

of visual efficacy rhythm

To complete four sub- assessment model for

regulation and emotional

projects: human-centric lighting

intervention and vigorously

(1) Key Technologies and and commercial

promote the "healthy light"

Product Programme for colour-rendering

concept and the integrated and

Research on the Fresh Food Lights with High lighting and conduct

innovative application of LED

Mechanism of the Colour Quality. on-site debugging

lighting. The project also aims

Influence of Intelligent (2) Study on the Influence of presentations through

to explore an experimental

Dynamic Light Full-spectrum LED Lighting the laboratory and

research method that is suitable In

Environment on Visual on the Health Rhythm and prototype room. The

for light and health. Based on progress

and Non-visual Effects Sleep of Humans. project will contribute

the characteristics and needs of

the Assessment (3) Key Technologies and to the development of

different groups of people the

System and Product Programmes for multiple healthy

project conducts a

Industrialization Elderly-friendly and Medical lighting and

comprehensive application

& Elderly Care Lighting. commercial colour-

study in educational office

(4) Establishment of the rendering lighting

home and medical & elderly

Dynamic Lighting products thereby

care scenarios thereby

Environment Laboratory. vigorously supporting

achieving healthy and dynamic

the Company in

lighting through the integration

growing into the

of intelligent lighting

industry leader in the

technologies and developing

healthy lighting field.Fozhao's "secret lighting"

technology.

26Foshan Electrical and Lighting Co. Ltd.

Improve the technical

Develop an intelligent high

ability of the Company

beam module which can Improve the intelligent

to equip intelligent

effectively use the high beam development ability of the

24-Pixel intelligent ADB high beam in the

mode by switching the high In Company through the design

ADB high beam middle and high-end

beam mode under different progress and development regarding

module models and enable the

driving modes and improve the electronic software system

Company to better

driving safety of automobiles. and optics.occupy the middle and

Make driving more comfortable.high-end market.Considering that the

intelligent and

networked

The project is designed to study To design and develop

development of

the application of various electronic software and

automobiles has

Application of information security systems to improve the

In resulted in a rapid

Information Security technologies to automotive Company's technological

progress increase in the

Technologies lights in order to ensure that capability in protecting

information security

products operate reliably and automotive information

need the project will

that data is secure. security.boost the Company's

product

competitiveness.The project will

develop module

The project is intended to

The project is designed to products that can meet

form a module series

strengthen the competitiveness In the market and

Headlight Module thereby satisfying the need of

of the module product series in progress customer demands and

mainstream customers in the

the market. enhance the product

market.competitiveness of the

Company.The project is designed to The project is intended to

The project will boost

develop special electronic achieve platform-based

Electronic Controllers In the Company's

controllers to control each modules through the

for Automotive Lights progress competitiveness in the

feature of high-performance standardisation of software

electronic field.modules. modules.The development of third-

generation semiconductor

technology based on silica is a

hot topic at home and abroad.Based on the research into the

whole industrial chain

The Research and including epitaxial wafers

Application of chips packaging and The project is designed to

Epitaxial Wafers application of near-ultraviolet develop chips devices and The project will

Chips and Packaging silica-based AlGaN vertical In modules for near-ultraviolet improve product

of Near-ultraviolet LEDs with high power the progress LEDs with high power and quality and market

Silica-based AlGaN project aims to develop chips achieve large-scale share.Vertical LEDs with devices and modules for near- production.High Power ultraviolet LEDs with high

power and achieve the large-

scale production thereby

boosting the development of

third-generation semiconductor

technology of Guangdong

Province and even China.The global LED industry is in To conduct R&D from the

The Technology the phase of steady perspectives of Micro-LED

Research on Colour development with the entire integration and transmission

Micro-LED Displays LED market maintaining rapid In system master the

Technological reserves.and Ultra-high growth. As a result the progress transmission and micro-

Brightness Micro application demand for LED packaging technologies for

Displays displays keeps increasing. Micro-LED devices remove

Under this circumstance Micro the restrictions arising from

27Foshan Electrical and Lighting Co. Ltd.

LED technology might become size miniaturisation and the

the next blue ocean. The project bottlenecks in colourisation

will help the Company make improve the screen quality

vigorous arrangements for the and brightness of the

Micro LED technology and displays and make fully

drive the industry toward the colourised Micro-LED

P0.X era faster. display devices thereby

ensuring technological

reserves for future

development of the display

industry.Guangdong Province takes the

lead in promoting the

development of the ultra high-

definition (UHD) video industry

on a pilot basis. To this end it

supports the connection of

upstream to downstream

enterprises along the industrial

chain thereby strengthening the

development of the 4K and 8K

UHD television industry based

on domestic core chips and

basic software and contributing

to the emergence of a group of

internationally-influential

leading enterprises. By contrast

traditional display technologies

The project is intended to

can no longer meet the need for

research and develop ultra-

The Research and UHD televisions. Through the

thin integrated microdisplay The project will

Industrialization of project the Company will grasp

In devices and application improve product

New and High- the key packaging process of

progress products that enable uniform quality and market

performance Display ultra-thin integration and short-

short-distance light mixing share.Components distance light mixing break

and ultra-high brightness and

through the large-size array

industrialize them.precision packaging and

millimetre-level regional HDR

dynamic control technology and

research and develop ultra-thin

integrated microdisplay devices

and application products that

enable uniform short-distance

light mixing and ultra-high

brightness. This will speed up

the development of the new

display industry of Foshan and

Guangdong Province fill the

technological gap in this regard

in China and enhance the

competitiveness of microdisplay

devices in the international

market.China is the world's largest

automobile market at present.The explosive growth of the

The project is intended only

The Research and automotive market has driven

for the LED packaging area

Application regarding the upgrading of automotive

and to research and develop

the Key Technology of lighting parts. However the

matrix packaging devices The project will

High-lumen automotive LED market has

In featuring high density and improve product

Compound Reflex been monopolized by two

progress high reliability. By doing so quality and market

LED Chips for giants: Philips from the

the Company will develop a share.Automobiles and High- Netherlands and Osram from

new product with

density Matrix Germany which has greatly

independent intellectual

Packaging restricted the development of

property.China's LED industry. The

project is designed to research

and develop the technology of

28Foshan Electrical and Lighting Co. Ltd.

high-lumen compound reflex

LED chips for automobiles and

high-density matrix packaging

which will substantially boost

the development of China's

semiconductor lighting industry

and drive the upgrading of the

LED industry. As a result the

domestically leading position of

the LED industry in Foshan and

even Guangdong Province will

be further consolidated.It is imperative for Foshan the

leader in China's display

packaging industry to research

and develop key microdisplay

manufacturing technology

thereby capturing market share. The project will research the

The project will build a "technology and

microdisplay key technology industrialization of the

research platform by giving full microdisplay module based

play to the advantage of on highly efficient colour

industry-university-research conversion" with a focus on

integration of the partnering the backward development of

institutions. It will start with the domestic microdisplay

architecture and key materials of technology and deficient

The Technology

the microdisplay packaging and research on chip

Research and

research and develop micro manufacturing and module The project will

Industrialization of the

spacing display devices In device packaging. It will start improve product

Micro Display Module

featuring liquid crystal-level progress with the architecture and key quality and market

Based on Highly

resolution. Additionally the materials of the microdisplay share.Efficient Colour

project will remove the packaging and develop the

Conversion

bottlenecks in microdisplay technology of microdisplay

manufacturing fill the gap in module precision integration

this regard in China and and planar moulded

promote the upgrading of packaging thereby achieving

Foshan's LED industry. efficient large-scale

Moreover the leading position manufacturing of display

of China in the field of LED modules featuring high

semiconductor technology precision and a high contrast

application will be further ratio.consolidated and China's

independent R&D strength in

semiconductor microdisplay

manufacturing technology will

be improved.Guangdong Province is among

the top three mercury-vapour

lamp producers and consumers

in China thus enjoying a high

market share in the deep

ultraviolet application industries

related to mercury-vapour With the self-developed

lamps such as water/air/surface technology roadmap the

The Research on the

disinfection. Therefore it is project focuses on breaking

Key Technology and The project will

imperative for Guangdong through the key technology

Innovative Application In improve product

Province to develop a new of deep ultraviolet solid-state

of Deep Ultraviolet progress quality and market

environmental light source that light source packaging and

Solid-state Light share.can substitute for mercury- developing deep ultraviolet

Sources

vapour lamps. The project is LED devices with a long

designed to promote the service life.industrial upgrading of

Guangdong Province a major

mercury-vapour lamp producer

and consumer by developing

the whole industrial chain

technology with independent

29Foshan Electrical and Lighting Co. Ltd.

intellectual property rights for

the deep ultraviolet solid-state

light sources thereby

developing the third-generation

semiconductor material and

device industry into a pivot of

the "innovation-driven

development strategy" of

Guangdong Province and even

the Guangdong-Hong Kong-

Macao Greater Bay Area.China's new display industry

has recorded substantial

progress in recent years topping

the world in terms of panel

capacity. However core

microdisplay patents are mainly

controlled by the US Japan

South Korea and Taiwan

As an important

China placing the domestic The lab focuses on tackling

platform to improve

microdisplay industry under a common technological

enterprises' self-

technological blockade and difficulties in the industry

innovation capability

hindering the breakthrough in and designing and

the lab will carry out

the key technology of researching the packaging

long-term and stable

microdisplay manufacturing. architecture and key

industry-university-

The China-US and South Korea- packaging process of UHD

research cooperation

Japan trade frictions are a wake- semiconductor microdisplays

with universities &

up call for the development of a based on the special

Guangdong Provincial research institutes

semiconductor microdisplay lab. requirements of such

Key Laboratory of facilitate basic

The Guangdong Provincial Key In microdisplays. Additionally

Semiconductor application study as

Laboratory of Semiconductor progress the lab will also assess the

Microdisplay well as result

Microdisplay Enterprises will reliability of the

Enterprises promotion and

research the common microdisplay devices that it

industrialization and

technology in the semiconductor has developed and develop

provide vigorous

microdisplay industry through semiconductor microdisplay

support for improving

resource integration and devices and module repair

the Company's core

optimization thereby fully technology thereby

competitiveness and

boosting the innovation achieving the

developing the

capability and strength of industrialization and

Company into an

Guangdong Province's demonstrative application of

innovation-based

microdisplay industry relevant technologies.enterprise.promoting the development of

relevant industries catalysing

the boom in the whole

province's microdisplay

industry and helping the

microdisplay industry earn the

right to speak in the

international market.The quantum dot materials in

the quantum dot backlight Through the project and

technology in the industry are based on the requirement for

mainly in line with the CdSe quantum dot light emission

system and the cadmium with low environmental

content in the CdSe quantum disruption the business's

The R&D and

dot backlight display products is advantages in the LED

Industrialization of

above the RoHS standards of industry will be fully The project will

Quantum Dot Light-

the European Union. In leveraged to research the improve product

emitting Materials and

Additionally China has progress backlight technology quality and market

Components with Low

introduced a similar standard for applicable to quantum dots share.Environmental

low cadmium. The project is with low environmental

Pollution

designed to lower the content of pollution and build a pilot

cadmium in the quantum dot scale assembly line for

backlight diaphragm to within backlight modules for the

the RoHS standard through the quantum dot technology with

research of the low-cadmium low environmental pollution.quantum dot backlight

30Foshan Electrical and Lighting Co. Ltd.

technology and 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 innovation

and development in the Greater With the geographical and

Bay Area of Guangdong Hong resource advantages of the Through the innovative

Kong and Macao. It gathers the Guangdong-Hong Kong- cooperation

advantages of four parties to Macao Greater Bay Area the mechanism and the

carry out research on new lab focuses on the complementation of the

photoelectric materials and "photoelectric materials- advantages of

The Guangdong-Hong

micro/nano device technology micro-nano devices-micro- Guangdong Province

Kong-Macao Joint Lab

semiconductor photoelectric In nano manufacturing-micro- and Macao the

of Intelligent Micro-

chip micro/nano intelligent progress nano display" chain and common technical

nano Photoelectric

manufacturing and researches the technology issues in the industry

Technology

semiconductor micro/nano roadmap of the Micro-LED can be resolved

intelligent display addressing micro-nano display thereby thereby advancing the

forward-looking international addressing forward-looking high-quality

scientific issues and industry scientific issues and common development of the

common technical issues. The technical issues in the Company.establishment of the laboratory industry.will promote the construction of

the International Science and

Technology Innovation Center

in the Greater Bay 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.The third-generation For the backward third-

semiconductor is pivotal to the generation semiconductor

innovative development as well power and electronic devices

as transformation and upgrading in China and little research

of industries such as military on chip manufacturing and The project will

equipment for national defence module device packaging expedite the

5G communications new the project will "research distribution of the

energy vehicles and rail transit. third-generation third-generation

It is becoming the technological semiconductor power devices semiconductor

Research on the Third-

high ground competed by and module packaging facilitate the

generation

countries around the world. In technology" and then development of high-

Semiconductor Power

However China still falls progress propose the innovative quality third-generation

Device and Module

behind in the development of packaging technology semiconductors and

Packaging Technology

third-generation semiconductor applicable to the third- provide customized

power and electronic devices generation semiconductor technological solutions

with little research on chip especially the double-sided for customers thereby

manufacturing and module packaging technology. This helping the Company

device packaging in this regard. enables the Company to increase market share.This has restricted China's develop the SiC high-power

semiconductor industry. module with independent

Therefore research on third- intellectual property.generation semiconductor Moreover the SiC high-

31Foshan Electrical and Lighting Co. Ltd.

devices must be conducted as power module can withstand

soon as possible. Considering ultra-high power density has

that the packaging module plays extremely high reliability

a pivotal role in the device and and has huge potential for

system the project will help the being used in such fields as

Company develop the third- new energy vehicles energy

generation half-power module grids and industrial electric

with independent intellectual machines.property thereby facilitating the

replacement using domestic

products.The future of the market for Through the implementation

smart home devices presents of this project we will

intriguing prospects with further strengthen our

opportunities in home security independent R&D capability

and protection appliances within the Company

entertainment lighting promote the key technology

healthcare and kitchen development and reliability

Through the

applications. Technological research process of the CHIP

implementation of this

advances are facilitating the LED devices give full play

project we will enrich

growth of the global smart home to the size advantage of the

CHIP LED products

The Research on the market. Digital modules make CHIP LED devices optimize

and reinforce the

Packaging Technology smart home appliances “visible” the performance such as

In development of

for High-Reliability to consumers in different waterproofing anti-static

progress customized digital

Digital Module CHIP application scenarios. The CHIP properties cold / thermal

modules for high-end

LED LED digital module plays a shock resistance of home

home appliances

significant role to be reckoned appliance digital modules

making it a new profit

with and shows a bright market from the device level and

growth point for the

prospect in the field of home develop high-reliability

Company.appliance display. Through the CHIP LED devices with

implementation of this project independent intellectual

the CHIP LED digital display property rights so as to bring

module will be developed to into play their huge

meet the requirements for application potential in the

application in complicated field of home appliance

environments. display.With the advantages of high This project aims to satisfy

efficiency energy conservation the major demand for large-

active luminescence and ultra- screen 4K/8K UHD display

high resolution Micro-LED from national policies and

stands out from an array of social development. In

novel display technologies and combination with the main

has become a focus in novel development trend of full-

technology competitions. This color Micro-LED display at

project aims to satisfy the major home and abroad we will

The Research on Full- The project is of vital

demand for large-screen 4K/8K overcome the core

color and Integrated importance in terms of

UHD display from national technology bottleneck of the

Packaging of Micro- In promoting the

policies and social development. industry such as full-color

LED Display with progress localization of China’s

In combination with the main packaging technology and

High Brightness and LED display industry

development trend of full-color develop high-brightness and

Contrast chain.Micro-LED display at home and high-contrast Micro-LED

abroad we will overcome the display devices and modules

core technology bottleneck of that meet the market demand

the industry such as full-color for better interactivity and

packaging technology and display performance. By

develop high-brightness and doing so the development of

high-contrast Micro-LED upstream and downstream

display devices and modules industries of the industry

that meet the market demand for chain will be boosted and

32Foshan Electrical and Lighting Co. Ltd.

better interactivity and display China’s dominant position in

performance. display applications will be

further consolidated.The core technology of UHD

display represented by

In this project we will

Micro/Mini-LED devices is still

develop high performance

monopolized by Samsung of

Mini/Micro-LED display

South Korea Apple of the US

devices and display modules

Sony of Japan and other

by researching technical

international giants.problems such as high

Manufacturers in the province

density IMD Mini/Micro-

need to pay high royalties to

LED integrated packaging

engage in the business which

The Research on the technology high

seriously constrains the strategic

Key Technology of compatibility pixel cutout The Company’s

transformation of the LED

4K/8K Full-color In manufacturing technology of dominant position in

industry in Guangdong

Micro-LED Displays progress Mini/Micro-LED display display applications

Province. Therefore to

with Ultra High devices and mass transfer will be consolidated.vigorously develop the UHD

Definition (UHD) technology of Micro-LED

video display industry the key

chips. Related technology

solutions are to break through

will be developed to remove

the bottleneck of Micro/Mini-

the blockade of international

LED device technology and

giants fill the gap of local

motivate the transformation and

high-end applications and

upgrading of UHD display in

achieve the efficient and

the LED industry so as to

rapid 4K/8K development for

secure the internationally

the HD display.advanced technology status of

the province’s LED display.Details about R&D personnel:

2022 2021 Change (%)

Number of R&D personnel 1920 1717 11.82%

R&D personnel as % of total

14.89%13.27%1.62%

employees

Educational background

Bachelor’s degree 999 929 7.53%

Master’s degree 105 113 -7.08%

Doctoral degree and above 18 14 28.57%

Junior college and below 798 661 20.73%

Age structure

Below 30 793 788 0.63%

30~4077263222.15%

Over 40 355 297 19.53%

Details about R&D investments:

2022 2021 Change (%)

R&D investments (RMB) 503728194.02 489324165.24 2.94%

R&D investments as % of

5.75%5.61%0.14%

operating revenue

33Foshan Electrical and Lighting Co. Ltd.

Capitalized R&D investments

43625369.9285322870.74-48.87%

(RMB)

Capitalized R&D investments

as % of total R&D 8.66% 17.44% -8.78%

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

5. Cash Flows

Unit: RMB

Item 2022 2021 Change (%)

Subtotal of cash generated

8658886730.278755037589.47-1.10%

from operating activities

Subtotal of cash used in

7593998409.588321563641.13-8.74%

operating activities

Net cash generated from/used

1064888320.69433473948.34145.66%

in operating activities

Subtotal of cash generated

378208504.002039628965.81-81.46%

from investing activities

Subtotal of cash used in

724926218.64901973947.77-19.63%

investing activities

Net cash generated from/used

-346717714.641137655018.04-130.48%

in investing activities

Subtotal of cash generated

1156078320.59127386000.00807.54%

from financing activities

Subtotal of cash used in

1901637286.671119845047.0369.81%

financing activities

Net cash generated from/used

-745558966.08-992459047.0324.88%

in financing activities

Net increase in cash and cash

5762254.34570889827.84-98.99%

equivalents

Explanation of why any of the data above varies significantly:

□ Applicable □ Not applicable

1. Net cash generated from operating activities increased by 145.66% year on year mainly due to the Company

as the parent strengthening inventory control.

34Foshan Electrical and Lighting Co. Ltd.

2. Net cash generated from investing activities decreased by 130.48% year on year mainly due to more cash

received from disinvestment as a result of the sale of certain shareholdings last year.

3. Net cash generated from financing activities increased by 24.88% year on year mainly due to the increased

borrowings received 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 RMB714044964.97 between net cash generated from operating activities of

RMB1064888320.69 and net profit of RMB350843355.72 in the year mainly because cash received from

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 Source/Reason Recurrent or not

tax

Dividend income from

other equity

investments held

Return on investment 10633954.02 2.79% Not

during the period and

gains on forward forex

settlement contracts

Gain/loss on changes

Gain/loss on changes

-9518428.58 -2.49% in fair value of Not

in fair value

financial instruments

Inventory valuation

Asset impairments -91517378.38 -23.98% Not

allowances

Receipt of

compensation sale of

retired equipment and

Non-operating income 18757057.63 4.91% Not

carryforwards of

payables that require

no payment

Loss on retirement of

Non-operating expense 16812534.08 4.40% Not

non-current assets

Receipt of continuing

Other income 84894793.92 22.24% Not

government grants

Allowances for

Credit impairment loss -15404763.61 -4.04% Not

doubtful accounts

35Foshan Electrical and Lighting Co. Ltd.

Gains or losses on the

Asset disposal income 968273.19 0.25% disposal of non-current Not

assets

VI Analysis of Assets and Liabilities

1. Significant Changes in Asset Composition

Unit: RMB

31 December 2022 1 January 2022 Reason for any

Change in

As % of total As % of total significant

Amount Amount percentage (%)

assets assets change

Monetary 248450890 243522624

16.25%14.67%1.58%

assets 7.43 4.90

Accounts 192077094 201810642

12.56%12.16%0.40%

receivable 1.76 4.43

Contract assets 5466875.07 0.04% 8561303.10 0.05% -0.01%

203163740198953147

Inventory 13.29% 11.99% 1.30%

1.879.77

Investment 44611882.4 47102214.3

0.29%0.28%0.01%

property 4 4

Long-term

181931792.181545123.

equity 1.19% 1.09% 0.10%

6609

investments

350809428351472365

Fixed assets 22.95% 21.17% 1.78%

2.413.20

Construction in 128278033 108756408

8.39%6.55%1.84%

progress 5.14 7.47

Right-of-use 13047727.7 14126206.0

0.09%0.09%0.00%

assets 3 8

Short-term 157715359. 226779997.

1.03%1.37%-0.34%

borrowings 35 01

Contract 125143161. 141336712.

0.82%0.85%-0.03%

liabilities 61 44

New bank loan

Long-term 747931023.

4.89% 0.00 0.00% 4.89% received in the

borrowings 71

current period

Lease liabilities 7055542.18 0.05% 8065560.58 0.05% 0.00%

Notes Reclassification 821537774. 168800057

5.37% 10.17% -4.80% of notes in the

receivable 07 5.74

current period

Reclassification

of received

bank

Receivables 569868831. 10660409.1 acceptance

3.73%0.06%3.67%

financing 79 9 notes with high

credit status

and low credit

risk in the

36Foshan Electrical and Lighting Co. Ltd.

current period

Other current 100192681. 10716009.7

0.66%0.06%0.60%

liabilities 00 8

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

20000000.90000000.50000000.60004849.

(exclusive 4849.31

00000031

of

derivative

financial

assets)

2.

Derivative -5825678.1

4853645.2972032.92

financial 8

6

assets

4.

Investment -

15049800586659391900317486419134

s in other 45075693

24.073.520.666.40

equity 7.01

instruments

Subtotal of -

153080575866593990000000.2400317492516822

financial 45560573

02.253.52000.668.63

assets 2.96

Total of the -15308057 58665939 90000000. 24003174 92516822

45560573

above 02.25 3.52 00 0.66 8.63

2.96

Financial 4669632 4679000

9367.37

liabilities .63 .00

Details about other changes:

37Foshan Electrical and Lighting Co. Ltd.

Note: Gain/loss on fair-value changes recorded in equity in the current period was inclusive of value-added

taxes payable arising from the sale of shares of the stocks including Gotion High-tech Xiamen Bank etc.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

Monetary assets Security deposits for notes performance bonds payments by buyers

534826528.99

for pre-sale of properties

Notes receivable In pledge for notes pool and notes receivable that are endorsed and

751280639.50

undue

Fixed assets 149146773.04 As mortgage and guarantee for related party see XIV (III)

Intangible assets 10963743.21 “Guarantees” in Part X

Total 1446217684.74 — —

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)

1656670405.071279177652.5029.51%

2. Major Equity Investments Made in the Reporting Period

□ Applicable □ Not applicable

Unit: RMB

Statu Inves Whet

s as tment her

Nam Date

Share on retur invol Discl

e of Inves Inves Fundi Inves Predi of

Main holdi Prod the n in ved osure

inves tment ted ng Partn tment cted discl

busin ng uct date the in index

tee meth amou Reso ers Durat retur osure

esses perce type of the curre any (if

enter ods nt urces ion n (if

ntage balan nt legal any)

prise any)

ce perio actio

sheet d ns

Fosh Deve Acqu 1517 21.48 Self- None Long Majo Own 1976 1976 No 26 Anno

38Foshan Electrical and Lighting Co. Ltd.

an lopm ired 098 % funde -term rity- ershi 5750 5750 Febru unce

Natio ent 116.6 .04 .04 ary ment

d owne p

nStar produ 2 2022 No.Opto ction d transf 2022-

electr and subsi erred 014

onics mark diary toget on

Co. eting Com

her

Ltd. of pletio

LED with n of

and relate Trans

comp fers

d

onent of

s credit Asset

or’s s in

Majo

rights

r

and Asset

liabili Acqu

ties isitio

ns

discl

osed

on

http:/

/ww

w.cni

nfo.c

om.c

n

Anno

unce

ment

No.Own 2022-

014

ershi

Proje on

ct p Com

inves transf pletio

tment n of

Fosh erred

and Trans

an

relate Whol toget fers

Sigm

d ly- her of

a Self- 26

plann

Vent Acqu 100.0 Long owne with

Asset

Febru

ing funde None No s in

ure ired 0% -term d relate ary

consu

Capit d

Majo

2022

lting subsi d r

al

and

Co. diary credit

Asset

mana Acqu

Ltd. or’s

geme isitio

nt rights ns

servi and discl

ces osed

liabili

on

ties http:/

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om.c

39Foshan Electrical and Lighting Co. Ltd.

n

Anno

unce

ment

No.

2022-

048

on

Majo

rity-

owne

d

Subsi

diary’

Own s

Acqu

R&D ershi

isitio

p n of

manu

Guan transf Equit

factur

gdon y

e and erred

g Intere

sale

Feng Whol toget sts in

of

hua ly- her Guan

electr

Semi 2688 Self-

13

gdon

onic Acqu 21.45 Long owne with Augu

cond 1927 funde None No g

comp ired % -term d relate st

uctor 1.98 d Fengonent 2022

Tech subsi d hua

s and

nolog

integr diary credit

Semi

y cond

ated or’s

Co. uctor

circui

Ltd. rights Tech

t

and nolog

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Relat

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http:/

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1785

19761976

917

Total -- -- -- -- -- -- -- -- 5750 5750 -- -- --

388.6.04.04

0

3. Major Non-Equity Investments Ongoing in the Reporting Period

□ Applicable □ Not applicable

40Foshan 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 fair- Sold Gain/l Endin

Initial fair- ased

Securi Securi Securi ureme ning value in oss in g Accou Fundi

invest value in

ty ty ty nt carryi chang Repor Repor carryi nting ng

ment chang Repor

type code name metho ng es in ting ting ng title source

cost es ting

d value the Period Period value

record Period

Repor

er in

ting

equity

Period

Invest

Dome

ments

sticall Gotio Fair

- in Self-

y/Ove 00207 n 8301 value 8874 4109 9344 1715 49393841

4485. 6421 5270 286.9 644.1 6719 other funde

rseas 4 High- metho 5273

138.759.40484.53

7.28 equity d

listed tech d

instru

stock

ments

Invest

Dome

ments

sticall Fair

Xiam -

y/Ove 60118 1529 value 5759 1757 1806 1433 3286

in Self-

6660

en 5760 5594 0668 8745 9628. 6429 other funde

rseas 7 metho 4199.Bank 6.83 4.40 4.12 3.72 75 0.95 73 equity d

listed d

instru

stock

ments

Fosha

n

Invest

Dome branc

ments

sticall h of Fair

in Self-

y/Ove Guan 5000 value 5000 5000

N/A other funde

rseas gdong 00.00 metho 00.00 00.00

equity d

listed Devel d

instru

stock opme

ments

nt

Bank

Dome Lifan Fair Held-

6017711761558-9720

sticall Techn 008.7 value 778.1 5867 for- Other

732.92

y/Ove ology 4 metho 8 45.26 tradin

41Foshan Electrical and Lighting Co. Ltd.

rseas d g

listed financ

stock ial

assets

-

237614655866190016058241

4513

Total 4810 -- 4789 5939 0.00 3174 5272. 0351 -- --

4368

0.7041.333.520.66938.40

2.27

(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

Ending

Gain/Loss on Accumulated

investment

Initial fair-value fair-value Purchased in Sold in the Ending

Type of amount as %

investment changes in changes the Reporting Reporting investment

derivative of the

amount the Reporting recorded in Period Period amount

Company’s

Period equity

ending equity

General

1807.10018000.00%

forward

General

28012.090028000.00%

forward

General

35011.280035000.00%

forward

General

36011.540036000.00%

forward

General

700-16.180070000.00%

forward

General

260-6.020026000.00%

forward

General

1000-34.0700100000.00%

forward

Forward

10005.3701000100000.00%

options

General

1000-22.4901000100000.00%

forward

General

1000-41.301000100000.00%

forward

General

1000-69.7501000100000.00%

forward

General

1000001000010000.12%

forward

General

0.05000.050.0500.00%

forward

General

500-0.76050050000.00%

forward

42Foshan Electrical and Lighting Co. Ltd.

General

4002.09040040000.00%

forward

General

1000001000010000.12%

forward

General

1000001000010000.12%

forward

General

429.054.380.00129.88299.170.000.00%

forward

Total 11459.10 -136.72 0.00 8029.93 8329.22 3000.00 0.36%

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 actual loss stood at USD-1.3672 million in the Reporting Period.the Reporting

Period

The Company carries out foreign exchange hedging business appropriately according to specific situations which

Effectiveness

can effectively reduce the foreign exchange market risk lock in industrial profit of export business and avoid

of 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 expenses after locking the exchange rate might exceed that before doing so resulting in losses to the Company. 3.associated Internal control risk: Imperfect internal control policies probably triggers risks to the foreign exchange hedging

with business as it is highly professional and complex. 4. Trading default risk: If the counterparty of foreign exchange

derivative hedging defaults by failing to pay hedging earnings to the Company as agreed the actual exchange loss of the

investments Company will not be offset. 5. Collection forecast risk: Marketing departments forecast collection based on the

held in actual and expected orders of customers. In practice customers may adjust such orders. As a result the

Reporting Company's collection forecast will not be accurate leading to delivery risks.Period Adopted risk control measures: 1. The Company will strengthen the research and analysis of the exchange rate.(including When the exchange rate fluctuates greatly it will adjust the business strategy in a timely manner to stabilize the

but not export business and avoid exchange losses to the utmost. 2. The Company has established the Management

limited to System for Foreign Exchange Hedging and majority-owned subsidiary NationStar Optoelectronics has also

43Foshan Electrical and Lighting Co. Ltd.

market risk formulated the Management System for Forward Forex Settlement and Sale and Forex Option Transactions

liquidity risk clearly defining the operating principles approval authority responsible department and responsible person

credit risk internal operation procedures information isolation measures internal risk reporting system risk management

operational procedures and information disclosure related to the foreign exchange hedging business. 3. In order to prevent

risk legal any delay in the foreign exchange hedging the Company will strengthen the management of accounts receivable

risk etc.) 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

investments

in Reporting The Company carries out recognition and measurement in accordance with the Accounting Standard for Business

Period (fair Enterprises No. 22—Recognition and Measurement of Financial Instruments the Accounting Standard for

value Business Enterprises No. 24—Hedges the Accounting Standard for Business Enterprises No. 37—Presentation of

analysis Financial Instrument and other applicable regulations. Fair value is arrived at based on the price provided by

should pricing service providers such as banks or the price obtained. Fair value measurement and recognition are carried

include out on a monthly basis. Changes in the fair value of forward exchange settlement contracts entered into by the

measurement Company are mainly attributable to difference arising from exchange rate fluctuations.method and

related

assumptions

and

parameters)

Legal matters

involved (if N/A

applicable)

Disclosure

date of

announceme

nt on board’s

13 August 2022

approving

derivative

investment

(if any)

Opinion of The independent directors are of the opinion that: The foreign exchange hedging transactions conducted by the

independent Company are based on normal production and operation are supported by specific businesses aim to avoid and

directors on prevent foreign exchange risks associated with export businesses do not involve speculative operations and are

derivative consistent with the needs of the Company's operation and development. The Company has established relevant

44Foshan Electrical and Lighting Co. Ltd.

investments business management policies and risk control and prevention measures. The risk is controllable. The proposal

and risk was passed following a lawful valid decision-making procedure has no negative impact on the Company's

control normal operation and business development and does not undermine the interest of the Company and its

shareholders. 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.

5. Use of Funds Raised

□ 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 65798148 37535440 35798857 12316259 12127371

Optoelectro Subsidiary

ing 9.00 06.63 60.63 27.44 9.21 1.19

nics Co.Ltd.Nanning

Liaowang Manufactur 35055700. 24524784 87551636 15590216 37931281. 44172944.Subsidiary

Auto Lamp ing 00 10.10 7.24 39.99 46 70

Co. Ltd.

45Foshan Electrical and Lighting Co. Ltd.

FSL Zhida

Electric Manufactur 50000000. 15792724 72606821. 21115518 11356073. 10014442.Subsidiary

Technology ing 00 7.59 80 0.35 00 47

Co. Ltd.FSL

Chanchang

Manufactur 72782944. 64194143 22927969 58170782 72005624. 61997036.Optoelectro Subsidiary

ing 00 8.30 1.30 7.94 31 97

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

Foshan NationStar Optoelectronics Co. These two subsidiaries combined

Acquired

Ltd. increased the Company’s operating

revenue and net profit attributable to the

Company as the parent by RMB3520

Foshan Sigma Venture Capital Co. Ltd. Acquired

million and RMB19.7658 million

respectively.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 Group 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. Holding a stake of 51% in it the Company has

included FSL Zhida in its consolidated financial statements since the date of FSL Zhida’s incorporation.

46Foshan Electrical and Lighting Co. Ltd.

—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

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 2023

In 2023 the Company will take “digital transformation” as the core engine vigorously implement the four-driverdevelopment measures of “internal management market expansion innovation-driven growth and M&Asupport” constantly strengthen business quality and keep improving its business benefits competitiveness and

risk resistance.

1. Focus on tapping potential and enhancing efficiency and develop new profit growth points

(1) The industrial layout will be constantly optimized. In combination of the development trends of the lighting

47Foshan Electrical and Lighting Co. Ltd.

industry the Company will exert more efforts for the industrial layout in the market segments with big consumer

demand endeavour to lead the industry in terms of product R&D channel development and market promotion

and create new benefits.

(2) The Company will continue to change its marketing model. Both the To B and TO C businesses will be

pursued in parallel to expand the market and strengthen its own brands. In the To B business while consolidating

the traditional channel dealers the Company will take the "project-based system and specialisation" as the traction

to break through large projects in various segments and expand the market from the source. In the TO C business

it will set up a dedicated team to focus on expanding the business of home improvement and decoration

companies across the country and accelerate the expansion of the TO C business.

(3) Difficulties in the new energy vehicle (NEV) lamp market will be continuously tackled. The Company will

expedite the construction of the "One Institute and Three Centres" of Nanning Liaowang and integrate its

advantages in the upstream and downstream industrial chains to push forward the mid-to-high-end upgrade of

auto lamp products. Concurrently it will consolidate and expand Nanning Liaowang's market share of auto lamps

in southwestern China earnestly expand customers in other regions and spare no pains to raise its market share of

NEV lamps.

2. Focus on innovation-driven development and strengthen technological support

(1) The Lighting Research Institute will be established to accelerate technological upgrade. The Company will

introduce a high-end scientific research team centre on common long-term technologies as well as research and

industrialization of forward-looking technologies and develop future-oriented technological strengthen.

(2) Platforms will be utilized to drive deep industry-university-research integration. Tackling technological

challenges and cultivating innovative talent will be carried out based on the Company’s existing technology

platforms. The creation of innovative consortia with enterprises universities and scientific research institutes will

be pushed forward to lead innovation in the industrial chain synergy and industry-university-research integration

(3) Market demand should be precisely identified to create "top-selling" products. Products and solutions

commensurate with market demand in intelligent lighting health lighting marine lighting and animal and plant

lighting will be launched to create industrial clusters with market competitiveness.

3. Focus on strengthening management and promote further improvement in operations

(1) Constant efforts were made for the "three refinements in management" scheme. In terms of main indicators

the Company will continuously align with benchmark enterprises improve the weak links of management

48Foshan Electrical and Lighting Co. Ltd.

consolidate the management foundation and constantly input time and energy into operation and management

improvement.

(2) Costs and expenditures will be reduced. Effective cost control measures such as cost reduction through the

synergy among R&D purchase and production will continue to be implemented to earnestly reduce management

and general expenditures. The organization of quality control will be perfected. A whole-chain system for quality

management will be built to cover design purchase production and marketing forming closed-loop management

for product quality.

(3) Intelligent and digital upgrades will be strengthened. The Company will continue to raise its input perform the

technological transformation of its production workshop to enhance the automatic production and intelligent

logistics of its production workshop promote the building of platforms for marketing supply chain R&D and

finance optimize business procedures and improve management and operational efficiency.(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.

49Foshan Electrical and Lighting Co. Ltd.

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.

3. Risk of exchange rate fluctuations

Overseas sales account for around 25% of the Company’s total sales which are mainly settled in USD. 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 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

See Investor

China Galaxy

Relations

Securities and www.cninfo.co

1-4 July 2022 The Company Online meeting Institution Activities Log

Guosen m.cn

Sheet No.Securities

One-on-one China See Investor www.cninfo.co

12-20 July The Company Institution

meeting and Merchants Relations m.cn

50Foshan Electrical and Lighting Co. Ltd.

2022 online meeting Securities Activities Log

Guotai Junan Sheet No.and CICC 2022-02

31 institutional See Investor

24 July-3 One-on-one investors Relations www.cninfo.co

The Company meeting and Institution including Activities Log

August 2022 m.cn

online meeting CITIC Sheet No.Securities 2022-03

See Investor

68 institutional

8 September Relations investors www.cninfo.co

www.p5w.net Online meeting Institution Activities Log

2022 including m.cn

Sheet No.Guotai Junan

Chongqing See Investor

30 institutional

23 September Guinuo Relations One-on-one investors www.cninfo.co

Lighting Institution Activities Log

2022 meeting including m.cn

Technology Sheet No.Tebon Fund

Co. Ltd. 2022-05

See Investor

29 October-3 87 institutional Relations

investors www.cninfo.co

November The Company Online meeting Institution Activities Log

including China m.cn

2022 Sheet No. Securities

51Foshan 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 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 the controlling shareholders and the subordinate enterprises

52Foshan Electrical and Lighting Co. Ltd.

and owns the independent business departments and management system as well as 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 any controlling shareholder 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 shareholders with any situation of working under one roof with the controlling

shareholders.。

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 shareholding intervenes the capital usage.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 43.49% 18 January 2022 19 January 2022 Resolutions of the

53Foshan Electrical and Lighting Co. Ltd.

Extraordinary General Meeting 1st Extraordinary

General Meeting General Meeting

of 2022 of 2022

Resolutions of the

The 2021 Annual Annual General

43.20% 26 April 2022 27 April 2022 2021 Annual

General Meeting Meeting

General Meeting

The 2nd Resolutions of the

Extraordinary Extraordinary 2nd Extraordinary

42.99% 30 June 2022 1 July 2022

General Meeting General Meeting General Meeting

of 2022 of 2022

The 3rd Resolutions of the

Extraordinary Extraordinary 3rd Extraordinary

41.07% 29 August 2022 30 August 2022

General Meeting General Meeting General Meeting

of 2022 of 2022

The 4th Resolutions of the

Extraordinary Extraordinary 4th Extraordinary

43.15% 30 November 2022 1 December 2022

General Meeting General Meeting General Meeting

of 2022 of 2022

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

Office Gende End of shareh

Name bent/F Age of shareh Report Report e/decre share

title r tenure olding

ormer tenure olding ing ing ase change

(share)

(share) Period Period (share) s

(share) (share)

Wu Board 24 23

Incum

Sheng Chair Male 52 August August 0 0 0 0 0

bent

hui man 2020 2023

Vice

Zhuan 24 23

Board Incum 11903 11903

g Male 71 August August 0 0 0

Chair bent 509 509

Jianyi 2020 2023

man

Lei Direct Incum 24 23

Male 55 0 0 0 0 0

Zihe or & bent August August

54Foshan Electrical and Lighting Co. Ltd.

GM 2020 2023

Zhang 24 23

Direct Incum

Xianfe Male 52 August August 0 0 0 0 0

or bent

ng 2020 2023

Hu 30 23

Direct Incum

Fengca Male 57 June August 0 0 0 0 0

or bent

i 2022 2023

Huang 24 23

Direct Incum

Zhiyon Male 53 August August 0 0 0 0 0

or bent

g 2020 2023

Indepe

Dou 24 23

ndent Incum

Linpin Male 63 August August 0 0 0 0 0

Direct bent

g 2020 2023

or

Indepe

Li 24 23

ndent Incum

Xiyua Male 61 August August 0 0 0 0 0

Direct bent

n 2020 2023

or

Indepe

Zhang 24 23

ndent Incum

Rensh Male 57 August August 0 0 0 0 0

Direct bent

ou 2020 2023

or

Chair

man of

Li the 18 23

Incum

Jingwe Superv Male 46 Januar August 0 0 0 0 0

bent

i isory y 2022 2023

Comm

ittee

2423

Li Superv Incum

Male 35 August August 0 0 0 0 0

Yizhi isor bent

20202023

Zhuan 24 23

Superv Incum

g Male 37 August August 0 0 0 0 0

isor bent

Junjie 2020 2023

Ye 24 23

Superv Incum

Zheng Male 49 August August 77561 0 0 0 77561

isor bent

hong 2020 2023

2423

Lin Superv Incum

Male 53 August August 22583 0 0 0 22583

Qing isor bent

20202023

Execut

Zhang 24 23

ive Incum

Xuequ Male 45 August August 73052 0 0 0 73052

Vice bent

an 2020 2023

GM

Zhang Vice Incum Male 48 24 23 77596 0 0 0 77596

55Foshan Electrical and Lighting Co. Ltd.

Yong GM bent August August

20202023

2423

Wei Vice Incum 10522 10522

Male 53 August August 0 0 0

Bin GM bent 6 6

20202023

2423

Chen Vice Incum

Male 50 August August 66066 0 0 0 66066

Yu GM bent

20202023

Tang 24 23

Incum Femal

Qiongl CFO 52 August August 75940 0 0 0 75940

bent e

an 2020 2023

Jiao 24 23

Vice Incum

Zhigan Male 50 August August 90399 0 0 0 90399

GM bent

g 2020 2023

Huang Board 19 23

Incum

Zhenh Secret Male 35 May August 0 0 0 0 0

bent

uan ary 2021 2023

24

Cheng Direct Forme 7 June

Male 48 August 11550 0 0 0 11550

Ke or r 2022

2020

Xu 24 12

Vice Forme

Xiaopi Male 52 August May 37270 0 0 0 37270

GM r

ng 2020 2022

1254012540

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

752752

Indicate by tick mark whether any director supervisor or senior management resigned during the Reporting

Period.□ Yes □ No

In May 2022 Mr. Xu Xiaoping resigned as Vice GM for job change; and in June 2022 Mr. Cheng Ke resigned

as Director and members of the Audit and Risk Management Committee and the Remuneration and Appraisal

Committee for job change.Change of directors supervisors and senior management:

□ Applicable □ Not applicable

Name Office title Type of change Date of change Reason for change

Elected as Supervisor

at a general meeting

Chairman of the

and as Chairman of the

Li Jingwei Supervisory Elected 18 January 2022

Supervisory

Committee

Committee by the

Supervisory

56Foshan Electrical and Lighting Co. Ltd.

Committee on 18

January 2022

Elected as Director at a

Hu Fengcai Director Elected 30 June 2022

general meeting

Resigned for job

Cheng Ke Director Former 7 June 2022

change

Resigned for job

Xu Xiaoping Vice GM Former 12 May 2022

change

2. Biographical Information

Professional backgrounds major work experience and current duties in the Company of the incumbent directors

supervisors and senior management:

1. Working Experience of the Directors

Mr. Wu Shenghui: Han nationality was born in July 1970. He is a member of the CPC and has no right of

permanent residence in a foreign country. He finished a part-time postgraduate program. Previously he has served

as Senior Staff Member and then Principal Staff Member of Guuangdong Provincial Commission for Discipline

Inspection Assistant Manager and then Manager of the Human Resources Department and then Manager of the

Department of Party and Mass Work and Personnel of Guangdong Rising Holdings Group Co. Ltd. and CPC

Committee Secretary then Full-Time Deputy Secretary and then Director of Shenzhen Zhongjin Lingnan

Nonfemet Company Limited. He became CPC Committee Member and Secretary of the Company in April 2020

and became President of the Board of Directors of the Company in May 2020.Mr. Zhuang Jianyi: born in 1951 with a bachelor’s degree and MBA. He now acts as the Chairman 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

and the Chairman of the Company. And he serves as a vice chairman of the Company since December 2015.Mr. Lei Zihe: Han nationality was born in August 1967. He is a member of the CPC and has no right of

permanent residence in a foreign country. He finished a postgraduate program and bears a professional title of

Senior Engineer. Previously he has served as Assistant Manager of the Quality Management Department then

Manager of the Technical Department then Director of the No. 1 Device Factory and then Manager of the Second

Marketing Department of Foshan Optoelectronic Devices Company Assistant to the General Manager and then

Secretary of the Board of Directors of Foshan NationStar Optoelectronic Technology Co. Ltd. CPC Committee

Member then Vice General Manager and General Manager of the RGB Device Division then Director and then

Executive General Manager of Foshan NationStar Optoelectronics Co. Ltd. and President of the Board of

57Foshan Electrical and Lighting Co. Ltd.

Directors of Foshan NationStar Semiconductor Technology Co. Ltd.. He became CPC Committee Member and

Deputy Secretary of the Company in April 2020 and became Director and General Manager of the Company in

May 2020.Mr. Zhang Xianfeng: Han nationality was born in July 1970. He is a member of the CPC and has no right of

permanent residence in a foreign country. He finished a MBA program at Renmin University of China and bears

professional titles of Senior Political Mentor and Economist. Previously he has served as Assistant Departmental

Manager and then Departmental Manager of China Guangdong International Economic and Technological

Cooperation (Group) Company Assistant Director and then Director of the General Office of Guangdong

Xinguang International Group Co. Ltd. Assistant Manager of the Human Resources Department then Assistant

Manager of the Department of Party and Mass Work and Personnel then Assistant Director of the CPC

Committee's General Office and then Manager of the Department of Party and Mass Work of Guangdong Rising

Holdings Group Co. Ltd.. He became CPC Committee Member and Deputy Secretary of the Company in June

2020 became Chairman of the Labor Union of the Company in July 2020 and became Director of the Company

in August 2020.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 Chairman of the Supervisory Committee of the Working

Department of the Board of Audit Supervisors 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.Mr. Huang Zhiyong: Han nationality born in August 1969 a member of the Communist Party of China and an

engineer. He graduated from Xidian University with a bachelor’s degree of Electronic Devices Structures. He

once acted as the Vice GM of Shenzhen Primatronix (Nanho) Electronics Ltd. the Minister of Enterprise

58Foshan Electrical and Lighting Co. Ltd.

Development Department the GM Assistant and Vice GM in Guangdong Electronics Information Industry Group

Ltd. He now acts as Director a member of the CPC Committee Deputy Secretary of the CPC Committee and

Chairman of Labor Union in Guangdong Electronics Information Industry Group Ltd. And he serves as a Director

of the Company since December 2015.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 has served as lecturer and associate professor of Guangzhou

Foreign Language Training Center of Ministry of Petroleum Industry and China University of Petroleum

(Guangzhou branch removed) Editor of Development Research Center of People's Government of Guangdong

Province Professor of Accounting Department of School of Management of Guangzhou University and

independent director of Jiangmen Rural Commercial Bank Company Limited. 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

59Foshan Electrical and Lighting Co. Ltd.

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

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 serves as an independent director of the Company since August 2020.

2. Working 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

60Foshan Electrical and Lighting Co. Ltd.

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 Supervisor of the Finance Department (Settlement Center) of Guangdong Rising Holdings Group Co.Ltd.. He serves as a supervisor of the Company since August 2020.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 serves as 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 and Mechanical 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 serves as an

Employee Supervisor of the Company since September 2016.

61Foshan Electrical and Lighting Co. Ltd.

3. Working experience of the Senior Management Staff

Mr. Lei Zihe: Han nationality was born in August 1967. He is a member of the CPC and has no right of

permanent residence in a foreign country. He finished a postgraduate program and bears a professional title of

Senior Engineer. Previously he has served as Assistant Manager of the Quality Management Department then

Manager of the Technical Department then Director of the No. 1 Device Factory and then Manager of the

Second Marketing Department of Foshan Optoelectronic Devices Company Assistant to the General Manager

and then Secretary of the Board of Directors of Foshan NationStar Optoelectronic Technology Co. Ltd. CPC

Committee Member then Vice General Manager and General Manager of the RGB Device Division then

Director and then Executive General Manager of Foshan NationStar Optoelectronics Co. Ltd. and President of

the Board of Directors of Foshan NationStar Semiconductor Technology Co. Ltd.. He became CPC Committee

Member and Deputy Secretary of the Company in April 2020 and became Director and General Manager of the

Company in May 2020.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 has concurrently acted as the Office Director from February 2016

to December 2018. He has been 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 and has been a vice GM of the Company since August

2016; Act as the Deputy General Manager of the Company since March 2020. He has also served as Director of

NationStar Optoelectronics since August 2022.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

62Foshan Electrical and Lighting Co. Ltd.

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 has been a vice GM of the Company since August 2016.Mr. Wei Bin: Born in May 1969 a member of the Communist Party of China and a Senior engineer of electronic

engineering technology with a Master’s degree. He joined in the Company in 1991 and responsible for the

product development of the graduate school of the Company from March 1992 to December 1996 acted as

Workshop Manager of Energy Saving Lamp Workshop from January 1997 to December 2004 acted as Workshop

Manager of HID Workshop from January to December 2005 acted as Workshop Manager of T5 Workshop from

January 2006 to November 2008 acted as the Department Director of the Technology Department from

November 2008 to August 2009 and acted as Vice GM of the Company from September 2009.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

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 July 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. Jiao Zhigang: Born in May 1972 a member of the Communist Party of China with a bachelor’s degree. He

entered the Company in 1994. He acted as Warehouse Director of the Company from August 1995 to September

2013 acted as Department Director of Human Resources Department from May 2010 to September 2013; acted

as Supervisor from March 2007 to September 2013 and as Chairman of the Supervisory of the Company from

May 2010 to September 2013. He acted as Vice GM of the Company in September 2013.Mr. Huang Zhenhuan: Born in December 1987 he holds a master's degree in finance is a financial economist

63Foshan Electrical and Lighting Co. Ltd.

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 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 Director Deputy

Electronics Secretary of the

Huang Zhiyong Information CPC Committee Yes

Industry Group Chairman of the

Ltd. Labor Union

Head of the

Guangdong Rising Financial

Li Yizhi Holdings Group Department Yes

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

Name Other entity Office held in the Start of tenure End of tenure Remuneration or

64Foshan Electrical and Lighting Co. Ltd.

entity allowance from the

entity

Thinkon

Zhuang Jianyi Semiconductor Director No

Jinzhou Corp.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

Guangdong Knoya

Independent

Zhang Renshou Home Furnishing Yes

Director

Co. Ltd.Jiangmen Rural

Independent

Zhang Renshou Commercial Bank Yes

Director

Company Limited

China Solid State

Dou Linping Vice Chairman No

Lighting Alliance

Hengdian Group

Independent

Dou Linping Tospo Lighting Yes

Director

Co. Ltd.Beijing New Space

Independent

Dou Linping Technology Co. Yes

Director

Ltd.LongT Lighting Independent

Dou Linping Yes

Group Inc Director

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 2021 remunerations for the

65Foshan Electrical and Lighting Co. Ltd.

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.The total remuneration (before tax) actually paid to the directors supervisors and senior management staff for

2022 were RMB12.6796 million.

Remuneration of directors supervisors and senior management for the Reporting Period

Unit: RMB'0000

Total before-tax Any

Incumbent/For remuneration remuneration

Name Office title Gender Age

mer from the from related

Company party

Board

Wu Shenghui Male 52 Incumbent 128.44 No

Chairman

Vice Board

Zhuang Jianyi Male 71 Incumbent Yes

Chairman

Lei Zihe Director & GM Male 55 Incumbent 121.55 No

Zhang

Director Male 52 Incumbent 107.80 No

Xianfeng

Hu Fengcai Director Male 57 Incumbent Yes

Huang Zhiyong Director Male 53 Incumbent Yes

Independent

Li Xiyuan Male 61 Incumbent 18 No

Director

Independent

Zhang Renshou Male 57 Incumbent 18 No

Director

Independent

Dou Linping Male 63 Incumbent 18 No

Director

Chairman of

Li Jingwei the Supervisory Male 46 Incumbent 77.80 No

Committee

Li Yizhi Supervisor Male 35 Incumbent Yes

Zhuang Junjie Supervisor Male 37 Incumbent Yes

Ye Zhenghong Supervisor Male 49 Incumbent 43.58 No

Lin Qing Supervisor Male 53 Incumbent 40.64 No

Executive Vice

Zhang Xuequan Male 45 Incumbent 102.22 No

GM

Zhang Yong Vice GM Male 48 Incumbent 99.37 No

Wei Bin Vice GM Male 53 Incumbent 99.25 No

Chen Yu Vice GM Male 50 Incumbent 101.06 No

66Foshan Electrical and Lighting Co. Ltd.

Tang Qionglan CFO Female 52 Incumbent 98.24 No

Jiao Zhigang Vice GM Male 50 Incumbent 96.67 No

Huang Board

Male 35 Incumbent 48.31 No

Zhenhuan Secretary

Cheng Ke Director Male 48 Former Yes

Xu Xiaoping Vice GM Male 52 Former 49.03 Yes

Total -- -- -- -- 1267.96 --

VI Performance of Duty by Directors in the Reporting Period

1. Board Meetings Convened during the Reporting Period

Meeting Convened date Disclosure date Resolution

Announcement on

The 26th Meeting of the 9th Resolutions of the 26th

14 January 2022 15 January 2022

Board of Directors Meeting of the 9th Board of

Directors

Announcement on

The 27th Meeting of the 9th Resolutions of the 27th

18 January 2022 19 January 2022

Board of Directors Meeting of the 9th Board of

Directors

Announcement on

The 28th Meeting of the 9th Resolutions of the 28th

22 March 2022 24 March 2022

Board of Directors Meeting of the 9th Board of

Directors

Announcement on

The 29th Meeting of the 9th Resolutions of the 29th

30 March 2022 1 April 2022

Board of Directors Meeting of the 9th Board of

Directors

Announcement on

The 30th Meeting of the 9th Resolutions of the 30th

22 April 2022 23 April 2022

Board of Directors Meeting of the 9th Board of

Directors

Announcement on

The 31st Meeting of the 9th Resolutions of the 31st

29 April 2022 30 April 2022

Board of Directors Meeting of the 9th Board of

Directors

Announcement on

The 32nd Meeting of the 9th Resolutions of the 32nd

14 June 2022 15 June 2022

Board of Directors Meeting of the 9th Board of

Directors

Announcement on

The 33rd Meeting of the 9th

12 August 2022 13 August 2022 Resolutions of the 33rd

Board of Directors

Meeting of the 9th Board of

67Foshan Electrical and Lighting Co. Ltd.

Directors

Announcement on

The 34th Meeting of the 9th Resolutions of the 34th

30 August 2022 31 August 2022

Board of Directors Meeting of the 9th Board of

Directors

Announcement on

The 35th Meeting of the 9th Resolutions of the 35th

10 October 2022 11 October 2022

Board of Directors Meeting of the 9th Board of

Directors

Announcement on

The 36th Meeting of the 9th Resolutions of the 36th

27 October 2022 28 October 2022

Board of Directors Meeting of the 9th Board of

Directors

Announcement on

The 37th Meeting of the 9th Resolutions of the 37th

14 November 2022 15 November 2022

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 12 2 10 0 0 No 4

Zhuang

12 0 12 0 0 No 5

Jianyi

Lei Zihe 12 2 10 0 0 No 5

Zhang

12 2 10 0 0 No 4

Xianfeng

Hu Fengcai 5 1 4 0 0 No 2

Huang

12 0 12 0 0 No 4

Zhiyong

Dou Linping 12 1 11 0 0 No 5

Li Xiyuan 12 1 11 0 0 No 5

Zhang

12 1 11 0 0 No 5

Renshou

68Foshan Electrical and Lighting Co. Ltd.

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.

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)

2021

Zhang

The Audit 5 Financial

Renshou Li

and Risk 24 March Audit and

Xiyuan Dou Internal Approved

Management 2022

Linping Hu Control

Committee Audit

Fengcai and

Report; 2022

69Foshan Electrical and Lighting Co. Ltd.

Huang Financial

Budget

Zhiyong

Report; and

2021 Annual

Work Report

and 2022

Work Plan of

the Audit

Department;

Proposal on

Change of

Accounting

Estimate of

Majority-

owned

Subsidiary;

and Proposal

on

Amendment

to the Rules

of Procedure

for the Audit

Committee

Zhang

Renshou Li

The Audit

Xiyuan Dou

and Risk Audit

Linping Hu 27 May 2022 Summary for Approved

Management

Fengcai and Q1 2022

Committee

Huang

Zhiyong

Proposal on

Establishmen

t of the

Management

Methods for

Compliance;

Proposal on

Establishmen

Zhang

t of the

Renshou Li Internal

The Audit

Xiyuan Dou Control

and Risk 18 August Methods;

Linping Hu Approved

Management 2022 Proposal on

Fengcai and Establishmen

Committee

Huang t of the

Methods for

Zhiyong

Comprehensi

ve Risk

Management

; and Work

Report of the

Audit

Department

for H1 2022

The Audit Zhang 27 October Audit Approved

70Foshan Electrical and Lighting Co. Ltd.

and Risk Renshou Li 2022 Summary for

Q1-Q3 2022

Management Xiyuan Dou

Committee Linping Hu

Fengcai and

Huang

Zhiyong

Zhang

Renshou Li

The Audit

Xiyuan Dou

and Risk 8 November Proposal on

Linping Hu Change of Approved

Management 2022

Fengcai and CPA Firm

Committee

Huang

Zhiyong

Zhang Proposal on

Renshou Li Appraisal

The

Xiyuan Dou Plan for 2021

Remuneratio 27

Linping Remuneratio

n and 1 September Approved

Zhang ns for

Appraisal 2022

Xianfeng Leadership

Committee

and Hu Team

Fengcai Members

Li Xiyuan

Proposal on

Zhang

the

The Renshou Nomination

Nomination Dou Linping 1 9 June 2022 of Non- Approved

Committee Lei Zihe and independent

Director

Zhang

Candidate

Xianfeng

Wu

Development

Shenghui

Strategy

Zhuang

30 December Planning for The Strategy Jianyi Lei

1 the Period of Approved

Committee Zihe Zhang 2022the “14thXianfeng

Five-year

and LiPlan”

Xiyuan

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.

71Foshan 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-

4608

end

Number of in-service employees of main subsidiaries at the

8283

period-end

Total number of in-service employees at the period-end 12891

Total number of employees with remuneration in this Reporting

12891

Period

Number of retirees to whom the Company or its main

242

subsidiaries need to pay retirement pension

Functions

Function Number of employees

Production 9280

Sales 817

Technical 1730

Financial 163

Administrative 901

Total 12891

Educational backgrounds

Educational background Number of employees

Master’s degree and above 186

Bachelor’s degree 2018

Junior college 1826

Technical secondary school and high school 2125

Below high school 6736

Total 12891

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

72Foshan Electrical and Lighting Co. Ltd.

inclines salary distribution to core talents and key positions so as to maximize the enthusiasm of employees.

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 levels channels fields and ways to promote employees' skills

upgrading ability advancement and quality improvement.

4. Labor Outsourcing

□ Applicable □ Not applicable

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

73Foshan 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

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 Yes

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

Additional shares to be converted from capital reserve for every

0

10 shares (share)

Total shares as the basis for the profit distribution proposal

1348994647

(share)

Cash dividends (RMB) (tax inclusive) 134899464.70

Cash dividends in other forms (such as share repurchase)

0.00

(RMB)

Total cash dividends (including those in other forms) (RMB) 134899464.70

Distributable profit (RMB) 2810316233.41

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

As audited by WUYIGE Certified Public Accountants LLP the after-tax net profits of RMB117854967.39 of the Company as the

parent for 2022 plus the beginning retained profits of RMB2738229003.27 minus the distributed profits of

RMB134899464.70 for 2021 plus the cumulative fair-value changes of RMB100917224.19 of shares held by the Company in

other listed companies that were sold in the current period (previously recorded in other comprehensive income and transferred to

retained profits in the current period) and minus RMB11785496.74 set aside as surplus reserve equal the ending profits

distributable to shareholders of RMB2810316233.41 for 2022. The Board of Directors has proposed a final dividend plan for

2022 as follows: based on the share capital of 1348994647 shares (the total share capital of 1361994647 shares minus the

74Foshan Electrical and Lighting Co. Ltd.

remaining 13000000 A-shares repurchased in the share repurchase account at the disclosure date of the 2022 Annual Report a

cash dividend of RMB1 (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

No such cases in the Reporting Period.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 2022.

75Foshan Electrical and Lighting Co. Ltd.

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

Problems

Name of Integration Settlement Follow-up

Integration plan encountered in Solutions taken

company progress progress settlement plan

integration

Relevant

personnel of

NationStar

Optoelectronics

were adjusted

in accordance

with the

relevant

regulations of

the China The Company

Securities incorporated

Regulatory NationStar

Commission Optoelectronics

(CSRC) and the into its

Shenzhen Stock consolidated

Exchange financial

(SZSE) and the statements

Articles of completed the

Association. re-election and

Meanwhile engagement of

NationStar

NationStar directors None None None None

Optoelectronics

Optoelectronics supervisors

' technological and senior

advantages in management

the LED personnel and

packaging promoted the

industry and the close

Company's cooperation

sales between both

advantages in parties in R&D

the terminal and market

market were expansion.given full play

to so as to

stimulate both

parties to

expedite the

launch of

innovative and

competitive

products.XIV Self-Evaluation Report or Independent Auditor’s Report on Internal Control

1. Internal Control Self-Evaluation Report

Disclosure date of the internal control

10 April 2023

self-evaluation report

76Foshan Electrical and Lighting Co. Ltd.

Index to the disclosed internal control

See www.cninfo.com.cn for the Internal Control Self-Evaluation Report 2022

self-evaluation report

Evaluated entities’ combined assets

100.00%

as % of consolidated total 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 should be recognized as a

serious defect: 1. being punished for

seriously violating the national laws the

administrative laws and regulations and the

Defect with one of the following normative documents; 2. the Company

characteristics should be recognized as a suffers a serious economic loss due to any

serious defect: 1. the defect involved with the serious errors made in decision-making

malpractices of the Directors the Supervisors caused by serious lack of decision-making

and the Senior Executives; 2. the controlled procedures on significant events or unfair

environment is invalid; 3. the CPA discovered decision-making; 3. the Company’s

any significant misstatement from the current reputation has been unrepairably damaged by

financial report while the internal control any conduct in violation of laws and

could not discover the mistake during the regulations which produces a far-reaching

operating process; 4. the supervision from the negative impact and draws the public’s

Corporate Audit Committee and the internal attention widely; 4. the major business

Nature standard audit institution on the internal control. If involved with the production and operating

there met with one of the situation of the of the Company lack of the system control or

following should be recognized as an the system control is invalid; 5. the results of

important defect: 1. the recognized important the internal control assessment turn out to

defect is not solved during the reasonable include any serious defects and such defects

period; 2. corrects the published financial fail to be rectified effectively within 12

report; 3. the function of the internal audit of months. Defects with the following

the Company is invalid; 4. the control of characteristics should be recognized as

whether execute the selection and the important defects: 1. owing to partly lack of

application of the accounting policies the decision-making process on significant

according to the Generally Accepted events and the undemocratic decision-

Accounting Principles is invalid. 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

77Foshan Electrical and Lighting Co. Ltd.

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 2021 consolidated According to the quantitative criterion of the

statements the quantitative criterion of internal control defects of the financial

confirming the important degree of the report the quantitative criterion of the

misstatement (including the false negatives) internal control defects assessment of the

from of the consolidated statements of the non-financial report confirmed by the

listed companies is as follows: serious defect: Company is as follows: serious defect:

Quantitative standard

misstatement ≥1.0% of the total assets misstatement ≥1.0% of the total assets

amount; important defects: 0.5% of the total amount; important defects: 0.5% of the total

assets amount ≤misstatement<1.0% of the assets amount ≤misstatement<1.0% of the

total assets amount; common defects: total assets amount; common defects:

misstatement < 0.5% of the total assets misstatement < 0.5% 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 financial 0

reporting

Number of serious weaknesses in

internal control over financial 0

reporting

Number of serious weaknesses in

internal control not related to financial 0

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

78Foshan Electrical and Lighting Co. Ltd.

Disclosure date 10 April 2023

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

XV Rectifications of Problems Identified by Self-inspection in the Special Action for Listed

Company Governance

None.

79Foshan 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:

Document name of administrative

No. Approver Date of approval Approval No.license of environmental protection

Approval for Environmental Environmental

Impact Report on New Project of Protection Bureau of

1 3 November 2004 /

Foshan Electrical and Lighting Co. Gaoming District

Ltd. Gaoming Branch Foshan City

Environmental Protection Environmental

Acceptance Opinions on Phase I of Protection Bureau of

2 28 August 2008 MHY [2008] No. 26

Foshan Electrical and Lighting Co. Gaoming District

Ltd. Gaoming Branch Foshan City

Acceptance Opinions on Flue Gas

Environmental

Emission Continuous Monitoring

Protection Bureau of

3 System of Foshan Electrical and 22 February 2010 MHY [2010] No. 8

Gaoming District

Lighting Co. Ltd. Gaoming

Foshan City

Branch

80Foshan Electrical and Lighting Co. Ltd.

Approval for Environmental

Environmental

Impact Report on Energy-saving

Protection Bureau of

4 Lamp Expansion Project of Foshan 30 August 2013 MHGYB [2013] No. 030

Gaoming District

Electrical and Lighting Co. Ltd.Foshan City

Gaoming Branch

Letter of Environmental Protection Environmental Transport

Acceptance Opinions on Energy- and Urban Management

MGY

5 saving Lamp Expansion Project of Bureau of Gaoming 19 February 2014

[2014] No. 2

Foshan Electrical and Lighting Co. District (Environmental

Ltd. Gaoming Branch Protection)

Approval from Environmental

Protection Bureau of Gaoming

Environmental

District Foshan City of

Protection Bureau of

6 Environmental Impact Report on 13 February 2015 MHS [2015] No. 14

Gaoming District

Expansion Project of Foshan

Foshan City

Electrical and Lighting Co. Ltd.Gaoming Branch

Approval from Environmental

Protection Bureau of Gaoming

Environmental

District Foshan City of Kiln

Protection Bureau of

7 Expansion and Flue Gas Control 26 November 2015 MHS [2015] No. 157

Gaoming District

and Remediation Project of Foshan

Foshan City

Electrical and Lighting Co. Ltd.Gaoming Branch

Letter from Environmental

Protection Bureau of Gaoming

District Foshan City of

Environmental

Environmental Protection

Protection Bureau of

8 Acceptance Opinions on Kiln 24 December 2015 MHY [2015] No. 83

Gaoming District

Expansion and Flue Gas Control

Foshan City

and Remediation Project of Foshan

Electrical and Lighting Co. Ltd.Gaoming Branch

Approval from Environmental

Protection Bureau of Gaoming

District Foshan City of

Environmental

Environmental Impact Report on

Protection Bureau of

9 New LED Luminaries R&D 30 September 2017 MHS [2017] No. 138

Gaoming District

Production Base Construction

Foshan City

Project of Foshan Electrical and

Lighting Co. Ltd. Gaoming

Branch

Approval from Environmental Environmental

10 14 January 2019 MHS [2019] No. 11

Protection Bureau of Gaoming Protection Bureau of

81Foshan Electrical and Lighting Co. Ltd.

District Foshan City of Gaoming District

Environmental Impact Report on Foshan City

Glass Kiln (Change) Construction

Project of Foshan Electrical and

Lighting Co. Ltd. Gaoming

Branch

Letter from Foshan Municipal

Ecology and Environment Bureau

of Environmental Protection

Acceptance Opinions on Solid

Ecology and

Waste Pollution Prevention and

11 Environment Bureau of 12 September 2019 FMHY [2019] No. 126

Control Facility for New LED

Foshan City

Luminaries R&D Production Base

Construction Project (Phase I) of

Foshan Electrical and Lighting Co.Ltd.Ecology and

12 Sewage Discharge License Environment Bureau of 1 June 2020 91440600784850061B001U

Foshan City

Reply on the Environmental

Impact Report of Liuzhou Guige

Lighting Technology Co. Ltd. with Liuzhou Environmental

13 25 September 2015 LHS Zi [2015] No. 134

an Annual Output of 1.35 Million Protection Bureau

Sets of Auto Parts (Motor Vehicle

Lamps)

Reply on Completion Acceptance

of Environmental Protection

Liuzhou Liudong New

Facilities of Liuzhou Guige

Area Administrative

14 Lighting Technology Co. Ltd. with 28 October 2019 LDSPHB Zi [2019] No. 70

Examination and

an Annual Output of 1.35 Million

Approval Bureau

Sets of Auto Parts (Motor Vehicle

Lamps) (Solid Waste)

Liuzhou Liudong New

Area Administrative

15 Sewage Discharge License 18 July 2020 914502000836092085001V

Examination and

Approval Bureau

Approval for the Report on the Environmental

Environmental Influence of the Protection Bureau of

16 12 April 2005 B2005-0132

New Semiconductor Light-emitting Chancheng District

Device Construction Project Foshan City

Application for the Completion- Environmental

17 based Environmental Protection Protection Bureau of 10 October 2007 C.H.Y. [2007] No. 161

Inspection and Acceptance of the Chancheng District

82Foshan Electrical and Lighting Co. Ltd.

New Semiconductor Light-emitting Foshan City

Device Construction Project

Registration Form of the Environmental

Environmental Influence of the Protection Bureau of

18 20 December 2005 D2006-0034

New Semiconductor Light-emitting Chancheng District

Device Construction Project Foshan City

Approval for the Report on the

Environmental Influence of the

Upgrading of the Surface-mount

Foshan Environmental

19 Semiconductor Light-emitting 22 March 2006 FBC2006-02

Protection Bureau

Device Industry of Foshan

NationStar Optoelectronic

Technology Co. Ltd.Application for the Completion-

based Environmental Protection Environmental

Inspection and Acceptance of the Protection Bureau of

20 10 October 2007 H.Y. [2007] No. 163

Upgrading Project of the Surface- Chancheng District

mount Semiconductor Light- Foshan City

emitting Device Industry

Approval for the Report on the

Environmental

Environmental Influence of the

Protection Bureau of

21 Relocation Project of Foshan 29 July 2009 CB2009-0083

Chancheng District

NationStar Optoelectronics Co.Foshan City

Ltd.Application for the Completion-

based Environmental Protection Environmental

Inspection and Acceptance of the Protection Bureau of

22 7 May 2010 C.H.Y. [2010] No. 35

Relocation Project of Foshan Chancheng District

NationStar Optoelectronics Co. Foshan City

Ltd.Approval for the Report on the Environmental

Environmental Influence of the Protection and Urban

Project of the National- and Local- Management Bureau

23 8 November 2011 ZCB2011-020

Joint Engineering Laboratory for Zhangcha Sub-bureau of

Semiconductor Lighting Materials Chancheng District

and Devices Foshan City

Application for the Completion-

based Environmental Protection

Environmental

Inspection and Acceptance of the

Protection Bureau of

24 Project of the National- and Local- 24 June 2015 C.H.Y.B [2015] No. 35

Chancheng District

Joint Engineering Laboratory for

Foshan City

Semiconductor Lighting Materials

and Devices

83Foshan Electrical and Lighting Co. Ltd.

Approval for the Report on the

Environmental Influence of the

Project of Key Technology for

Foshan Environmental

25 Semiconductor Lighting Lamps 21 January 2008 F2008-8

Protection Bureau

and Industrialization of Foshan

NationStar Optoelectronics Co.Ltd.Letter of Opinions from Foshan

Environmental Protection Bureau

on the Completion-based

Environmental Protection

Inspection and Acceptance of the Foshan Environmental

26 16 May 2016 F.H.H. [2016] No. 456

Project of Key Technology for Protection Bureau

Semiconductor Lighting Lamps

and Industrialization of Foshan

NationStar Optoelectronics Co.Ltd.Approval for the Report on the

Environmental Influence of the

LED Backlight Technology Foshan Environmental

27 21 January 2008 F2008-9

Improvement Project of Foshan Protection Bureau

NationStar Optoelectronics Co.Ltd.Letter of Opinions from Foshan

Environmental Protection Bureau

on the Completion-based

Environmental Protection

Foshan Environmental

28 Inspection and Acceptance of the 16 May 2016 F.H.H. [2016] No. 455

Protection Bureau

LED Backlight Technology

Improvement Project of Foshan

NationStar Optoelectronics Co.Ltd.Approval for the Report on the

Environmental Influence of the

Technological Improvement

Foshan Environmental

29 Project for Power-based LED and 21 January 2008 F2008-10

Protection Bureau

LED Luminary Module of Foshan

NationStar Optoelectronics Co.Ltd.Letter of Opinions from Foshan

Environmental Protection Bureau

Foshan Environmental

30 on the Completion-based 16 May 2016 F.H.H. [2016] No. 457

Protection Bureau

Environmental Protection

Inspection and Acceptance of the

84Foshan Electrical and Lighting Co. Ltd.

Technological Improvement

Project for Power-based LED and

LED Luminary Module of Foshan

NationStar Optoelectronics Co.Ltd.Approval for the Report on the

Environmental Influence of the

Technological Improvement

Foshan Environmental

31 Project for New Surface-mount 21 January 2008 F2008-11

Protection Bureau

Light-emitting Diodes of Foshan

NationStar Optoelectronics Co.Ltd.Letter of Opinions from Foshan

Environmental Protection Bureau

on the Completion-based

Environmental Protection

Inspection and Acceptance of the Foshan Environmental

32 16 May 2016 F.H.H. [2016] No. 458

Technological Improvement Protection Bureau

Project for New Surface-mount

Light-emitting Diodes of Foshan

NationStar Optoelectronics Co.Ltd.Approval for the Report on the

Environmental

Environmental Influence of the

Protection Bureau of

33 New Top LED Manufacturing 29 November 2010 CB2010-0135

Chancheng District

Technology and Industrialization

Foshan City

Project

Application for the Completion-

Environmental

based Environmental Protection

Protection and Urban

Inspection and Acceptance of the

34 Management Bureau of 29 December 2014 C.H.Y.B [2014] No. 47

New Top LED Manufacturing

Chancheng District

Technology and Industrialization

Foshan City

Project

Approval of the Environmental

Protection and Urban Management Environmental

Bureau of Chancheng District to Protection and Urban

35 the Report on the Environmental Management Bureau of 5 September 2014 C.B. [2014] No. 0036

Influence of the Expansion Project Chancheng District

of Foshan NationStar Foshan City

Optoelectronics Co. Ltd.Application for the Completion- Environmental

based Environmental Protection Protection and Urban

36 29 December 2014 C.H.Y.B [2014] No. 46

Inspection and Acceptance of the Management Bureau of

Expansion Project of Foshan Chancheng District

85Foshan Electrical and Lighting Co. Ltd.

NationStar Optoelectronics Co. Foshan City

Ltd.Approval of the Environmental

Protection and Urban Management

Environmental

Bureau of Chancheng District to

Protection and Urban

the Report on the Environmental

37 Management Bureau of 19 December 2014 C.B. [2014] No. 0073

Influence of the Expansion Project

Chancheng District

for Small Spacing and Outdoor

Foshan City

Surface-mount LED Display

Components

Opinions of the Environmental

Protection and Urban Management

Bureau of Chancheng District

Environmental

Foshan City on the Completion-

Protection Bureau of

38 based Environmental Protection 20 May 2016 C.H.Y.B. 2016-4-032

Chancheng District

Inspection and Acceptance of the

Foshan City

Expansion Project for Small

Spacing and Outdoor Surface-

mount LED Display Components

Approval of the Environmental

Protection Bureau of Chancheng

District Foshan City to the Report

on the Environmental Influence of Environmental

the Project of the Innovation in Protection Bureau of

39 1 November 2016 C.B. 2016-4-205

Packaging Technology and Chancheng District

Technological Transformation of Foshan City

Key Packaging Equipment of

LEDs with High Color Rendering

Index for Illumination

Opinions of the Environmental

Protection Bureau of Chancheng

District Foshan City on the

Completion-based Environmental

Protection Inspection and Environmental

Acceptance of the Project of the Protection Bureau of

40 11 April 2017 C.H.Y.B. 2017-4-110

Innovation in Packaging Chancheng District

Technology and Technological Foshan City

Transformation of Key Packaging

Equipment of LEDs with High

Color Rendering Index for

Illumination

Approval of the Environmental Environmental

41 Protection Bureau of Chancheng Protection Bureau of 1 November 2016 C.B. 2016-4-206

District Foshan City to the Report Chancheng District

86Foshan Electrical and Lighting Co. Ltd.

on the Environmental Influence of Foshan City

the Project of the Innovation in

Packaging Technology and

Technological Transformation of

Key Packaging Equipment of

LEDs with Small Spacing for

Display

Opinions of the Environmental

Protection Bureau of Chancheng

District Foshan City on the

Completion-based Environmental

Environmental

Protection Inspection and

Protection Bureau of

42 Acceptance of the Project of the 11 April 2017 C.H.Y.B. 2017-4-111

Chancheng District

Innovation in Packaging

Foshan City

Technology and Technological

Transformation of Key Packaging

Equipment of LEDs with Small

Spacing for Display

Approval of the Environmental

Protection Bureau of Chancheng

District Foshan City to the Report

on the Environmental Influence of Environmental

the Project of the Innovation in Protection Bureau of

43 8 December 2017 C.B. 2017-4-065

Packaging Technology and Chancheng District

Technological Transformation of Foshan City

Key Packaging Equipment of

LEDs with High Color Rendering

Index for Illumination (Phase II)

Approval of the Environmental

Protection Bureau of Chancheng

District Foshan City to the Report

on the Environmental Influence of Environmental

the Project of the Innovation in Protection Bureau of

44 8 December 2017 C.B. 2017-4-064

Packaging Technology and Chancheng District

Technological Transformation of Foshan City

Key Packaging Equipment of

LEDs with Small Spacing for

Display (Phase II)

Registration Receipt for the Foshan Municipal

45 Discharge of Fixed Pollution Ecology and 19 January 2020 914406001935264036001X

Sources Environment Bureau

Foshan Municipal

46 Sewage Discharge Permit Ecology and 21 November 2022 91440600570160743B001Q

Environment Bureau

87Foshan Electrical and Lighting Co. Ltd.

Inspection Opinions on the Report Environmental

on the Environmental Influence of Protection Bureau of

47 the First Phase of Project of Guangzhou Economic 12 February 2004 S.K.H.Y.Z [2004] No. 15

Guangdong Yuejing High-tech Co. and Technological

Ltd. Development Zone

Approval for the Completion-based

Environmental

Environmental Protection

Protection Bureau of

Inspection and Acceptance of the

48 Guangzhou Economic 15 December 2006 S.K.H.B.Y.Z [2006] No. 153

First Phase of Project of

and Technological

Guangdong Yuejing High-tech Co.Development Zone

Ltd.Approval for the Report on the

Environmental

Environmental Influence of the

Protection Bureau of

New Employee Canteen and

49 Guangzhou Economic 2 February 2007 S.K.H.B.Y.Z [2007] No. 17

Standby Generator Project of

and Technological

Guangdong Yuejing High-tech Co.Development Zone

Ltd.Approval for the Completion-based

Environmental Protection Environmental

Inspection and Acceptance of the Protection Bureau of

50 New Employee Canteen and Guangzhou Economic 19 November 2007 S.K.H.B.Y.Z [2007] No. 166

Standby Generator Project of and Technological

Guangdong Yuejing High-tech Co. Development Zone

Ltd.Approval for the Report on the

Environmental

Environmental Influence of the

Protection Bureau of

New Triode Tin Deposition

51 Guangzhou Economic 6 November 2006 S.K.H.B.Y.Z [2006] No. 242

Assembly Line Project of

and Technological

Guangdong Yuejing High-tech Co.Development Zone

Ltd.Approval for the Completion-based

Environmental Protection Environmental

Inspection and Acceptance of the Protection Bureau of

52 New Triode Tin Deposition Guangzhou Economic 11 December 2007 S.K.H.B.Y.Z [2007] No. 168

Assembly Line Project of and Technological

Guangdong Yuejing High-tech Co. Development Zone

Ltd.Environmental

Approval for the Report on the

Protection Bureau of

Environmental Influence of the

53 Guangzhou Economic 23 February 2008 S.K.H.B.Y.Z [2008] No. 25

Plant Expansion II of Guangdong

and Technological

Yuejing High-tech Co. Ltd.Development Zone

54 Approval for the Report on the Construction and 17 August 2011 S.K.H.J.Y.Z [2011] No. 272

88Foshan Electrical and Lighting Co. Ltd.

Environmental Influence of the Environmental

Third Phase of the Project with an Protection Bureau of

Annual Packaging Output of Two Guangzhou Economic

Billion New Semiconductor and Technological

Devices of Guangdong Yuejing Development Zone

High-tech Co. Ltd.Approval for the Completion-based

Environmental Protection Environmental

Inspection and Acceptance of the Protection and Urban

Third Phase of the Project with an Management Bureau of

55 19 March 2015 S.K.H.Y.Z [2015] No. 44

Annual Packaging Output of Two Guangzhou Economic

Billion New Semiconductor and Technological

Devices of Guangdong Yuejing Development Zone

High-tech Co. Ltd.Environmental

Approval of the Report on the

Protection and Urban

Environmental Influence of the

Management Bureau of

56 Technological Improvement 4 July 2014 S.K.H.Y.Z [2014] No. 130

Guangzhou Economic

Project for the Production of SOP-

and Technological

SOT Chip Semiconductor Devices

Development Zone

Approval for the Completion-based

Environmental Protection

Construction and

Inspection and Acceptance of the

Environmental

Technological Improvement

Protection Bureau of

57 Project for the Production of SOP- 11 January 2017 S.K.J.H.B.Y.Z [2017] No. 6

Guangzhou Economic

SOT Chip Semiconductors of

and Technological

Guangdong Fenghua

Development Zone

Semiconductor Technology Co.Ltd.Approval for the Completion-based

Environmental Protection Construction and

Inspection and Acceptance of the Environmental

Plant Expansion II of Guangdong Protection Bureau of

58 14 June 2017 S.K.H.Y.Z [2017] No. 151

Fenghua Semiconductor Guangzhou Economic

Technology Co. Ltd. (Formerly and Technological

Known as Guangdong Yuejing Development Zone

High-tech Co. Ltd.)

Registration Receipt for the Guangzhou Municipal

59 Discharge of Fixed Pollution Ecological Environment 27 February 2020 91440000725451562J001Y

Sources Bureau

Discharge standards and pullutants discharged in production and operation activities:

Name of Type of Name of Discharge Outlet Outlet Discharge Pollutant Total Total Excessive

89Foshan Electrical and Lighting Co. Ltd.

Company Major and Major and Method Quantity Distributio Concentrat Discharge Actual Discharge Discharge

or Characteri Characteri n ion Standards Discharge Approved

Subsidiary stic stic /intensity

Company Pollutants Pollutants

Emission

Foshan

Standards

Electrical

Discharge for Air

and

Exhaust d in an In the SO2: 289 Pollutants SO2:

Lighting SO2 1 6.264 None

gas organized plant mg/m3 in Glass 39.937 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 : 57.236 : 83.549 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)

Discharge

Chemical

COD: 14 Limits of

Foshan oxygen Discharge COD:0.84 COD:2.4

mg/L; Water

NationStar demand d by Wastewate t/a t/a

Wastewate Ammonia Pollutants

Optoelectr ("COD") standards 1 r treatment Ammonia Ammonia None

r nitrogen: (DB44/26-

onics Co. and after station nitrogen:0. nitrogen:0.

0.076 2001) of

Ltd. ammonia treatment 00456t/a 3t/a

mg/L Guangdon

nitrogen

g

90Foshan Electrical and Lighting Co. Ltd.

Province:

Standard

Class II

for Time

Period II.Emission

Standard

of Volatile

Organic

Total

Compoun

VOCs:

Total ds for

1.03725m

volatile Furniture

g/m3

organic Manufactu

Benzene:

compound ring

Foshan Discharge Rooftop of 0.002875

s (DB44/81

NationStar d by East mg/m3 Total Total

Exhaust ("VOCs") 4-2010) of

Optoelectr standards 2 Tower and Toluene VOCs:0.2 VOCs: 1.8 None

gas benzene Guangdon

onics Co. after West and 12616 t/a t/a

toluene g

Ltd. treatment Tower xylene:

xylene Province:

0.1025mg/

and Discharge

m3

particulate limits for

Particulate

matters VOCs

matters:

through

20mg/m3

exhaust

funnels for

Time

Period II.Emission

Standard

for Noise

of

Foshan Daytime:

Industrial

NationStar Discharge 60;

Enterprise

Optoelectr Noise Noise d by / / nighttime: / / None

s at

onics Co. standards 50 Unit:

Boundary

Ltd. dB (A)

(GB12348

-2008):

Standard

Class II

PH: Six to

nine Discharge

COD: 90 Limits of

mg/L Water

BOD5: 20 Pollutants

Foshan COD

Discharge mg/L (DB44/26- COD:1.08 COD:

NationStar ammonia

d by Suspended 2001) of 562t/a 3.129t/a

Semicond Wastewate nitrogen Wastewate

standards 1 solids: 60 Guangdon Ammonia Ammonia None

uctor r suspended r station

after mg/L g nitrogen: nitrogen:

Technolog solids and

treatment Ammonia Province: 0.183358t/ 0.201t/a

y Co. Ltd fluoride

nitrogen: Standard a

10 mg/L Class I for

Fluoride: Time

10 Period II.

mg/L

Foshan Sulfur Discharge Sulfur Emission SO2:0.234 SO2:0.25t/

NationStar Exhaust dioxide d by dioxide: Limits of t/a; a;

6 Rooftop None

Semicond gas nitrogen standards 500 Air NOX: NOX:11.9

uctor oxide after mg/m3; Pollutants 10.11 t/a 6t/a

91Foshan Electrical and Lighting Co. Ltd.

Technolog particulate treatment nitrogen (DB44/24 Total Total

y Co. Ltd. matter oxide: 120 7-2001) of VOCs: VOCs:

ammonia mg/m3 Guangdon 1.3435t/a 2.45t/a

ozone particulate g

concentrat matters: Province:

ion 120 Standard

hydrogen mg/m3; Class II

chloride ammonia for Time

fluoride gas: 20 Period II.chlorine mg/m3; Emission

gas odor Standard

sulphuric concentrat of Volatile

acid mist ion: 6000 Organic

stupid mg/m3; Compoun

toluene hydrogen ds for

and chloride: Furniture

xylene 100 Manufactu

total mg/m3; ring

VOCs fluoride: 9 (DB44/81

mg/m3; 4-2010) of

chlorine: Guangdon

65 mg/m3; g

sulfuric Province:

acid mist: Discharge

35 mg/m3; limits for

benzene: 1 VOCs

mg/m3; through

toluene exhaust

and funnels for

xylene: 20 Time

mg/m3; Period II.total

VOCs: 30

mg/m3

Emission

Standard

for Noise

Foshan of

Daytime:

NationStar Industrial

Discharge 60;

Semicond Enterprise

Noise Noise d by / / nighttime: / / None

uctor s at

standards 50 Unit:

Technolog Boundary

dB (A)

y Co. Ltd. (GB12348

-2008):

Standard

Class II

Discharge

Limits of

Water

Guangdon PH(6-9); Pollutants

Discharge

g Fenghua Wastewate Total COD(500 (DB44/26-

d by

Semicond Wastewate r:PH outlet near mg/L); 2001) of COD:0.21

standards 1 / None

uctor r COD and the north Copper Guangdon 9t/a

after

Technolog copper duty room (≤2.0mg/L g

treatment

y Co. Ltd. ); Province:

Standard

Class III

for Time

92Foshan Electrical and Lighting Co. Ltd.

Period II.Particulate

Exhaust matter:

gas 120mg/m3 Guangdon

: hydrogen g

Guangdon Particulat chloride StandardD Particulate

Discharge

g Fenghua e matter mist: B44/27- matter:

d by Rooftop of

Semicond Exhaust total 100mg/m3 2001 0.018t/a;

standards 7 Phase I / None

uctor gas VOCs sulphuric Discharge Total

after plant

Technolog sulphuric acid Limites VOCs:0.1

treatment

y Co. Ltd. acid mist mist: for Class 27t/a

hydrogen 35mg/m3 II for Time

chloride oil Period II;

mist fumes:

2.0mg/m3

Emission

Standard

for Noise

Guangdon Daytime: of

g Fenghua 65 Industrial

Discharge

Semicond Nighttime: Enterprise

Noise Noise d by / / / / None

uctor 55 s at

standards

Technolog Unit: Boundary

y Co. Ltd. dB(A) (GB12348

-2008):

Standard

Class III

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 components mainly caused exhaust gas such as

VOCs benzene toluene xylene and particulate matters which was treated through UV photolysis and plasma

purification. Upon treatment the Emission Standard of Volatile Organic Compounds for Furniture

Manufacturing (DB44/814-2010) of Guangdong Province was met.

93Foshan Electrical and Lighting Co. Ltd.

NationStar Semiconductor: a) Exhaust gas 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 exhaust gas 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.Fenghua Semiconductor: The sealing test of electronic components mainly generated exhaust gas 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: wastewater such as COD and ammonia nitrogen was mainly generated during

the manufacturing of LED components. Upon treatment through coagulation sedimentation and frame filtering

94Foshan Electrical and Lighting Co. Ltd.

the discharge limits and requirements stipulated in the Discharge Limits of Water Pollutants (DB44/26-2001) of

Guangdong Province: Standard Class II for Time Period II 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:

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. Hush pipes were attached to exhaust gas exhaust pipes 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. Hush pipes were attached to exhaust gas exhaust pipes that would cause loud noises.

95Foshan Electrical and Lighting Co. Ltd.

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. Hush pipes were attached to exhaust gas exhaust pipes that would cause loud noises.Environmental self-monitoring plan:

Foshan Electrical and Lighting Co. Ltd. Gaoming Branch developed an environmental self-monitoring plan

numbered: FSLFMF001. It entrusted a third-party environmental testing agency Guangdong Spectrum Testing

Technology Co. Ltd. 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 Guangxi Huaqiang

Environmental Monitoring Co. Ltd. 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.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 environmental self-monitoring plan. It

entrusted a third-party environmental testing agency Guangdong Zhonghui Mobile Laboratory Testing

Technology Co. Ltd. to perform the quarterly inspection of the wastewater and exhaust gas 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.Guangdong Fenghua Semiconductor Technology Co. Ltd. formulated its environmental self-monitoring plan at

the beginning of the year according to which it entrusted a third-party environmental testing agency Tong

Chuang Wei Ye (Guangdong) Testing Technology Co. Ltd. to perform the annual inspection of the wastewater

and exhaust gas outlet. All the inspection results were lower than the standard limits. Meanwhile it accepted the

96Foshan Electrical and Lighting Co. Ltd.

24-hour online monitoring of its wastewater outlets and the annual inspection of its exhaust gas outlets 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

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 formulated 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 Chancheng Sub-bureau (Filing No.: 440604-2020-032-L)

on 2 April 2020.NationStar Semiconductor formulated the Contingency Plan for Environmental Emergencies of NationStar

Semiconductor (including Risk Assessment Report and Material Survey of Environmental Emergencies) in May

97Foshan Electrical and Lighting Co. Ltd.

2020 had it reviewed by experts on 1 July 2020 and had it filed with the Foshan Municipal Ecology and

Environment Bureau (Filing No.: 440600-2020-047-M) on 12 August 2020.Fenghua Semiconductor issued the Contingency Plan for Environmental Emergencies of Guangdong Fenghua

Semiconductor Technology Co. Ltd. (including Risk Assessment Report and Material Survey of Environmental

Emergencies) on 31 December 2021 and had it filed with the Guangzhou Municipal Ecology and Environment

Bureau (Filing No.: 440112-2022-032-L) on 3 March 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 RMB10.7941 million and their environmental

protection-related taxes paid amounted to RMB152.7 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

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.

98Foshan Electrical and Lighting Co. Ltd.

II Social Responsibility

In order to further the Company's transparency in the fulfillment of corporate social responsibilities and help its

investors better understand it the Company has disclosed an environmental social and governance (ESG)

report .For details please refer to the Environmental Social and Governance (ESG) Report 2022 disclosed by

the Company on www.cninfo.com.cn on 10 April 2023.III Efforts in Poverty Alleviation and Rural Revitalization

The Company actively responds to the call to consolidate the achievements of poverty alleviation and revitalize

the countryside and carries out the work of helping farmers with consumption to facilitate rural revitalization.During the Reporting Period the Company actively purchased characteristic agricultural products worth over

RMB200000 from Wuhua County Meizhou City. The Company donated quality luminary worth RMB100000

to the trunk roads of Jinjiang Village Wuhua County to create a safer environment for locals to travel in the

evening.

99Foshan 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

Type of Date of Term of

Promiso Fulfill

Commitment commitme Details of commitment commitme commitme

r ment

nt nt making nt

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 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

Electron the following measures: (1) If the Company

Commitments ics

About thinks necessary they and their relevant

made in Group

avoidance

acquisition and enterprises shall reduce and wholly transfer 4

of Ongoi

documents or Hong their relevant assets and business; and (2) If the December Long-term

horizontal ng

shareholding Kong

competitio Company thinks necessary it is given the 2015

alteration Rising

n priority to acquire first by proper means the

documents Investm

ent 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

100Foshan Electrical and Lighting Co. Ltd.

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 enterprises are 4

Rising Ongoi

given the opportunity to engage in new November Long-term

Group ng

business that constitutes or may constitute 2021

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 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

Electron

About

ics activities by taking advantage of their position

reduction

Group as the controlling shareholder and actual

and

and 4

regulation controller; 2. make sure that they or their other Ongoi

Hong December Long-term

of related- controlled subsidiaries branch offices jointly- ng

Kong

party 2015

Rising run or associated companies (the "Relevant

transactio

Investm

ns Enterprises" for short) will try their best to

ent

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

101Foshan Electrical and Lighting Co. Ltd.

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 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 4

Rising Ongoi

transactions with the Company or the November Long-term

Group ng

Company’s subsidiaries; 3. strictly follow the 2021

market principle of justness fairness and equal

Commitments

value exchange for necessary and unavoidable

made in

related-party transactions between them and

acquisition

documents or their Relevant Enterprises and the Company

shareholding and withdraw from voting when a related-party

alteration

transaction with them or their Relevant

documents

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

Electron

Company in business personnel asset

ics

organization and finance Electronics Group

Group

and Hong Kong Rising Investment have made

and About 4

the following commitments: 1. They will Ongoi

Hong independe December Long-term

ensure the independence of the Company in ng

Kong nce 2015

business: (1) They promise that the Company

Rising

will have the assets personnel qualifications

Investm

and capabilities for it to operate independently

ent

as well as the ability of independent

102Foshan Electrical and Lighting Co. Ltd.

sustainable operation in the market. (2) They

promise not to intervene in the Company’s

business 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 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

103Foshan Electrical and Lighting Co. Ltd.

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 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 Company

Commitments Rising Group has made the following

made in commitments: 1. It will ensure the personnel

acquisition 4

Rising independence of the Company. It promises to Ongoi

documents or November Long-term

Group ensure personnel independence with the ng

shareholding 2021

alteration Company and GM deputy GMs CFO

documents Company Secretary and other senior

management personnel of the Company will

104Foshan Electrical and Lighting Co. Ltd.

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 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

105Foshan Electrical and Lighting Co. Ltd.

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 with or similar to those of

NATIONSTAR 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

About

Commitments business; and (2) If NATIONSTAR

avoidance

made in

of OPTOELECTRONICS thinks necessary it is 7 October Ongoi

shareholding FSL Long-term

horizontal given the priority to acquire first by proper 2021 ng

alteration

competitio

documents means the relevant assets and business of them

n

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.About 1. FSL and enterprises under its control (except

reduction NATIONSTAR OPTOELECTRONICS and its

Commitments subsidiaries) will reduce and standardize related

made in and transactions with NATIONSTAR 7 October

shareholding FSL regulation OPTOELECTRONICS and its subsidiaries.Ongoi

Long-term

2021 ng

alteration of related- 2. In case of any inevitable or reasonably

documents

party justified related party transactions FSL and

transactio enterprises under its control (exceFpt

106Foshan Electrical and Lighting Co. Ltd.

ns NATIONSTAR OPTOELECTRONICS and its

subsidiaries) will strictly abide by the market

principles conduct related party 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

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

About control (except NATIONSTAR

OPTOELECTRONICS and its controlled

maintainin

Commitments enterprises the same below) other than director

g and supervisor and not receive salaries from in made in

FSL and other enterprises under its control; 7 October Ongoi

shareholding FSL independe Long-term

ng

alteration nce of the 2. It will ensure NATIONSTAR

2021

documents OPTOELECTRONICS’s absolute

listed independence from FSL and enterprises under

its control in labor human resource and salary

company

management.(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

107Foshan Electrical and Lighting Co. Ltd.

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 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 does not disclose the relevant insider

information of this trading or make use of the

From the

insider information for insider trading; 2. As of

time when

the issuance date of the Report on Major Asset the

Purchase and Related Party Trading of Foshan Company

plans the

Electrical and Lighting Co. Ltd. (Draft) FSL

About major

Commitments has not been placed on file for investigation or 27 asset

made during absence of Expire

FSL criminal investigation due to suspected insider October restructuri

asset insider d

restructuring trading related to this trading and has not been 2021

ng to the

trading date when

subject to administrative punishment by the

the major

CSRC or criminal responsibility investigated by asset

judicial organs according to law for insider restructuri

ng is

trading related to any major asset restructuring

completed

and has not been prohibited from engaging in

any major asset restructuring of listed

108Foshan Electrical and Lighting Co. Ltd.

companies according to Article 13 of the

Interim Provisions on Strengthening the

Supervision of Abnormal Stock Trading Related

to Major Asset Restructuring of Listed

Companies in the last 36 months.

1. FSL is not subject to any securities and

futures crimes as stipulated in Article 6 of

Several Provisions on the Reduction of Shares

by Shareholders Directors and Supervisors of

Listed Companies. During the period when the

CSRC or the judicial organ filed a case for

investigation and less than six months after the

administrative penalty decision and criminal

judgment were made there was no situation

About that the shares of NATIONSTAR

complianc OPTOELECTRONICS could not be reduced

e with due to violation of the rules of stock exchanges

Several and public censure by stock exchanges for less

Provisions than three months. 2. If the commitment maker

on the still holds shares in NATIONSTAR

Reduction OPTOELECTRONICS after this transaction To 6

months

of Shares the commitment maker shall be subject to the

27 after the

by following regulations: completio Expire

FSL October

Commitments Sharehold (1) Within the six months following the n of major d

made during 2021 asset

ers completion of this transaction if the

asset restructuri

restructuring Directors commitment maker intends to reduce by way of ng

and centralized bidding at the stock exchange the

Superviso shares obtained in this transaction the

rs of commitment maker shall report to the stock

Listed exchange and disclose the shareholding

Companie reduction plan (which will be kept for record by

s the stock exchange) 15 trading days before the

first sale.

(2) Within the six months following the

completion of this transaction if the

commitment maker intends to reduce by way of

centralized bidding at the stock exchange

within three months the shares obtained in this

transaction the total shares reduced shall not

exceed 1% of NATIONSTAR

OPTOELECTRONICS’s total shares.About the 1. FSL has provided relevant information and 27

Ongoi

FSL truthfulne documents (including but not limited to original October Long-term

ng

ss written materials duplicate materials or oral 2021

109Foshan Electrical and Lighting Co. Ltd.

accuracy testimony etc.) related to this trading to the

and intermediaries providing professional services

completen of auditing valuation legal and financial

ess of the consultancy for this trading. FSL promises that

informatio the copies or photocopies of the documents and

n provided materials provided are consistent with the

during this originals and that the signatures and seals of

major the documents and materials are authentic and

asset the signatories of the documents have been

restructuri legally authorized and effectively signed the

ng 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

About

promise to restrain position-related

measures

consumption behavior; 3. They promise not to

to fill up

use the Company's assets to engage in

returns for

Director investment and consumption activities

risks

and unrelated to the performance of duties; 4. They

arising

senior promise that the future remuneration system 27

from Ongoi

manage formulated by the Board of Directors or the October Long-term

diluting ng

ment Remuneration and Assessment Committee will 2021

immediate

office of be linked to the implementation of the

return in

FSL Company's measures to fill up returns; 5. If the

major

Company formulates an equity incentive plan

asset

in the future they will actively promote the

restructuri

exercise conditions of the future equity

ng

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

110Foshan Electrical and Lighting Co. Ltd.

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 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 promise that there will be no share

reduction plan from the date of issuance of this

Letter of Commitments to the completion of

this trading and they will not reduce its FSL

shares (if any) in any other way. 2. If FSL

implements ex-rights behaviors such as share

conversion share offering and share allotment

from the date of issuance of this Letter of

Commitments to the completion of this trading

About

the newly added shares obtained by them will

non-

Director also be subject to the above commitments

reduction

and related to not reducing share holdings. 3. Where

of FSL

Commitments senior FSL or any other investor suffers a loss as a 28 Until this

made during shares Expire

manage result of my violation of the aforesaid September trading is

asset during d

restructuring ment commitment I shall be liable for compensation 2021

completed

major

office of to FSL and investors according to law. They

asset

FSL promise that they have the right to enter into

restructuri

this Letter of Commitments and once this

ng

Letter of Commitments is entered into by them

it will constitute an effective legal and binding

responsibility upon them and this Letter of

Commitments will remain valid and

irrevocable. They promise to strictly fulfill all

commitments in this Letter of Commitments. In

case of violation of this Letter of

Commitments they will bear relevant legal

responsibilities.Commitments Director About 1. They do not disclose the relevant insider 27 From the Expire

made during time when

and absence of information of this trading or make use of the October d

asset the

111Foshan Electrical and Lighting Co. Ltd.

restructuring senior insider insider information for insider trading; 2. They 2021 Company

plans the

manage trading have not been placed on file for investigation or

major

ment of criminal investigation due to suspected insider asset

FSL trading related to this trading and have not restructuri

been subject to administrative punishment by ng to the

date when

the CSRC or criminal responsibility

the major

investigated by judicial organs according to law asset

for insider trading related to major asset restructuri

ng is

restructuring and has not been prohibited from

completed

engaging in any major asset restructuring of

listed companies according to Article 13 of the

Interim Provisions on Strengthening the

Supervision of Abnormal Stock Trading Related

to Major Asset Restructuring of Listed

Companies in the last 36 months. 3. In case of

violation of the above commitments they will

bear all losses caused to the listed company and

its shareholders.

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

About the consultancy for this trading. They promise that

truthfulne the copies or photocopies of the documents and

ss materials provided are consistent with the

accuracy originals and that the signatures and seals of

Director and the documents and materials are authentic and

s and completen the signatories of the documents have been

Commitments 27

made during senior ess of the legally authorized and effectively signed the Ongoi

October Long-term

asset manage informatio documents; that the provided information and ng

restructuring 2021

ment of n provided documents are authentic accurate and complete

FSL during this and that there are no false records misleading

major statements or material omissions. They also

asset promise to bear individual and joint and several

restructuri liability. 2. They promise that the information

ng 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

they will be liable for compensation according

to law. 3. Where the information provided or

disclosed by them in this trading is suspected of

112Foshan Electrical and Lighting Co. Ltd.

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

Rising

of the listed company if the CSRC makes new

Group

regulatory requirements on measures to fill up

Rising

returns and commitments of relevant personnel

Capital

and the above commitments cannot meet these

Electron

new regulatory requirements of the CSRC they

ics

promise to issue supplementary commitments

Group About

according to the latest regulations of the CSRC

Hongko effective

at that time. 3. They promise to earnestly fulfill

Commitments ng Wah performan 27

made during the measures to fill up returns formulated by Ongoi

Shing ce of October Long-term

asset the listed company and any commitments made ng

restructuring Hong measures 2021

by them. If they violate these commitments and

Kong to fill up

causes losses to the listed company or

Rising returns

investors they are willing to bear the

Investm

compensation responsibility for the listed

ent and

company or investors according to law. As one

Shenzhe

of the subjects responsible for the measures to

n Rising

fill up returns if they violate the above

Investm

commitments or refuses to fulfill the above

ent

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.Rising About 1. They promise that there will be no share

Group non- reduction plan from the date of issuance of this

Rising reduction Letter of Commitments to the completion of

Commitments 28 Until this

made during Capital of FSL this trading and they will not reduce its FSL Expire

September trading is

asset Electron shares shares in any other way (except the transfer or d

2021 completed restructuring

ics during transfer between Rising Group and its wholly-

Group major owned subsidiaries). 2. If FSL implements ex-

Hongko asset rights behaviors such as share conversion share

113Foshan Electrical and Lighting Co. Ltd.

ng Wah restructuri offering and share allotment from the date of

Shing ng issuance of this Letter of Commitments to the

Hong completion of this trading the newly added

Kong shares obtained by them will also be subject to

Rising the above commitments related to not reducing

Investm share holdings. 3. Where FSL or any other

ent and investor suffers a loss as a result of our

Shenzhe violation of the aforesaid commitment we shall

n Rising be liable for compensation to FSL and investors

Investm according to law.ent

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

Rising

shall reduce and wholly transfer their relevant

Group About

assets and business; and (2) If FSL thinks

Rising avoidance

Commitments necessary it is given the priority to acquire 27

made during Capital of Ongoi

first by proper means the relevant assets and October Long-term

asset and horizontal ng

restructuring business of them and their relevant enterprises. 2021

Hongko competitio

2. All the commitments made by them to

ng Wah n

eliminate or avoid horizontal competition with

Shing

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 during

Group regulation their direct or indirect holding of FSL’s shares

Commitments 27

made during Rising and they shall 1. strictly abide by the regulatory Ongoi

October Long-term

asset Capital reduction documents of the CSRC and the SZSE FSL’s ng

restructuring 2021

and of related- Articles of Association etc. and not harm the

Hongko party interests of the Company or other shareholders

114Foshan Electrical and Lighting Co. Ltd.

ng Wah transactio of FSL in their production and operation

Shing ns 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 OPTOELECTRONICS is

compensat

subject to administrative penalties such as

ion for

accountability and fines by relevant competent

Rising possible

departments after the completion of this trading

Group violations

due to the illegal acts of NATIONSTAR

Electron of laws

OPTOELECTRONICS before the completion 27

ics and Ongoi

of this acquisition they promise to fully bear October Long-term

Group regulation ng

the losses of NATIONSTAR 2021

and s by

Commitments OPTOELECTRONICS or FSL as well as the

made during Rising NATIONS

expenses and fees under punishment or

asset Capital TAR

restructuring recourse to ensure that NATIONSTAR

OPTOEL

OPTOELECTRONICS or FSL will not suffer

ECTRON

any economic losses.ICS

Rising About 1. During the preliminary negotiation between

Group explanatio the listed company and the counterparty on this

27

Electron n of trading necessary and sufficient confidentiality Until this Expire

October trading is

ics confidenti measures were taken to limit the scope of d

2021 completed

Group ality knowledge of relevant sensitive information.and measures According to the requirements of the SZSE the

115Foshan Electrical and Lighting Co. Ltd.

Rising and listed company has completed the submission

Capital confidenti and online reporting of the memorandum of

ality trading process relevant materials of insider

system information insiders. The listed company has

adopted hired independent financial advisers legal

for this advisers audit institutions valuation

trading institutions and other intermediaries and signed

confidentiality agreements or appointment

agreements with confidentiality clauses with

the above intermediaries clearly stipulating the

scope of confidential information and the

confidentiality responsibilities of each

intermediary.

2. In communicating with the transaction

counterparties the listed company made clear

to them that they shall be strictly confidential

about the relevant information shall not leak

the information to others and shall not trading

in shares of the listed company with the

information.

3. When discussing the problems solutions

suggestions ideas and solutions with respect to

the transaction the transaction counterparties

did not leak the restructuring information to any

other irrelevant entities or individuals.

4. Before the listed company discloses

information in relation to the transaction the

transaction counterparties strictly abided by the

confidentiality obligation and did not conduct

any insider trading using the information.About the 1. They promise that the information provided

truthfulne is true accurate and complete and there are no

ss false records misleading statements or material

Rising accuracy omissions. 2. They have provided relevant

Group and information and documents (including but not

Electron completen limited to original written materials duplicate

27

ics ess of the materials or oral testimony etc.) related to this Ongoi

October Long-term

Group informatio trading to the intermediaries. They promise that ng

2021

and n provided the copies or photocopies of the documents and

Rising during this materials provided are consistent with the

Capital major originals and that the signatures and seals of

asset the documents and materials are authentic and

restructuri the signatories of the documents have been

ng legally authorized and effectively signed the

116Foshan Electrical and Lighting Co. Ltd.

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.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

About the

legal existence; the above shares are not subject

clarity of

to any other pledges guarantees or third-party

the

interests or restrictions and there is no pending

Commitments Electron underlyin 27

made during or potential litigation arbitration and any other Ongoi

ics g assets of October Long-term

asset administrative or judicial procedure that may ng

restructuring Group this major 2021

lead to the seizure freezing expropriation or

asset

restriction of transfer of the above-mentioned

restructuri

equity by the relevant judicial or administrative

ng

organs. There is no entrusted shareholding or

trust shareholding restriction or prohibition of

transfer of the above-mentioned equity

controlled by Electronics Group.

117Foshan Electrical and Lighting Co. Ltd.

Rising Group promises 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

About the shares are not subject to any other pledges

clarity of

guarantees or third-party interests or restrictions

Rising the

Group underlyin and there is no pending or potential litigation 27

Ongoi

and g assets of arbitration and any other administrative or October Long-term

ng

Rising this major judicial procedure that may lead to the seizure 2021

Capital asset

freezing expropriation or restriction of transfer

restructuri

ng 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.About

complianc

e of this

major

They are not subject to any securities and

asset

futures crimes as stipulated in Article 6 of

restructuri Several Provisions on the Reduction of Shares

ng with by Shareholders Directors and Supervisors of

Listed Companies. During the period when the

Several

CSRC or the judicial organ filed a case for

Provisions investigation and less than six months after the

Rising

on the administrative penalty decision and criminal

Group

Reduction judgment were made there was no situation

27 Until this

Expire

and that the shares of NATIONSTAR October trading is

of Shares d

Rising OPTOELECTRONICS could not be reduced 2021 completed

by due to violation of the rules of stock exchanges

Capital

Sharehold and public censure by stock exchanges for less

than three months. 2. In case of any violation or

ers

losses caused to NATIONSTAR

Directors OPTOELECTRONICS investors parties to the

and trading and intermediaries participating in this

trading they will be liable for compensation

Superviso

according to law.rs of

Listed

Companie

s

1. As of the date of issuance of the Letter of

About the

Electron Commitments Sigma has signed the Maximum 27

release of Until this Expire

ics Guarantee Contract (Contract No.: XYYBZ October trading is

credit d

Group (BY) No. 201906280001-1) and the Maximum 2021 completed

guarantee

Pledge Contract for Stocks of Listed

118Foshan Electrical and Lighting Co. Ltd.

Companies (Contract No.: XXYZZ (BY) No.

201906280001-2) with Guangzhou Branch of

Industrial Bank Co. Ltd. Sigma will provide

the maximum guarantee and pledge guarantee

for the debt of Electronics Group with the

guarantee amount of RMB400 million (in

words: RMB Four Hundred Million) and the

guarantee will be valid from June 28 2019 to

June 27 2022. Electronics Group promises that

on the date of issuance of this Letter of

Commitment all the loans involved in the

Maximum Guarantee Contract and the

Maximum Pledge Contract for Stocks of Listed

Companies have been repaid there is no debt

based on the guarantee under the above

contracts and 39876500 shares of

NATIONSTAR OPTOELECTRONICS held by

Sigma have been released from pledge. At the

same time Electronics Group further makes an

irrevocable commitment that it will not add any

new loans to Guangzhou Branch of Industrial

Bank Co. Ltd. as a borrower before the

expiration date of the Maximum Guarantee

Contract and the Maximum Pledge Contract for

Stocks of Listed Companies so as to ensure that

Sigma will not actually assume any guarantee

responsibilities due to the above guarantee

contracts. 2. Electronics Group promises that it

will not arrange for Sigma to add any form of

guarantee before the completion of the delivery

of Sigma's equity in this trading. 3. In case of

any violations of the above commitments

Electronics Group shall solve and eliminate the

above situation within ten days and bear

corresponding legal responsibilities to Sigma

and FSL.From the

Key They promise that they will not disclose the

date of the

manage relevant insider information of this trading or issuance

ment About make use of the insider information for insider of the

Commitments 27

made during personn absence of trading; 2. As of the issuance date of the Report

letter of

Expire

October commitme

asset el of insider on Major Asset Purchase and Related Party d

nt until

restructuring 2021

Rising trading Trading of Foshan Electrical and Lighting Co. the

Group Ltd. (Draft) they have not been placed on file completio

n of this

Electron for investigation or criminal investigation due

trading

119Foshan Electrical and Lighting Co. Ltd.

ics to suspected insider trading related to this

Group trading and have not been subject to

and administrative punishment by the CSRC or

Rising criminal responsibility investigated by judicial

Capital organs according to law for insider trading

related to any major asset restructuring and

have not been prohibited from engaging in any

major asset restructuring of listed companies

according to Article 13 of the Interim

Provisions on Strengthening the Supervision of

Abnormal Stock Trading Related to Major Asset

Restructuring of Listed Companies in the last

36 months; 3. In case of violation of the above

commitments they will bear all losses caused

to the listed company and its shareholders.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

About originals. The signatures and seals on the

statement documents and materials provided are

and authentic and NATIONSTAR

commitme OPTOELECTRONICS has fulfilled the legal

NATIO nt of procedures required for such signatures and

NSTAR truthfulne seals and obtained legal authorization. All the 27

Ongoi

OPTOE ss facts stated and explained are consistent with October Long-term

ng

LECTR accuracy the facts that happened. As this transaction 2021

ONICS and proceeds the Company shall provide needed

completen information and documents as required by

ess of applicable laws regulations rules and

informatio requirements of CSRC and the stock exchange

n provided 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 this transaction. It guarantees that there are

no misrepresentations misleading statements or

material omissions. And it shall be individually

120Foshan Electrical and Lighting Co. Ltd.

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

About the Contract for Stocks of Listed Companies (No.:

clarity of XXYZZ (BY) No. 201906280001-2) signed by

the Sigma and Guangzhou Branch of Industrial

ownership Bank Co. Ltd. has not been dissolved.of the Guangdong Electronics Information Industry 27

Ongoi

Sigma underlyin Group Ltd. has promised that it will not add October Long-term

ng

g assets of any new loans to Guangzhou Branch of 2021

this major Industrial Bank Co. Ltd. as a borrower during

asset the validity period of the guarantee and that it

restructuri will not substantially assume any guarantee

ng 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 capital

has been paid in. 2. Sigma promises that all

About no

existing shareholders contribute their own 27

ownership Ongoi

Sigma funds to hold shares there is no situation such October Long-term

dispute in ng

as holding shares on behalf of them and there 2021

equity

is no dispute or potential dispute between

shareholders over their shares.Commitments

made during About

1. Sigma has provided relevant information and

documents (including but not limited to original

asset statement

written materials duplicate materials or oral

restructuring

and testimony etc.) related to this trading to the

commitme intermediaries providing professional services 27

of auditing valuation legal and financial Ongoi

Sigma nt of October Long-term

consultancy for this trading. Sigma promises ng

truthfulne that the copies or photocopies of the documents 2021

ss and materials provided are consistent with the

originals and that the signatures and seals of

accuracy

the documents and materials are authentic and

and the signatories of the documents have been

121Foshan Electrical and Lighting Co. Ltd.

completen legally authorized and effectively signed the

documents; that the provided information and

ess of

documents are authentic accurate and complete

informatio and that there are no false records misleading

n provided 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.Commitments

made to About FSL’s profit distributed in cash shall not be less 27 May Ongoi

minority FSL cash than 30% of the distributable profit realized in Long-term

2009 ng

shareholders of dividends the year.the Company

Whether the

commitments

Yes

were timely

performed

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

122Foshan Electrical and Lighting Co. Ltd.

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

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-44. 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 is increased

including two subsidiaries of Foshan NationStar Optoelectronics Co. Ltd. and Foshan Sigma Venture Capital

Co. Ltd. as well as six sub-subsidiaries of Foshan Guoxing Electronic Manufacture Co. Ltd. Foshan

NationStar Semiconductor Co. Ltd. Nanyang Baoli Vanadium Industry Co. Ltd. Guangdong New Electronics

Information Ltd. and NationStar Optoelectronics (Germany) Co. Ltd. For details see note VIII "change of

consolidation scope" and note IX "equity in other entities".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

100

(RMB’0000)

How many consecutive years the domestic independent auditor

1

has provided audit service for the Company

Names of the certified public accountants from the domestic

He Xiaojuan Xialing

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 1

service for the Company

Indicate by tick mark whether the independent auditor was changed for the Reporting Period.

123Foshan Electrical and Lighting Co. Ltd.

□Yes □ No

Whether the independent auditor was replaced during the audit period.□Yes □ No

Whether the replacement of the independent auditor has fulfilled the review and approval procedures.□Yes □ No

Detailed explanations on the replacement and change of the independent auditor.(I) Review situation

The Company held the 37th Meeting of the 9th Board of Directors and the 4th Extraordinary Shareholders’

General Meeting of 2022 on 14 November 2022 and 30 November 2022 respectively reviewing and passing

the Proposal on Proposed Change of Accounting Firm and agreeing WUYIGE Certified Public Accountants

LLP to be appointed as the Company's financial audit department and internal control audit department in

2022 with a term of one year.

(II) The situation of the previous accounting firm and the audit opinion of the previous year

Zhongzheng Tiantong Certified Public Accountants LLP which was originally appointed by the Company has

provided audit services for the Company for six consecutive years and issued a standard unqualified audit report

for the Company for the year 2021. Zhongzheng Tiantong Certified Public Accountants LLP has effectively

performed its due duties as the audit department successfully completed the audit work of the Company and

safeguarded the legitimate equity and interests of the Company and its shareholders from a professional

perspective during employment. There is no case that the Company has appointed the former accounting firm to

carry out part of the audit work and then terminated the appointment of the former accounting firm. The

Company has communicated with the former accounting firm regarding the change of accounting firm and has

not received any objection from the former accounting firm regarding the change.(III) Reasons for the proposed change of the independent auditor

In view of the expiration of the audit service contract between the Company and Zhongzheng Tiantong

Certified Public Accountants LLP and in view of the business development needs of the Company the

Company changed the audit department for the year 2022 to WUYIGE Certified Public Accountants LLP after

fulfilling the procurement bidding procedures of the Company and the review and approval of board meeting

and shareholders’ meeting.Independent auditor financial advisor or sponsor engaged for the audit of internal controls:

□ Applicable □ Not applicable

124Foshan Electrical and Lighting Co. Ltd.

In the Reporting Period the Company engaged WUYIGE Certified Public Accountants LLP as its internal

control auditor with the total audit fees of RMB200000.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.XI Major Legal Matters

□ Applicable □ Not applicable

Amount Whether Execution

Basic information Lawsuit Lawsuit

involved there are of lawsuit Date of Disclosure

on lawsuit (arbitration) (arbitration) results

(RMB’000 accrued (arbitration) disclosure index

(arbitration) progress and influences

0) liabilities judgment

30 cases

52 other litigation

have been

matters that did No significant

closed;

not meet 4653.46 No influence on the N/A N/A N/A

22cases is

litigation Company

not 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.

125Foshan Electrical and Lighting Co. Ltd.

XIV Major Related-Party Transactions

1. Continuing Related-Party Transactions

□ Applicable □ Not applicable

Obtai

nable

As %

Appro marke

of Index

Relati ved Over t price

Trans Total total to

onshi Type Specif Pricin transa the Metho for

Relate action value value Disclo disclo

p with of ic g ction appro d of same-

d price( (RMB of all sure sed

the transa transa princi line ved settle type

party RMB’ ’0000 same- date infor

Comp ction ction ple (RMB line or ment transa

0000) ) type matio

any ’0000 not ctions

transa n

) (RMB

ctions

’0000

)

Purch

Guan asing

gdong produ

Fengh cts

ua and Bank

Under

Adva receiv Purch transf

same www.nced ing ase of Marke ers or 569.5 569.5 1550. 2021- cninfo

actual 0.10% Not bank 569.5

Techn labor materi t price 8 8 00 12-30 .com.contro accept 8 cn

ology servic als ance

ller

Holdi e notes

ng from

Co. relate

Ltd. d

party

Purch

asing

Contr produ

olled cts

Prosp

Bank

erity by and

Purch transf

Lamp relate receiv www.ers or

s & ase of Marke 600.0 2021- cninfo

d ing 77.35 0.01% Not bank

Comp materi t price 77.35 0 77.35 12-30 .com.onents natura labor

accept

cn

als ance

Limit l servic

notes

ed

perso e

n from

relate

d

126Foshan Electrical and Lighting Co. Ltd.

party

Purch

asing

Hangz produ

Contr

hou cts

olled Bank

Times and

by Purch transf

Lighti receiv

relate

ng ing ase of Marke

ers or

d 22.23 0.00% bank N/A

and labor materi t price 22.23 22.23

natura accept

Electr servic

l als ance

ical e

perso notes

Co. from

n

Ltd. relate

d

party

Purch

asing

produ

cts

Shenz and Bank

hen Under Recei

receiv transf

Yuepe same ving

ing Marke ers or ng 338.6

actual labor 338.6 0.55% bank 338.6 N/A

Const labor t price 2

ructio contro servic

2 accept 2

servic ance

n Co. ller e

e notes Ltd.from

relate

d

party

Purch

asing

produ

Guan cts

gdong and Bank

Electr Under Recei

receiv transf

onic same ving www.Techn ing Marke

ers or

2021- cninfo

actual labor 82.30 0.38% 97.00 Not bank

ology labor t price 82.30 82.30 12-30 .com.accept

Resea contro servic cn

servic ance

rch ller e

e notes Institu

te from

relate

d

party

Fosha Bank

Under Purch Recei

n transf

Fulon same asing ving Marke ers or

58.44 0.43% N/A

g actual produ labor t price 58.44 bank 58.44

Envir accept

contro cts servic

onme ance

127Foshan Electrical and Lighting Co. Ltd.

ntal ller and e notes

Techn

receiv

ology

Co. ing

Ltd. labor

servic

e

from

relate

d

party

Purch

asing

produ

Jiang

cts

men

Dongj and Bank

Under Recei

iang receiv transf

same ving www.Envir ing Marke ers or 300.0 2021- cninfo

onme actual labor 53.46 0.40% Not bank

labor t price 53.46 0 53.46 12-30 .com.ntal contro servic accept cn

Techn servic ance

ller e

ology e notes

Co

from

Ltd.relate

d

party

Purch

asing

Dong produ

guan

cts

Hengj

ian and Bank

Under Recei

Envir receiv transf

onme same ving ing Marke ers or

ntal actual labor 41.11 0.30% bank N/A

labor t price 41.11 41.11

Protec contro servic accept

tion servic ance

ller e

Techn e notes

ology

from

Co.Ltd. relate

d

party

Shenz Purch Bank

hen Under Recei

asing transf

Longg same ving ers or

ang produ Marke

actual labor 24.34 0.18% bank N/A

Dongj cts t price 24.34 24.34

iang contro servic

accept

and ance

Indust ller e

receiv notes rial

128Foshan Electrical and Lighting Co. Ltd.

Waste ing

Treat

labor

ment

Co. servic

Ltd. e

from

relate

d

party

Zhuha

i

Doum

en

Purch

Distri

ct asing

Yongx produ

ingshe

cts

ng

Envir and Bank

Under Recei

onme receiv transf

ntal same ving ing Marke ers or

Indust actual labor 19.40 0.14% bank N/A

labor t price 19.40 19.40

ry contro servic accept

Waste servic ance

ller e

Recov e notes

ery

from

and

Comp relate

rehens d

ive

party

Treat

ment

Co.Ltd.Purch

asing

produ

cts

Guan

gdong and Bank

Under Recei

The receiv transf

Great same ving ing Marke ers or

Wall actual labor 6.86 6.86 0.05% bank 6.86 N/A

labor t price

Buildi contro servic accept

ng servic ance

ller e

Co. e notes

Ltd.from

relate

d

party

Prosp Contr Sellin Sellin Bank www.g Marke

2196. transf 2021- cninfo

erity olled g 2196. 0.25% 2196.produ t price 65 ers or 12-30 .com.Lamp by produ 65 65 cts bank cn

129Foshan Electrical and Lighting Co. Ltd.

s & relate and cts accept

provid ance

Comp d

ing notes

onents natura labor

Limit l servic

ed perso e to

relate

n

d

party

Sellin

Guan

g

gdong

produ

Fengh

cts Bank

ua

Under and Sellin transf

Adva

same provid

nced g Marke

ers or

1462.1462.

actual ing 1462. 0.17% bank N/A

Techn produ t price 98 98

contro labor 98 accept

ology

ller servic cts ance

Holdi

e to notes

ng

relate

Co.d

Ltd.party

Sellin

g

Shenz

produ

hen

cts Bank

Zhong

Under and Sellin transf

jin www.same provid ers or

Lingn g Marke 132.5 1550. 2021- cninfo

actual ing 132.5 0.02% Not bank 132.5

an produ t price 6 00 12-30 .com.contro labor 6 accept 6

Nonfe cn

ller servic cts ance

met

e to notes

Co.relate

Ltd.d

party

Sellin

Guan g

gzhou produ

Wans cts Bank

hun Under and Sellin transf

Invest same provid g Marke ers or

ment actual ing 53.82 0.01% bank N/A

produ t price 53.82 53.82

Mana contro labor accept

geme ller servic cts ance

nt e to notes

Co. relate

Ltd. d

party

Sellin

Guan

g

gdong Bank

produ

Yixin Under Sellin transf

cts www.Chang same

and g Marke

ers or

1000. 2021- cninfo

cheng actual 44.12 0.01% Not bank

provid produ t price 44.12 00 44.12 12-30 .com.Const contro accept

ing cn

ructio ller cts ance

labor

n notes

servic

Group

e to

130Foshan Electrical and Lighting Co. Ltd.

relate

d

party

Sellin

Guan g

gzhou produ

Sheng cts Bank

du Under and Sellin transf

Invest same provid g Marke ers or

ment actual ing 28.19 0.00% bank N/A

produ t price 28.19 28.19

Devel contro labor accept

opme ller servic cts ance

nt e to notes

Co. relate

Ltd. d

party

Sellin

g

produ

Guan

cts Bank

gdong

Under and Sellin transf

Rising www.same provid ers or

South g Marke 600.0 2021- cninfo

actual ing 17.41 0.00% Not bank

Const produ t price 17.41 0 17.41 12-30 .com.contro labor accept

ructio cn

ller servic cts ance

n Co.e to notes

Ltd.relate

d

party

Sellin

Guan

g

gdong

produ

Zhong

cts Bank

jin

Under and Sellin transf

Lingn www.same provid g Marke ers or an 1500. 2021- cninfo

actual ing 12.29 0.00% Not bank

Equip produ t price 12.29 00 12.29 12-30 .com.contro labor accept

ment cn

ller servic cts ance

Techn

e to notes

ology

relate

Co.d

Ltd.party

Sellin

Guan

g

gdong

produ

Zhong

cts Bank

jin

Under and Sellin transf

Lingn

same provid g Marke ers or an

actual ing 10.33 0.00% Not bank N/A

Engin produ t price 10.33 10.33

contro labor accept

eering

ller servic cts ance

Techn

e to notes

ology

relate

Co.d

Ltd.party

Prosp Under Sellin Sellin Marke Bank

erity contro g 6.63 6.63 0.00% transf 6.63 N/A

g t price

Electr l of produ ers or

131Foshan Electrical and Lighting Co. Ltd.

ical relate cts produ bank

(Chin d and accept

cts

a) natura provid ance

Co. l ing notes

Ltd. perso labor

n servic

e to

relate

d

party

Sellin

g

produ

Guan

cts Bank

gdong

Under and Sellin transf

Zhong www.same provid g Marke ers or nan 1200 2021- cninfo

actual ing 4.44 4.44 0.00% Not bank 4.44

Const produ t price 0.00 12-30 .com.contro labor accept

ructio cn

ller servic cts ance

n Co.e to notes

Ltd.relate

d

party

Sellin

Guan g

gdong produ

Electr cts Bank

onics Under and Sellin transf

Infor same provid g Marke ers or

matio actual ing 2.78 2.78 0.00% bank 2.78 N/A

produ t price

n contro labor accept

Indust ller servic cts ance

ry e to notes

Group relate

Ltd. d

party

Guan

Sellin

gdong

g

Zhong

produ

jin

cts Bank

Lingn

Under and Sellin transf

an

same provid ers or

Junpe g Marke

actual ing 2.37 2.37 0.00% bank 2.37 N/A

ng produ t price

contro labor accept

Intelli

ller servic cts ance

gent

e to notes

Equip

relate

ment

d

Co.party

Ltd.Guan Sellin

Bank

gdong g

Under Sellin transf

Electr produ

same ers or

onic cts g Marke

actual 0.88 0.88 0.00% bank 0.88 N/A

Techn and produ t price

contro accept

ology provid

ller cts ance

Resea ing

notes

rch labor

132Foshan Electrical and Lighting Co. Ltd.

Institu servic

te e to

relate

d

party

5269.1919

Total -- -- -- -- -- -- -- --

147.00

Large-amount sales return in detail N/A

In December 2022 the Company estimated the total value of its continuing transactions

with related parties Guangdong Fenghua Advanced Technology Holding Co. Ltd.Prosperity Lamps & Components Limited and its majority-owned subsidiaries Guangdong

Give the actual situation in the Rising Investment Group and its majority-owned subsidiaries Guangdong Huajian

Enterprise Group Co. Ltd. and its majority-owned subsidiaries Shenzhen Zhongjin

Reporting Period (if any) where an

Lingnan Nonfemet Co. Ltd. and its majority-owned subsidiaries Guangdong Construction

estimate had been made for the Engineering Group Co. Ltd. and its majority-owned subsidiaries Guangzhou Rising Non-

total value of continuing related- ferrous Metal Group Co. Ltd. and its majority-owned subsidiaries Guangdong Rising Real

Estate Group Co. Ltd. and its majority-owned subsidiaries Guangdong Electronic

party transactions by type to occur

Technology Research Institute Guangdong Rising Property Group Co. Ltd. and its

in the Reporting Period majority-owned subsidiaries. Concerning the purchases from related parties the actual

amount in 2022 was RMB12.9367 million accounting for 22.67% of the estimate for 2022.As for the sales to related parties the actual amount in 2022 was RMB39.7541 million

accounting for 17.17% of the estimate for 2022.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

Estimat

Book

ed Transac

Content value of

value of Transac tion

of the

Related Related the tion Settlem gains Date of Disclos

Related related Pricing transfer

relation party transfer price ent and disclos ure

party party policy red

ship name red (RMB’ method losses ure index

transact assets

assets 0000) (RMB’

ion (RMB’

(RMB’ 0000)

0000)

0000)

The Refer to Announ

Rising cement

Guangd Compa the

Group on

ong ny valuatio Comple

is the

Rising acquire n in the tion of

actual Equity 50099.Holdin d Valuati 26 Transfe27824. 60- 53245.controll acquisit Cash 1976.5 Februar r of

gs 46260 on 28 55974. 28

er of ion 8 y 2022 Assets 63

Group 021 Report in a

the

Co. shares on the Major

Compa Asset

Ltd. of Valuati

ny Acquisi

Nation on tion

133Foshan Electrical and Lighting Co. Ltd.

Star Project disclose

d on

Optoele in

http://w

ctronics which ww.cni

held by Foshan nfo.co

Rising Electric m.cn/

Group al and

Lightin

g Co.Ltd.Plans to

Purchas

e

52051

945

Shares

of

Foshan

Nation

Star

Optoele

ctronics

Co.Ltd.Held by

Guangd

ong

Rising

Holdin

gs

Group

Co.Ltd.and

Guangd

ong

Rising

Finance

Holdin

g Co.Ltd.issued

by

China

United

134Foshan Electrical and Lighting Co. Ltd.

Internat

ional

Apprais

al

Consult

ing Co.Ltd.and

shall be

determi

ned by

both

parties

through

negotiat

ion

Refer to

the

valuatio

n in the

Valuati

on

The Report

Announ

Compa on the

cement

ny Valuati on

Rising acquire on Comple

tion of

Capital d Project

Guangd Transfe

is a 57919 in r of

ong

majorit 24 which Assets

Rising Equity 6272.6

y- shares Foshan 26 in a 5-

Capital acquisit 3483.7 6666.5 Cash Februar Major

owned of Electric 7008.2

Investm ion y 2022 Asset 3

subsidi Nation al and Acquisi

ent Co.ary of Star Lightin tion

Ltd. disclose

Rising Optoele g Co.d on

Group ctronics Ltd. http://w

held by Plans to ww.cni

nfo.co

Rising Purchas

m.cn/

Capital e

52051

945

Shares

of

Foshan

Nation

135Foshan Electrical and Lighting Co. Ltd.

Star

Optoele

ctronics

Co.Ltd.Held by

Guangd

ong

Rising

Holdin

gs

Group

Co.Ltd.and

Guangd

ong

Rising

Finance

Holdin

g Co.Ltd.issued

by

China

United

Internat

ional

Apprais

al

Consult

ing Co.Ltd.and

shall be

determi

ned by

both

parties

through

negotiat

ion

Guangd Electro Equity The Value 86372. 26 Announ47969. 91798.

55- Cash Februar cement

ong nics acquisit Compa of 53 02

96501. y 2022 on

136Foshan Electrical and Lighting Co. Ltd.

Electro Group ion ny shares 19 Comple

tion of

nics is a acquire of

Transfe

Informa majorit d 100% Nation r of

tion y- of Star Assets

Industr owned equity Optoele in a

Major

y subsidi of ctronics

Asset

Group ary of Sigma held by Acquisi

Ltd. Rising (holdin Sigma tion

disclose

Group g

d on

79753 http://w

050 ww.cni

nfo.co

shares

m.cn/

of

Nation

Star

Optoele

ctronics

) held

by

Electro

nics

Group

The Announ

Compa cement

ny’s on

majorit Acquisi

y- tion of

owned Equity

Guangd

subsidi of

ong

ary Guangd

Fenghu

Nation ong

a

Guangd Star Fenghu

Advanc

ong Optoele a

ed

Fenghu ctronics Semico

Technol

a acquire Based nductor

ogy

Advanc Equity d on the 13 Technol

Holdin 18762. 26881. 26881.ed acquisit 99.8769 evaluati Cash August ogy

g Co. 51 93 93

Technol ion 5% of ve 2022 Co.Ltd. is a

ogy equity value Ltd. by

majorit

Holdin of a

y-

g Co. Guangd Majorit

owned

Ltd. ong y-

subsidi

Fenghu owned

ary of

a Subsidi

Rising

Semico ary

Group

nductor and

Technol Related

ogy -party

Co. Transac

Ltd. tions

held by disclose

137Foshan Electrical and Lighting Co. Ltd.

Guangd d on

ong http://w

Fenghu ww.cni

a nfo.co

Advanc m.cn/

ed

Technol

ogy

Holdin

g Co.Ltd.Reasons for considerable differences

between the transaction price and the None

book value or estimated value (if any)

Upon the acquisition the Company and its wholly-owned subsidiary combined holds

a total of 132819895 shares in NationStar Optoelectronics accounting for 21.48% of

NationStar Optoelectronics’s total share capital and indirectly holds 21.45% of

Fenghua Semiconductor’ shares. As such the Company has become the controlling

shareholder of NationStar Optoelectronics Sigma and Fenghua Semiconductor

Impact on the Company's operating

which have been included in the Company’s consolidated financial statements.results and financial conditions

During the Reporting Period NationStar Optoelectronics and Sigma combined

increased the Company’s operating revenue net profit attributable to the Company as

the parent total assets and equity attributable to the Company as the parent by

RMB3.52 billion RMB19765800 RMB5.713 billion and RMB2.925 billion

respectively.The actual performance during the

Reporting Period if the related-party

N/A

transaction is conditioned on the

performance.

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:

138Foshan Electrical and Lighting Co. Ltd.

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 0.35%-

12000088649.09485214.90454691.71119172.28

Finance Co. controlling 3.30%

Ltd. shareholder

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 150000 2018

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.

7. Other Major Related-Party Transactions

□ Applicable □ Not applicable

1. List of major infrastructure related-party transactions:

Relations Transacti

Method

hip with Type of on

Specific Pricing of Disclos Disclosure

Related party the transact amount

transaction principle settleme ure date website

Compan ion (RMB’00

nt

y 00)

Purchas

ing 9 July

Bank

product 2021

Under transfer

s and 17

same s or

Guangdong Zhongnan Construction receivin Receiving labor Market August www.cninfo.co

actual 10367.72 bank

Co. Ltd. g labor service price 2021 m.cn

controlle accepta

service and 12

r nce

from March

notes

related 2022

party

Under Purchas Bank

Guangdong Yixin Changcheng same ing Receiving labor Market transfer 6 May www.cninfo.co

11147.53

Construction Group actual product service price s or 2021 m.cn

controlle s and bank

139Foshan Electrical and Lighting Co. Ltd.

r receivin accepta

g labor nce

service notes

from

related

party

Purchas

ing

Bank www.cninfo.co

product

Under transfer m.cn

s and 1

same s or (announcemen

Guangdong Zhongren Group receivin Receiving labor Market Decem

actual 28993.09 bank t of subsidiary

Construction Co. Ltd. g labor service price ber

controlle accepta NationStar

service 2020

r nce Optoelectronic

from

notes s)

related

party

2. The Company put out to tender the EPC project for the smart LED plants 1~3 at the Gaoming production

base in November 2021. Upon bidding review and announcement the consortium composed of Guangdong

Yixin Changcheng Construction Group Co. Ltd. (primary) and Guangdong Architectural Design & Research

Institute Co. Ltd. (member) won the project at RMB129991380. Guangdong Yixin Changcheng Construction

Group Co. Ltd. is a tier-2 wholly owned subsidiary of Guangdong Rising Holdings Group Co. Ltd. which is

the controlling shareholder of the Company. The Company had a related-party transaction regarding the "EPC

project for the smart LED plants 1~3 at the Gaoming production base of Foshan Electrical and Lighting Co.Ltd." won by the consortium of Guangdong Yixin Changcheng Construction Group Co. Ltd. in accordance

with relevant regulations.

3. The Company put out to tender the EPC project for the plant and ancillary facilities at Mei’an High-tech

Zone Hainan Province of Fozhao (Hainan) Technology Co. Ltd. in January 2022. Upon bidding review and

announcement the consortium composed of Guangdong Zhongnan Construction Co. Ltd. (primary) and

Guangdong Architectural Design & Research Institute Co. Ltd. (member) won the project at the offer of

RMB179051600. Guangdong Zhongnan Construction Co. Ltd. is a tier-2 wholly owned subsidiary of

Guangdong Rising Holdings Group Co. Ltd. which is the controlling shareholder of the Company. The

Company had a related-party transaction regarding the "EPC project for the plant and ancillary facilities at

Mei’an High-tech Zone Hainan Province of Fozhao (Hainan) Technology Co. Ltd." won by the consortium of

Guangdong Zhongnan Construction Co. Ltd. in accordance with relevant regulations.

4. In August 2022 Foshan Kelian issued the Bidding Announcement for Operation and Investment Attraction

and Property Management Services of Kelian Building and conducted public bidding for the operation and

investment attraction and property management services of Kelian Building. After the corresponding

procedures of qualification inspection accreditation and publicity the winning bidder was determined to be

Guangdong Huajian Enterprise Group Co. Ltd. (hereinafter referred to as "Huajian Group"). Huajian Group is a

wholly-owned subsidiary of Guangdong Rising Holdings Group Co. Ltd. the controlling shareholder of the

Company. Huajian Group is a related party of the Company and the bid for operation and investment attraction

140Foshan Electrical and Lighting Co. Ltd.

and property management services of Kelian Building constitutes a related transaction according to the relevant

regulations. The average guaranteed rental income paid by Huajian Group to Foshan Kelian is not less than

RMB30 million per year and the guaranteed rental income paid by Huajian Group to Foshan Kelian during the

investment attraction period is not less than RMB300 million. If the total income during the operation and

investment attraction period exceeds the guaranteed total income Huajian Group shall commit to give Foshan

Kelian a share of not less than 30%.Index to the current announcement about the said related-party transaction disclosed:

Title of announcement Disclosure date Disclosure website

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

Announcement on a Related-Party

11 October 2022 www.cninfo.com.cn

Transaction Due to a Call for Public Bids

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

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)

141Foshan Electrical and Lighting Co. Ltd.

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

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

(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

Foshan

NationSt

ar 12 June

20

Semicon 12 June Joint- 2018-27

Septemb 30000 10000 None None Yes No

ductor 2018 liability May

er 2017

Technol 2022

ogy Co.Ltd.Nanning 30

Liaowan 1 Decemb

24 June Joint-

g Auto 20000 February 4770 None None er 2019- Yes No

2021 liability

Lamp 2021 1

Co. Ltd. February

142Foshan Electrical and Lighting Co. Ltd.

2022

30

Liuzhou

Decemb

Guige 26

Lighting 24 June Joint- er 2019-

January 1000 None None Yes No

Technol 2021 liability 26

ogy Co. 2021

January

Ltd.

2022

Liuzhou 30

Guige Decemb

15000

Lighting 24 June 21 April Joint-

2000 None None er 2019- Yes No

Technol 2021 2021 liability

ogy Co. 21 April

Ltd. 2022

Liuzhou

30

Guige

Decemb

Lighting 24 June 22 April Joint-

2000 None None er 2019- Yes No

Technol 2021 2021 liability

22 April

ogy Co.

2022

Ltd.Nanning

Liaowan

g Auto

Lamp

Co.Ltd.

23 June

Liuzhou

Guige

24 June April

Foreshin 11

202119202225

e 4500 February 4500 Secured Yes None No No

January April

Technol

202220222022-31

ogy Co.Decemb

Ltd.er 2025

Liuzhou

Guige

Lighting

Technol

ogy Co.Ltd.Nanning

Liaowan

g Auto

Lamp

Co. 15 June

Ltd. 11

24 June 2020-15

Chongqi 8100 February 6510.64 Secured Yes None No No

2021 June

ng 2022

Guinuo 2023

Lighting

Technol

ogy Co.Ltd.Nanning 24 June 30

Liaowan 2021 19 7 May

9100 9100 Secured Yes None Decemb No No

g Auto January 2022

Lamp 2022 er 2019-

143Foshan Electrical and Lighting Co. Ltd.

Co. 23 April

Ltd.

202224

Liuzhou

Guige April

Foreshin 2022-31

e Decemb

Technol

er 2025

ogy Co.Ltd.Liuzhou

Guige

Lighting

Technol

ogy Co.Ltd.Total approved line Total actual amount

for such guarantees of such guarantees in

1500039880.64

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 15000 the end of the 20110.64

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

1500039880.64

Reporting Period the Reporting Period

(A1+B1+C1) (A2+B2+C2)

Total actual

Total approved

guarantee balance at

guarantee line at the

15000 the end of the 20110.64

end of the Reporting

Reporting Period

Period (A3+B3+C3)

(A4+B4+C4)

Total actual guarantee amount (A4+B4+C4)

3.89%

as % of the Company’s net assets

Of which:

Notes:

1. Chongqing Guinuo Lighting Technology Co. Ltd. (referred to as “Chongqing Guinuo”) Qingdao Guige

Lighting Technology Co. Ltd. (referred to as “Qingdao Lighting”) 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”). Foshan NationStar Semiconductor Co. Ltd. (“NationStar Semiconductor”) is a

wholly-owned subsidiary of Foshan NationStar Optoelectronics Co. Ltd. (“NationStar Optoelectronics”). As of

31 December 2022 guarantees between Nanning Liaowang and its subsidiaries as well as between NationStar

Optoelectronics and its subsidiaries and collaterals are set out in “3. Other” under “XIV Commitments andContingencies” in Part X of this Report.

144Foshan Electrical and Lighting Co. Ltd.

2. The balance of the guarantee amount at the end of the Reporting Period was RMB201106400 of which

RMB65106400 was the guarantee amount approved before the acquisition.

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 79191 26000 0 0

products

Total 79191 26000 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

ruste e of man Prin nnin of atio d in men edur e y

of ng d imp

e 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)

Indu Rep

Brea 1

stria 3 aym

k- Dec To

l ent

Ban even Self-

Mar

emb be and 200 Othe of 3.30 166.float fund ch reco 0 Yes Yes

Com k 00 er r prin % 36

ing ed

mer 202

vere

cipal

yiel 202 d

cial 3 with

d

Ban 2 yiel

145Foshan Electrical and Lighting Co. Ltd.

k of d

Chin upo

a n

mat

urity

Rep

aym

ent

Brea 30 of

k- Dec 4 prin To

Ban

even Self- emb July cipal be k of Ban 400 Othe 2.98 60.7

float fund with reco Yes Yes

Chin k 0 er 202 r % 4

ing ed yiel vere

a

yiel 202 3 d d

d 2 upo

n

mat

urity

Rep

aym

ent

Brea 30 of

30

k- Dec prin To

Ping

even Self- Mar cipal be

An Ban 200 emb Othe 2.89 14.2

float fund ch with reco Yes Yes

Ban k 0 er r % 5

ing ed 202 yiel verek

yiel 202 d d

3

d 2 upo

n

mat

urity

260241.

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

0035

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

No such cases in the Reporting Period.

146Foshan Electrical and Lighting Co. Ltd.

XVI Other Significant Events

□ Applicable □ Not applicable

Retirement of shares:

The Company held the 26th Meeting of the Ninth Board of Directors on 14 January 2022 where the Proposal

on Retirement of Some Shares in the Company's Repurchase Special Securities Account was deliberated and

approved. The Board of Directors agreed to use the repurchased 13 million A shares for the equity incentive

plan. After deducting the 13 million A shares used for the equity incentive plan the remaining 18952995

repurchased A shares and 18398512 repurchased B shares would be retired totalling 37351507 shares. On 8

February 2022 the above-mentioned shares were retired and the total share capital of the Company was

changed from 1399346154 shares to 1361994647 shares.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 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 2022 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.

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 the reporting

period the Company is handling the relevant procedures for liquidation and cancellation.

147Foshan Electrical and Lighting Co. Ltd.

3. Acquisition of NationStar Optoelectronics and Sigma

The Company has completed in February 2022 the major asset restructuring involving the acquisition of a 21.32%

stake held by Rising Group and its acting-in-concert parties in NationStar Optoelectronics. Upon the acquisition

the Company eventually holds a 21.48% interest in NationStar Optoelectronics. NationStar Optoelectronics andSigma have become majority-owned subsidiaries of the Company. For further information see “2. Businesscombinations involving entities under common control” under Note VIII to the financial statements.

4. The acquisition of 99.87695% equity of Guangdong Fenghua Semiconductor Technology Co. Ltd. by the

subsidiary NationStar Optoelectronics under the same control

In August 2022 NationStar Optoelectronics the Company’s majority-owned subsidiary acquire 99.87695%

equity of Guangdong Fenghua Semiconductor Technology Co. Ltd. held by Guangdong Fenghua Advanced

Technology Holding Co. Ltd. with RMB268.8193 million. On 25 November 2022 the transfer of the subject

assets involved in the transaction was completed and 50% of the purchase price was paid. The Company

indirectly holds 21.45% of shares in Fenghua Semiconductor which will be included in the Company’s

consolidated financial statements. For details please refer to Note VIII-2. Business Combination under the Same

Control.

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.

1316919--1075365

Restricted 0.94% 0.79%

6241553824155388

shares

1.1

Shares

held by

state

1.2

Shares

held by

--

state- 2415539 0.17% 1 0.00%

24155382415538

owned

legal

persons

1.3

Shares

held by

18260250.13%18260250.13%

other

domestic

investors

Among

which:

Shares

held by 1338434 0.10% 1338434 0.10%

domestic

legal

persons

S

4875910.03%4875910.04%

hares held

149Foshan Electrical and Lighting Co. Ltd.

by

domestic

natural

persons

1.4

Shares

held by 8927632 0.64% 8927632 0.66%

foreign

investors

Among

which:

Shares

held by

foreign

legal

persons

Shares

held by

89276320.64%89276320.66%

foreign

natural

persons

2.--

13861761351240

Unrestrict 99.06% 3493596 3493596 99.21%

958989

ed shares 9 9

2.1 RMB-

denomina - -

10730381056501

ted 76.68% 1653745 1653745 77.57%

507050

ordinary 7 7

shares

2.2

Domestic - -

31313842947399

ally listed 22.38% 1839851 1839851 21.64%

5139

foreign 2 2

shares

2.3

Overseas

listed

foreign

shares

2.4 Other

3. Total - -1399346 1361994

100.00%37351503735150100.00%

shares 154 647

77

150Foshan Electrical and Lighting Co. Ltd.

Reasons for share changes:

□ Applicable □ Not applicable

1. During the Reporting Period the Company has deregistered a total of 37351507 shares including the

repurchased A shares of 18952995 and the repurchased B shares of 18398512 resulting in the decrease in

total share capital of the Company of 37351507 shares.

2. 2415538 shares restricted due to the reform of shareholder structure were lifted into non-restricted during

the Reporting Period.Approval of share changes:

□ Applicable □ Not applicable

1. 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.Meanwhile the Board of Directors agreed to deregister a total of 37351507 shares including the repurchased

A shares of 18952995 and the repurchased B shares of 18398512. On 8 February 2022 the above-mentioned

shares for cancellation were canceled and the total share capital of the Company was changed from

1399346154 shares to 1361994647 shares.

2. The lifting of 2415538 shares restricted due to the reform of shareholder structure into non-restricted

during the Reporting Period was approved by Shenzhen Stock Exchange and CSDC.Transfer of share ownership:

□Applicable □ Not applicable

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

Other information that the Company considers necessary or is required by the securities regulator to be

disclosed:

151Foshan Electrical and Lighting Co. Ltd.

□Applicable □ Not applicable

2. Changes in Restricted Shares

□ Applicable □ Not applicable

Unit: share

Restricted Restricted

Restricted Restricted

Name of the shares amount Restricted 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

Pre-IPO

Foshan Branch

2415538 2415538 0 0 restricted 26 April 2022

of ABC

shares

Total 2415538 2415538 0 0 -- --

II. Issuance and Listing of Securities

1. Securities (Exclusive of Preferred Shares) Issued in the Reporting Period

□Applicable □ Not applicable

2. Changes to Total Shares Shareholder Structure and Asset and Liability Structures

□ Applicable □ Not applicable

During the Reporting Period the Company has deregistered a total of 37351507 shares including the

repurchased A shares of 18952995 and the repurchased B shares of 18398512 resulting in the change of total

share capital of the Company from 1399346154 shares to 1361994647 shares.

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 Number of preferred

Number of

ordinary preferred shareholders with

ordinary

68126 shareholder 68995 shareholder 0 resumed voting rights at 0

shareholder

s at the s with the month-end prior to the

s

month-end resumed disclosure of this Report

152Foshan Electrical and Lighting Co. Ltd.

prior to the voting (if any) (see note 8)

disclosure rights (if

of this any) (see

Report note 8)

5% or greater shareholders or top 10 shareholders

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

Wah Shing Foreign

18849643

Holding legal 13.84% 0 0 In pledge 92363251

0

Company person

Limited

Prosperity

Foreign

Lamps & 14693485

legal 10.79% 0 0

Component 7

person

s Limited

Guangdong

State-

Electronics

owned 12269424

Informatio 9.01% 0 0 In pledge 32532815

legal 6

n Industry

person

Group Ltd.Guangdong

State-

Rising

owned

Holdings 6.10% 83130898 0 0

legal

Group Co.person

Ltd.Essence

Internation

al Foreign

Securities legal 2.65% 36138459 552422 0 0

(Hong person

Kong) Co.Ltd.Central

State-

Huijin

owned

Asset 2.43% 33161800 0 0

legal

Manageme

person

nt Co. Ltd.Rising

Foreign

Investment

legal 1.87% 25482252 0 0

Developme

person

nt Limited

153Foshan Electrical and Lighting Co. Ltd.

China

Merchants

Foreign

Securities

legal 0.96% 13139602 -1308705 0 0

(Hong

person

Kong) Co.Ltd

Foreign

Zhuang

natural 0.87% 11903509 8927632 0

Jianyi

person

Domestic

Zhang

natural 0.79% 10700050 1400000 0 0

Shaowu

person

Strategic investors or

general corporations

becoming top-ten

Naught

shareholders due to

placing of new shares (if

any) (see note 3)

Among the top 10 shareholders Hongkong Wah Shing Holding Company Limited Guangdong

Rising Holdings Group Co. Ltd. Guangdong Electronics Information Industry Group Ltd. and

Related or acting-in-

Rising Investment Development Limited are acting-in-concert parties; and Prosperity Lamps &

concert parties among the

Components Limited and Zhuang Jianyi are acting-in-concert parties. Apart from that it is unknown

shareholders above

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

Special account for share

repurchases (if any) As of the period-end the Company had 13000000 A-shares of it in its special account for share

among the top 10 repurchases accounting for 0.95% of the Company’s total share capital.shareholders (see note 10)

Top 10 unrestricted shareholders

Type of shares

Name of shareholder Unrestricted shares at the Period-end

Type Shares

Hongkong Wah Shing RMB-

Holding Company 188496430 denominated 188496430

Limited ordinary stock

RMB-

Prosperity Lamps &

146934857 denominated 146934857

Components Limited

ordinary stock

Guangdong Electronics RMB-

Information Industry 122694246 denominated 122694246

Group Ltd. ordinary stock

154Foshan Electrical and Lighting Co. Ltd.

RMB-

Guangdong Rising

83130898 denominated 83130898

Holdings Group Co. Ltd.ordinary stock

Essence International Domestically

Securities (Hong Kong) 36138459 listed foreign 36138459

Co. Ltd. stock

RMB-

Central Huijin Asset

33161800 denominated 33161800

Management Co. Ltd.ordinary stock

Domestically

Rising Investment

25482252 listed foreign 25482252

Development Limited

stock

China Merchants Domestically

Securities (Hong Kong) 13139602 listed foreign 13139602

Co. Ltd stock

RMB-

Zhang Shaowu 10700050 denominated 10700050

ordinary stock

RMB-

Zhao Xiyi 7319073 denominated 7319073

ordinary 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

unrestricted ordinary acting-in-concert parties as defined in the Administrative Measures for the Acquisition of Listed

shareholders and the top Companies.

10 ordinary shareholders

Top 10 ordinary

shareholders involved in

None

securities margin trading

(if any) (see note 4)

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

155Foshan Electrical and Lighting Co. Ltd.

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

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. Liu Weidong 23 December 1992 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).Development

Guangdong Electronics

production and sale of

Information Industry Liu Ke 19 October 2000 91440000725458764N

electronics IT products

Group Ltd.and electrical

156Foshan Electrical and Lighting Co. Ltd.

appliances operation

of electronic

information networks

and computers

electronic computer

technology service and

equipment and venue

rental service; sale of

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.Rising Investment Investment and asset

Yao Shu 11 July 2001 764105

Development Limited management

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 25.72% stake of 226147494 A shares and H shares in Dongjiang Environment (stock code:

period 002672);

5. a 6.14% stake of 5614082653 shares in China Telecom (stock code: 601728).

157Foshan Electrical and Lighting Co. Ltd.

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

Legal

Name of actual Unified social credit

representative/person Date of establishment Principal activity

controller code

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. Liu Weidong 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

Shareholdings of the

in concert. directly or indirectly held the following stakes in other listed companies at home or abroad:

actual controller in

1. a 40.52% stake of 136318684 shares in Rising Nonferrous (stock code: 600259);

other listed companies

2. a 35.72% stake of 1335060698 shares in Zhongjin Lingnan Nonfemet (stock code: 000060);

158Foshan Electrical and Lighting Co. Ltd.

at home or abroad in 3. a 23.19% stake of 268311117 shares in Fenghua Advanced (stock code: 000636);

this Reporting Period 4. a 25.72% stake of 226147494 A shares and H shares in Dongjiang Environment (stock code:

002672);

5. a 6.14% stake of 5614082653 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:

Indicate by tick mark whether the actual controller controls the Company via trust or other ways of asset

management.□Applicable □ Not applicable

159Foshan Electrical and Lighting Co. Ltd.

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

Name of corporate Legal representative /

Date of establishment Registered capital Business scope

shareholder company principal

Import and export of

electronics electric

lighting products

Prosperity Lamps & lamps electric lighting

Zhuang Jianyi 28 April 1978 HKD2 million

Components Limited equipment etc. and

design installation and

after-sales service of

lighting solutions

6. Limitations on Shareholding Decrease by the Company’s Controlling Shareholder Actual Controller

Reorganizer and Other Commitment Makers

□Applicable □ Not applicable

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

160Foshan Electrical and Lighting Co. Ltd.

Part VIII Preference Shares

□Applicable □ Not applicable

No preference shares in the Reporting Period.

161Foshan Electrical and Lighting Co. Ltd.

Part IX Bonds

□Applicable □ Not applicable

162Foshan 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 6 April 2023

Name of the independent auditor WUYIGE Certified Public Accountants LLP

No. of independent auditor’s report WUYIGE Auditor’s Report [2023] No. 2-00020

Names of certified public accountants He Xiaojuan Xia Ling

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 2022

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 2022 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

163Foshan Electrical and Lighting Co. Ltd.

As stated in “VII 61. Operating Revenue and Cost of Sales” in the notes to the financial statements the

Company’s operating revenue was RMB8759965275.96 during 2022 with the main business revenue being

RMB8494775305.34 accounting for 96.97% 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

The countermeasures for revenue recognition are as follows:

(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 and

customer receipt records 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 at 31 December 2022 the carrying amount of accounts receivable in the Company’s consolidated financial

statements was RMB2044253865.62 and the balance of provision for bad debts was RMB123482923.86. The

Company recognises provision for bad debts on the basis of the recoverability of accounts receivable and when

objective evidence of impairment exists management provides a separate provision for impairment based on the

difference between the present value of estimated future cash flows and the carrying amount. For receivables for

which no objective evidence of impairment exists management evaluates them into certain groups based on their

credit risk characteristics and determines the bad debt provision that should be made based on the actual loss rate

and aging analysis of prior years' groups of receivables with similar credit risk characteristics taking into account

current circumstances. We consider this to be a key audit matter based on the materiality of the carrying value of

accounts receivable which involves inherent uncertainties in the application of significant accounting estimates

and judgments by management. See Note VII.5 for the carrying amount of accounts receivable and the provision

for bad debts.

164Foshan Electrical and Lighting Co. Ltd.

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

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 21.48% equity interest in Foshan NationStar Optoelectronics Co.Ltd. (NationStar Optoelectronics) resulting in goodwill of RMB406 million. We have identified the identification

of goodwill impairment as a key audit matter as the impact of NationStar Optoelectronics's goodwill on the

financial statements is significant and the goodwill impairment test involves significant judgment on important

parameters such as revenue growth rate gross margin discount rate etc.

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) Evaluating the reasonableness of the types of values valuation methods and valuation parameters such as

discount rates of the asset valuation reports issued by the external valuation experts with the assistance of the

internal valuation experts.

165Foshan Electrical and Lighting Co. Ltd.

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 201X 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

uncertainty exists we are required by CAS to draw users’ attention in our auditor’s report to the related

166Foshan Electrical and Lighting Co. Ltd.

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: Xia Ling

6 April 2023

167Foshan 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 2022

Unit: RMB

Item 31 December 2022 1 January 2022

Current assets:

Monetary assets 2484508907.43 2435226244.90

Settlement reserve

Interbank loans granted

Held-for-trading financial assets 261541896.45 348248125.61

Derivative financial assets

Notes receivable 821537774.07 1688000575.74

Accounts receivable 1920770941.76 2018106424.43

Accounts receivable financing 569868831.79 10660409.19

Prepayments 45526548.93 34005648.75

Premiums receivable

Reinsurance receivables

Receivable reinsurance contract

reserve

Other receivables 32902865.98 37605156.73

Including: Interest receivable 0.00 0.00

Dividends receivable 0.00 0.00

Financial assets purchased under resale

agreements

Inventories 2031637401.87 1989531479.77

Contract assets 5466875.07 8561303.10

Assets held for sale 17147339.84 23831992.10

Current portion of non-current assets 0.00 0.00

Other current assets 79438576.89 125717434.52

Total current assets 8270347960.08 8719494794.84

Non-current assets:

Loans and advances to customers

Investments in debt obligations

Investments in other debt obligations

Long-term receivables

Long-term equity investments 181931792.66 181545123.09

Investments in other equity

864191346.401504980024.07

instruments

Other non-current financial assets

168Foshan Electrical and Lighting Co. Ltd.

Investment property 44611882.44 47102214.34

Fixed assets 3508094282.41 3514723653.20

Construction in progress 1282780335.14 1087564087.47

Productive living assets

Oil and gas assets

Right-of-use assets 13047727.73 14126206.08

Intangible assets 340166852.37 373822769.14

Development costs 0.00 0.00

Goodwill 421831593.46 421831593.46

Long-term prepaid expense 190126627.91 152726512.56

Deferred income tax assets 88387206.25 82261788.58

Other non-current assets 81543512.85 499739861.52

Total non-current assets 7016713159.62 7880423833.51

Total assets 15287061119.70 16599918628.35

Current liabilities:

Short-term borrowings 157715359.35 226779997.01

Borrowings from the central bank

Interbank loans obtained

Held-for-trading financial liabilities 4679000.00 9367.37

Derivative financial liabilities

Notes payable 1975743568.71 2067479953.98

Accounts payable 2513177458.14 2455934273.28

Advances from customers 2532442.44 8106923.79

Contract liabilities 125143161.61 141336712.44

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 173034152.18 182455565.41

Taxes payable 64295552.10 91596891.51

Other payables 440230081.05 376069180.74

Including: Interest payable 0.00 0.00

Dividends payable 15646.07 15646.07

Handling charges and commissions

payable

Reinsurance payables

Liabilities directly associated with

assets held for sale

Current portion of non-current

65540510.6727600186.15

liabilities

Other current liabilities 100192681.00 10716009.78

169Foshan Electrical and Lighting Co. Ltd.

Total current liabilities 5622283967.25 5588085061.46

Non-current liabilities:

Insurance contract reserve

Long-term borrowings 747931023.71 0.00

Bonds payable

Including: Preferred shares

Perpetual bonds

Lease liabilities 7055542.18 8065560.58

Long-term payables

Long-term employee benefits payable

Provisions 9587043.31 17418343.01

Deferred income 97078233.43 126304272.50

Deferred income tax liabilities 202469697.60 280172789.59

Other non-current liabilities 308780.61 22653.46

Total non-current liabilities 1064430320.84 431983619.14

Total liabilities 6686714288.09 6020068680.60

Owners’ equity:

Share capital 1361994647.00 1399346154.00

Other equity instruments

Including: Preferred shares

Perpetual bonds

Capital reserves 7245971.54 1051158614.18

Less: Treasury stock 82165144.15 250600874.54

Other comprehensive income 498141018.70 982987454.08

Specific reserve

Surplus reserves 91359027.15 741353347.96

General reserve

Retained earnings 3296490575.52 3111864076.86

Total equity attributable to owners of the

5173066095.767036108772.54

Company as the parent

Non-controlling interests 3427280735.85 3543741175.21

Total owners’ equity 8600346831.61 10579849947.75

Total liabilities and owners’ equity 15287061119.70 16599918628.35

Legal representative: Wu Shenghui

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 2022 1 January 2022

Current assets:

Monetary assets 616301656.56 1017365290.91

170Foshan Electrical and Lighting Co. Ltd.

Held-for-trading financial assets 200565014.22 304385804.11

Derivative financial assets

Notes receivable 130473889.36 72114026.44

Accounts receivable 914875676.00 1058935664.33

Accounts receivable financing 14127710.41

Prepayments 13129004.94 9292256.82

Other receivables 511036345.72 511056231.24

Including: Interest receivable

Dividends receivable

Inventories 475047674.61 617905747.50

Contract assets 5466875.07 8561303.10

Assets held for sale

Current portion of non-current assets

Other current assets 9844377.83 36097001.14

Total current assets 2890868224.72 3635713325.59

Non-current assets:

Investments in debt obligations

Investments in other debt obligations

Long-term receivables

Long-term equity investments 2505563031.07 1243081889.11

Investments in other equity

823131485.481474860785.15

instruments

Other non-current financial assets

Investment property 40982686.40 43347824.34

Fixed assets 548743031.51 576386630.08

Construction in progress 187318584.50 120514314.18

Productive living assets

Oil and gas assets

Right-of-use assets 6963639.23 9827757.94

Intangible assets 94698330.35 123089721.51

Development costs

Goodwill

Long-term prepaid expense 37118287.24 31897595.21

Deferred income tax assets 30158303.04 31373123.07

Other non-current assets 48873160.34 460618564.04

Total non-current assets 4323550539.16 4114998204.63

Total assets 7214418763.88 7750711530.22

Current liabilities:

Short-term borrowings 127596999.82

Held-for-trading financial liabilities 4679000.00

Derivative financial liabilities

Notes payable 826037810.34 445480718.92

Accounts payable 788288700.08 949520447.82

Advances from customers 2285714.30 6857142.86

171Foshan Electrical and Lighting Co. Ltd.

Contract liabilities 47498783.11 64120388.15

Employee benefits payable 49182531.44 51520068.31

Taxes payable 9700312.91 57207865.54

Other payables 202509326.09 223535108.76

Including: Interest payable 0.00

Dividends payable 0.00

Liabilities directly associated with

assets held for sale

Current portion of non-current

1881117.792800876.97

liabilities

Other current liabilities 88215663.53 5920593.62

Total current liabilities 2020278959.59 1934560210.77

Non-current liabilities:

Long-term borrowings 182912120.75

Bonds payable

Including: Preferred shares

Perpetual bonds

Lease liabilities 5082521.44 7026880.97

Long-term payables

Long-term employee benefits payable

Provisions

Deferred income

Deferred income tax liabilities 87121409.04 173532376.03

Other non-current liabilities

Total non-current liabilities 275116051.23 180559257.00

Total liabilities 2295395010.82 2115119467.77

Owners’ equity:

Share capital 1361994647.00 1399346154.00

Other equity instruments

Including: Preferred shares

Perpetual bonds

Capital reserves 7426635.62 22568665.93

Less: Treasury stock 82165144.15 250600874.54

Other comprehensive income 498788284.79 984695765.83

Specific reserve

Surplus reserves 322663096.39 741353347.96

Retained earnings 2810316233.41 2738229003.27

Total owners’ equity 4919023753.06 5635592062.45

Total liabilities and owners’ equity 7214418763.88 7750711530.22

Legal representative: Wu Shenghui

Chief Financial Officer: Tang Qionglan

Person-in-charge of the Company’s accounting organ: Liang Yuefei

172Foshan Electrical and Lighting Co. Ltd.

3. Consolidated Income Statement

Unit: RMB

Item 2022 2021

1. Revenue 8759965275.96 8726241053.50

Including: Operating revenue 8759965275.96 8726241053.50

Interest revenue

Insurance premium income

Handling charge and

commission income

2. Costs and expenses 8360248566.32 8273302440.05

Including: Cost of sales 7223971501.53 7242659061.75

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 62027216.12 68139402.49

Selling expense 256820593.82 235995457.89

Administrative expense 408119409.22 351939272.35

R&D expense 440787934.06 374974941.64

Finance costs -31478088.43 -405696.07

Including: Interest

22311206.7011811659.37

expense

Interest

29169641.7530522913.04

income

Add: Other income 84894793.92 73941657.49

Return on investment (“-” for loss) 10633954.02 33313980.81

Including: Share of profit or loss

2467060.072260497.27

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 (“-”

-9518428.584495539.89

for loss)

173Foshan Electrical and Lighting Co. Ltd.

Credit impairment loss (“-” for

-15404763.61-8752883.56

loss)

Asset impairment loss (“-” for

-91517378.38-94093604.99

loss)

Asset disposal income (“-” for

968273.1977714217.87

loss)

3. Operating profit (“-” for loss) 379773160.20 539557520.96

Add: Non-operating income 18757057.63 24880499.82

Less: Non-operating expense 16812534.08 6324738.00

4. Profit before tax (“-” for loss) 381717683.75 558113282.78

Less: Income tax expense 30874328.03 58361715.94

5. Net profit (“-” for net loss) 350843355.72 499751566.84

5.1 By operating continuity

5.1.1 Net profit from continuing

350843355.72499751566.84

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

230394235.91299614354.88

owners of the Company as the parent

5.2.1 Net profit attributable to non-

120449119.81200137211.96

controlling interests

6. Other comprehensive income net of

-383701554.10-325243687.14

tax

Attributable to owners of the

-383929211.19-325251118.67

Company as the parent

6.1 Items that will not be

-383579545.85-325189154.60

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

-383579545.85-325189154.60

investments in other equity instruments

6.1.4 Changes in the fair value

arising from changes in own credit risk

6.1.5 Other 0.00 0.00

6.2 Items that will be reclassified to

-349665.34-61964.07

profit or loss

6.2.1 Other comprehensive

income that will be reclassified to profit

or loss under the equity method

174Foshan 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- -349665.34 -61964.07

denominated financial statements

6.2.7 Other

Attributable to non-controlling

227657.097431.53

interests

7. Total comprehensive income -32858198.38 174507879.70

Attributable to owners of the

-153534975.28-25636763.79

Company as the parent

Attributable to non-controlling

120676776.90200144643.49

interests

8. Earnings per share

8.1 Basic earnings per share 0.1708 0.2221

8.2 Diluted earnings per share 0.1692 0.2200

Where business combinations under common control occurred in the current period the net profit achieved by the acquirees before

the combinations was RMB9568639.83 with the amount for last year being RMB233275576.92.Legal representative: Wu Shenghui

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 2022 2021

1. Operating revenue 3314037139.28 3718308372.46

Less: Cost of sales 2684105565.79 3154039179.53

Taxes and surcharges 22878262.76 33093843.08

Selling expense 148184632.71 147260099.98

Administrative expense 156902439.16 148755543.99

R&D expense 148634853.78 141658884.16

Finance costs -4648251.30 -176513.65

Including: Interest costs 11637904.69 1265956.56

Interest revenue 6836685.73 15062071.87

175Foshan Electrical and Lighting Co. Ltd.

Add: Other income 10475710.63 9664951.38

Return on investment (“-” for loss) 19058287.08 78883660.55

Including: Share of profit or loss

2467060.072260497.27

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 (“-”

-8945900.004266900.00

for loss)

Credit impairment loss (“-” for

-16035761.65-5389224.73

loss)

Asset impairment loss (“-” for

-25904176.29-13439357.01

loss)

Asset disposal income (“-” for

-84087.5376410098.79

loss)

2. Operating profit (“-” for loss) 136543708.62 244074364.35

Add: Non-operating income 7433114.60 11385484.38

Less: Non-operating expense 12232901.96 552333.59

3. Profit before tax (“-” for loss) 131743921.26 254907515.14

Less: Income tax expense 13888953.87 13758825.78

4. Net profit (“-” for net loss) 117854967.39 241148689.36

4.1 Net profit from continuing

117854967.39241148689.36

operations (“-” for net loss)

4.2 Net profit from discontinued

operations (“-” for net loss)

5. Other comprehensive income net of

-384990256.85-323650643.28

tax

5.1 Items that will not be reclassified

-384990256.85-323650643.28

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

-384990256.85-323650643.28

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

176Foshan 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 -267135289.46 -82501953.92

7. Earnings per share

7.1 Basic earnings per share

7.2 Diluted earnings per share

Legal representative: Wu Shenghui

Chief Financial Officer: Tang Qionglan

Person-in-charge of the Company’s accounting organ: Liang Yuefei

5. Consolidated Cash Flow Statement

Unit: RMB

Item 2022 2021

1. Cash flows from operating activities:

Proceeds from sale of commodities

8205869081.258359256408.94

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

177Foshan Electrical and Lighting Co. Ltd.

Net increase in interbank loans

obtained

Net increase in proceeds from

repurchase transactions

Net proceeds from acting trading of

securities

Tax rebates 228641448.24 146840329.47

Cash generated from other operating

224376200.78248940851.06

activities

Subtotal of cash generated from

8658886730.278755037589.47

operating activities

Payments for commodities and

5492158956.706186563079.83

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 1398058450.95 1335333353.02

Taxes paid 337132030.63 477172576.63

Cash used in other operating activities 366648971.30 322494631.65

Subtotal of cash used in operating

7593998409.588321563641.13

activities

Net cash generated from/used in

1064888320.69433473948.34

operating activities

2. Cash flows from investing activities:

Proceeds from disinvestment 364902240.66 1813239683.85

Return on investment 10965289.74 45553497.73

Net proceeds from the disposal of fixed

assets intangible assets and other long- 2340973.60 125845737.23

lived assets

Net proceeds from the disposal of

subsidiaries and other business units

Cash generated from other investing

54990047.00

activities

Subtotal of cash generated from

378208504.002039628965.81

investing activities

Payments for the acquisition of fixed

593230455.33640625303.50

assets intangible assets and other long-

178Foshan Electrical and Lighting Co. Ltd.

lived assets

Payments for investments 131695763.31 130000000.00

Net increase in pledged loans granted

Net payments for the acquisition of

0.00131348644.27

subsidiaries and other business units

Cash used in other investing activities 0.00

Subtotal of cash used in investing

724926218.64901973947.77

activities

Net cash generated from/used in

-346717714.641137655018.04

investing activities

3. Cash flows from financing activities:

Capital contributions received 0.00 0.00

Including: Capital contributions by

non-controlling interests to subsidiaries

Borrowings raised 1136936000.00 127386000.00

Cash generated from other financing

19142320.590.00

activities

Subtotal of cash generated from

1156078320.59127386000.00

financing activities

Repayment of borrowings 526743238.15 147278730.91

Interest and dividends paid 174723549.79 181634371.44

Including: Dividends paid by

26131133.890.00

subsidiaries to non-controlling interests

Cash used in other financing activities 1200170498.73 790931944.68

Subtotal of cash used in financing

1901637286.671119845047.03

activities

Net cash generated from/used in

-745558966.08-992459047.03

financing activities

4. Effect of foreign exchange rates

33150614.37-7780091.51

changes on cash and cash equivalents

5. Net increase in cash and cash

5762254.34570889827.84

equivalents

Add: Cash and cash equivalents

1940209052.921369319225.08

beginning of the period

6. Cash and cash equivalents end of the

1945971307.261940209052.92

period

Legal representative: Wu Shenghui

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

179Foshan Electrical and Lighting Co. Ltd.

Item 2022 2021

1. Cash flows from operating activities:

Proceeds from sale of commodities

3237208695.893675366946.16

and rendering of services

Tax rebates 120903979.22 87497039.45

Cash generated from other operating

86562699.0790141698.38

activities

Subtotal of cash generated from

3444675374.183853005683.99

operating activities

Payments for commodities and

1933543212.273127675269.69

services

Cash paid to and for employees 517926952.08 598949378.79

Taxes paid 157918324.75 264570561.48

Cash used in other operating activities 139013449.48 158324765.43

Subtotal of cash used in operating

2748401938.584149519975.39

activities

Net cash generated from/used in

696273435.60-296514291.40

operating activities

2. Cash flows from investing activities:

Proceeds from disinvestment 292992240.66 1700278266.95

Return on investment 18264046.87 45162968.14

Net proceeds from the disposal of fixed

assets intangible assets and other long- 42771.45 114426514.66

lived assets

Net proceeds from the disposal of

0.00

subsidiaries and other business units

Cash generated from other investing

0.00

activities

Subtotal of cash generated from

311299058.981859867749.75

investing activities

Payments for the acquisition of fixed

assets intangible assets and other long- 106842452.24 116516470.65

lived assets

Payments for investments 1193664444.95 1123715946.11

Net payments for the acquisition of

0.00

subsidiaries and other business units

Cash used in other investing activities 0.00

Subtotal of cash used in investing

1300506897.191240232416.76

activities

Net cash generated from/used in

-989207838.21619635332.99

investing activities

3. Cash flows from financing activities:

Capital contributions received 0.00

Borrowings raised 382336000.00 127386000.00

180Foshan Electrical and Lighting Co. Ltd.

Cash generated from other financing

0.00

activities

Subtotal of cash generated from

382336000.00127386000.00

financing activities

Repayment of borrowings 367956000.00

Interest and dividends paid 141558638.42 135847668.70

Cash used in other financing activities 2716690.66 250814566.13

Subtotal of cash used in financing

512231329.08386662234.83

activities

Net cash generated from/used in

-129895329.08-259276234.83

financing activities

4. Effect of foreign exchange rates

22065861.60-5283585.19

changes on cash and cash equivalents

5. Net increase in cash and cash

-400763870.0958561221.57

equivalents

Add: Cash and cash equivalents

861826014.29803264792.72

beginning of the period

6. Cash and cash equivalents end of the

461062144.20861826014.29

period

Legal representative: Wu Shenghui

Chief Financial Officer: Tang Qionglan

Person-in-charge of the Company’s accounting organ: Liang Yuefei

7. Consolidated Statements of Changes in Owners’ Equity

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 105

139105250982741311703354

nce 798934 115 600 987 353 186 610 374

499

as at 615 861 874. 454. 347. 407 877 117

47.7

4.004.185408966.862.545.21

the 5

end

181Foshan Electrical and Lighting Co. Ltd.

of

the

prior

year

Add:

Adju

stme

nt

for

chan

ge in

acco

untin

g

polic

y

Adju

stme

nt

for

corre

ction

of

previ

ous

error

Adju

stme

nt

for

busi

ness

com

binat

ion

unde

r

com

mon

contr

ol

182Foshan Electrical and Lighting Co. Ltd.

Othe

r

2.

Bala

nce

as at 105

139105250982741311703354

the 798934 115 600 987 353 186 610 374

499

begi 615 861 874. 454. 347. 407 877 117

47.7

4.004.185408966.862.545.21

nnin 5

g of

the

year

3.

Incre

ase/

decr

ease - - - - - - - -

184

in 373 104 168 484 649 186 116 197626

515391435846994304460950

the 498.

07.0264730.435.320.267439.311

66

perio 0 2.64 39 38 81 6.78 36 6.14d (“-” for

decr

ease)

3.1

Total

com - - -

230120

preh 383 153 328394 676

929534581

ensiv 235. 776.

211.975.98.3

9190

e 19 28 8

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

373482168126

183Foshan Electrical and Lighting Co. Ltd.

.2.1515594435258

07.08.60730.274.

Ordi

03979

nary

share

s

incre

ased

by

own

ers

3.2.2

Capi

tal

incre

ased

by

hold

ers

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-----

103535157211178.2.4

908521460006561

184Foshan Electrical and Lighting Co. Ltd.

Othe 669 542. 823 082. 431

4.04766.80379.17

r

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

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

185Foshan Electrical and Lighting Co. Ltd.

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

ase

in

capit

al (or

share

capit

al)

from

surpl

us

reser

ves

3.4.3

Loss

offse

t by

186Foshan Electrical and Lighting Co. Ltd.

surpl

us

reser

ves

3.4.4

Chan

ges

in

defin

ed

bene

fit

sche

mes

trans

ferre

d to

retai

ned

earni

ngs

3.4.5

Othe

r

com

preh

ensiv

-

e 100100

917

inco 917

224.

me 224. 19

19

trans

ferre

d to

retai

ned

earni

ngs

3.4.6

Othe

r

3.

187Foshan Electrical and Lighting Co. Ltd.

Spec

ific

reser

ve

3.5.1

Incre

ase

in

the

perio

d

3.5.2

Used

in

the

perio

d

3.

Othe

r

4.

Bala

nce

as at

136821498913329517342860

the 724199 651 141 590 649 306 728 034

597

end 464 44.1 018. 27.1 057 609 073 683

1.54

7.0057055.525.765.851.61

of

the

perio

d

2021

Unit: RMB

2021

Equity attributable to owners of the Company as the parent Non-

Total

Other equity Othe contr

Shar Capi Less: Spec Surp Gene Retai own

Item instruments r ollin

e tal Trea ific lus ral ned Othe Subt ers’

Prefe Perp com g

capit Othe reser sury reser reser reser earni r otal equit

rred etual preh inter

al r ves stock ve ves ve ngs y

share bond ensiv ests

188Foshan Electrical and Lighting Co. Ltd.

s s e

inco

me

1.

Bala

nce

as at

139151234741175626482631

the 934 575 938 567 846 392 588 218

end 615 14.9 853 039. 206 130 34.5 013

4.0003.61552.484.5439.07

of

the

prior

year

Add:

Adju

stme

nt

for

chan

ge in

acco

untin

g

polic

y

Adju

stme

nt

for

corre

ction

of

previ

ous

error

Adju

stme

104-148119292412

nt 848 106 592 697 799 496

for 880 711. 079. 417 368 786

4.7274082.068.550.61

busi

ness

com

189Foshan Electrical and Lighting Co. Ltd.

binat

ion

unde

r

com

mon

contr

ol

Othe

r

adjus

tmen

ts

2.

Bala

nce

as at 104

139106234741190746297

the 371934 364 928 567 705 089 625

479

begi 615 631 182 039. 414 547 252

99.6

4.009.621.87551.566.603.08

nnin 8

g of

the

year

3.

Incre

ase/

decr

ease - - -

250-120567142

in 124 136 424600 213 480 488 701

877629786

the 874. 691. 993 652. 948.

05.4436704.

54595.301307

perio 4 7.79 06d (“-” for

decr

ease)

3.1

Total

com - -

299200174

preh 325 256614 144 507

251367

ensiv 354. 643. 879.

118.63.7

884970

e 67 9

inco

me

190Foshan Electrical and Lighting Co. Ltd.

3.2

Capi

tal

incre

--

ased 250 - 410 147124 263

600213356054

and 877 302

874.691.392.120.

redu 05.4 271.54 59 39 82

457

ced

by

own

ers

3.2.1

Ordi

nary

share 250 250 250

600600600

s

874.874.874.

incre 54 54 54

ased

by

own

ers

3.2.2

Capi

tal

incre

ased

by

hold

ers

of

other

equit

y

instr

ume

nts

3.2.3

Shar

e-

base

d

191Foshan Electrical and Lighting Co. Ltd.

pay

ment

s

inclu

ded

in

own

ers’

equit

y

3--

-410397.2.4124127213356654

877013

Othe 691. 392. 995.

05.497.0

593936

r 4 3

3.3

Profi - - - -

t 135 135 430 178

847847123860

distri

668.668.83.7052.

butio 70 70 5 45

n

3.3.1

Appr

opria

tion

to

surpl

us

reser

ves

3.3.2

Appr

opria

tion

to

gene

ral

reser

ve

----

3.3.3135135703206

847847934241

Appr

668.668.47.1115.

opria 70 70 4 84

192Foshan Electrical and Lighting Co. Ltd.

tion

to

own

ers

(or

share

hold

ers)

273273

3.3.4810810

Othe 63.3 63.3

99

r

3.4

Tran

sfers

-

withi 104104

104

n 104

324

own 324 9.12

9.12

ers’

equit

y

3.4.1

Incre

ase

in

capit

al (or

share

capit

al)

from

capit

al

reser

ves

3.4.2

Incre

ase

in

capit

al (or

share

193Foshan Electrical and Lighting Co. Ltd.

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

3.4.5

Othe

r -

104

com 104 104

104

preh 324

324

9.12

ensiv 9.12

e

inco

me

194Foshan Electrical and Lighting Co. Ltd.

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.

Bala

nce 105

139105250982741311703354

as at 798934 115 600 987 353 186 610 374

499

the 615 861 874. 454. 347. 407 877 117

47.7

4.004.185408966.862.545.21

end 5

of

the

195Foshan Electrical and Lighting Co. Ltd.

perio

d

Legal representative: Wu Shenghui

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

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

for

correct

ion of

previo

us

error

196Foshan Electrical and Lighting Co. Ltd.

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.

2.1

Ordina

----

ry 3735 4825 1684 1262

0.00

shares 1507 948. 3573 5827.00600.394.79

increas

ed by

owners

197Foshan Electrical and Lighting Co. Ltd.

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

3.3.2

Appro - -

13481348

priatio

99469946

n to 4.70 4.70

owners

(or

198Foshan Electrical and Lighting Co. Ltd.

shareh

olders)

3.3.3

Other

3.4

Transf

ers - 1009

1009

within 1722 0.00

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

3.4.3

Loss

offset

by

surplus

reserve

s

199Foshan Electrical and Lighting Co. Ltd.

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

17220.00

e 1722

4.19

4.19

transfe

rred to

retaine

d

earnin

gs

3.4.6

Other

3.5

Specifi

c

reserve

3.5.1

Increas

e in

the

period

3.5.2

200Foshan Electrical and Lighting Co. Ltd.

Used

in the

period

3.6

Other

4.

Balanc

136128104919

e as at 1774 8216 4987 3123994 316 023

2717514488284701

the end 647.0 233.4 753.0.33.154.794.68

016

of the

period

2021

Unit: RMB

2021

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 2349 1591 60897426 7415

346389884614

the end 635. 6703

154.0658.2733.4220.8

of the 62 9.55 0 3 9 9

prior

year

Add:

Adjust

ment

for

change

in

accoun

ting

policy

Adjust

ment

for

correct

ion of

previo

201Foshan Electrical and Lighting Co. Ltd.

us

error

Other

2.

Balanc

e as at

1399234915916089

the 7426 7415346 389 884 614

635.6703

beginn 154.0 658.2 733.4 220.8

629.55

0399

ing of

the

year

3.

Increas

e/

decrea

-

se in 1146 -1514 2506 1364 -

3444540

the 2030 0087 693 2136

269.72215

period .31 4.54 892.4 91.59 8 8.44

0

(“-”

for

decrea

se)

3.1

Total

compr - -2411

32368250

ehensi 4868

50641953

ve 9.36 3.28 .92

incom

e

3.2

Capital

increas -1514 2506 -

2356

ed and 2030 0087 2136

7253

reduce .31 4.54 91.59 5.82

d by

owners

3.

2.1

Ordina -2506

2506

ry 0087

0087

shares 4.54 4.54

increas

ed by

202Foshan Electrical and Lighting Co. Ltd.

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

3.1514-1492

2.4203021368338

Other .31 91.59 .72

3.3

--

Profit 1358 1358

distrib 4766 4766

8.708.70

ution

3.3.1

Appro

priatio

n to

surplus

reserve

s

3.3.2

--

Appro 1358 1358

priatio 4766 4766

8.708.70

n to

owners

203Foshan Electrical and Lighting Co. Ltd.

(or

shareh

olders)

3.3.3

Other

3.4

Transf

-

ers 10411041

043

within 043

249.1

owners 249.1 2

2

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

by

surplus

reserve

204Foshan Electrical and Lighting Co. Ltd.

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 -

1041

incom 1041 043

043

e 249.1

249.1

2

transfe 2

rred to

retaine

d

earnin

gs

3.4.6

Other

3.5

Specifi

c

reserve

3.5.1

Increas

e in

the

period

205Foshan Electrical and Lighting Co. Ltd.

3.5.2

Used

in the

period

3.6

Other

4.

Balanc

139927385635

e as at 2256 2506 9846 7413346 229 592

8665008795765334

the end 154.0 003.2 062.4.934.545.837.96

075

of the

period

Legal representative: Wu Shenghui

Chief Financial Officer: Tang Qionglan

Person-in-charge of the Company’s accounting organ: Liang Yuefei

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.

206Foshan Electrical and Lighting Co. Ltd.

Credibility code of the Company: 91440000190352575W.Legal representative: Mr. Wu Shenghui

Address: No. 64 Fenjiang North Road 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 application products.The business term of the Company is long-term which was calculated from the date of issuance of License of

Business Corporation.The Financial Report was approved and authorized for issue by the Board of Directors on 6 April 2023.(II) 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 Lamps and

Lanterns 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 Technology Company”) FSL Zhida

Electric Technology Co. Ltd ( referred to as “Zhida Company”) FSL LIGHTING GMBH (referred to as “FSLEurope Company”) Foshan Hortilite Optoelectronics Co.Ltd. (referred to as “Hortilite Company”) 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 “NanningLiaowang”) Foshan NationStar Optoelectronics Co. Ltd. (referred to as “NationStar Optoelectronics”) and

Foshan Sigma Venture Capital Co. Ltd. (referred to as “Sigma”) in total 13 subsidiaries and Liuzhou Guige

Lighting Technology Co. Ltd. (referred to as “Liuzhou Lighting”) Liuzhou Guige 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. a subsidiary of NationStar Optoelectronics is in a state

of non-continuous operations the of Baoli Vanadium Industry for the current period was

formulated at fair value or costs whichever was lower.Compared with the previous period the consolidated scope of financial statements in this period is increased

including two subsidiaries of Foshan NationStar Optoelectronics Co. Ltd. and Foshan Sigma Venture Capital

Co. Ltd. as well as six sub-subsidiaries of Foshan Guoxing Electronic Manufacture Co. Ltd. Foshan

NationStar Semiconductor Co. Ltd. Nanyang Baoli Vanadium Industry Co. Ltd. Guangdong New Electronics

Information Ltd. NationStar Optoelectronics (Germany) Co. Ltd. and Fenghua Semiconductor. For details see

note VIII "change of consolidation scope" and note IX "equity in other entities".

207Foshan Electrical and Lighting Co. Ltd.

IV Basis for Preparation of Financial Statements

1. Preparation Basis

The financial statements of the Company have been prepared in accordance with the "Accounting Standards for

Business Enterprises - Basic Standards" and various specific accounting standards guidelines for the

application of accounting standards for business enterprises interpretations of accounting standards for business

enterprises and other relevant regulations (hereinafter collectively referred to as "Accounting Standards for

Business Enterprises") issued by the Ministry of Finance 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.

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

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 2022 business results and cash flows as well as other relevant information for 2022.

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 and the financial statements are listed

and presented by Renminbi.

208Foshan Electrical and Lighting Co. Ltd.

5. 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

The Company measured the paid assets as the consideration of business combination and liabilities happened or

undertaken by fair value. The difference between fair value and its book value shall be included into the current

losses and gains. The Company distributed combined cost on the purchasing date.The difference of the combination cost greater than the fair value of the identifiable net assets of the acquiree

acquired is recognized as goodwill; the difference of the combination cost less than the fair value of the

identifiable net assets of the acquiree acquired is included into current losses and gains.As for the assets other than intangible assets acquired from the acquiree in a business combination (not limited to

the assets which have been recognized by the acquiree) if the economic benefits brought by them are likely to

flow into the Company and their fair values can be measured reliably they shall be separately recognized and

measured in light of their fair values; intangible asset whose fair value can be measured reliably shall be

separately recognized as an intangible asset and shall be measured in light of its fair value; As for the liabilities

other than contingent liabilities acquired from the acquiree if the performance of the relevant obligations is likely

to result in any out-flow of economic benefits from the Company and their fair values can be measured reliably

they shall be separately recognized and measured in light of their fair values; As for the contingent liabilities of

the acquiree if their fair values can be measured reliably they shall separately recognized as liabilities and shall

be measured in light of their fair values.

6. Preparation Methods for Consolidated Financial Statements

1. Scope of consolidated financial statements

The Company includes all subsidiaries (including separate entities controlled by the Company) in the scope of the

consolidated financial statements including enterprises controlled by the Company divisible portions of investees

and structured entities.

2. 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.

3. 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".

4. 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

209Foshan Electrical and Lighting Co. Ltd.

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.

5. 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 (capital surplus or share premium) 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.

7. 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.

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.

8. 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.

210Foshan Electrical and Lighting Co. Ltd.

9. 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. On the balance sheet date the monetary items in foreign currencies are translated at the spot

exchange rate. 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

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.

10. Financial Instruments

1. Classification and reclassification of financial instruments

Financial instruments refer to contracts that form the financial assets of a party and form financial liabilities or

equity instruments of other parties.

(1) Financial assets

The Company classifies financial assets as financial assets measured at amortized cost if they meet both of the

following conditions: a) The Company's business model of managing financial assets aims at obtaining

contractual cash flows; b) and as stipulated by term contract of the financial assets the cash flows generated on a

specific date are merely for the payment of principal or the interest from the unpaid principal.The Company classifies financial assets as financial assets at fair value through other comprehensive income if

they meet both of the following conditions: a) The Company's business model of managing the financial assets

aims at obtaining contractual cash flows as well as selling financial assets; b) and as stipulated by contract clauses

of the financial assets the cash flows generated on a specific date are merely for the payment of principal or

interest from the unpaid principal.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.The financial assets measured at amortized cost and financial assets other than those measured at fair value

through other comprehensive income are classified by the Company as financial assets measured at fair value

through profit and loss for the current period. At initial recognition if the accounting mismatch can be eliminated

211Foshan Electrical and Lighting Co. Ltd.

or reduced the Company shall designate the financial assets as financial assets measured at fair value through the

profit or loss for the current period.When the Company changes its business model for managing financial assets it will reclassify all affected

relevant financial assets as of the first day of the first reporting period following the change in business model

and the prospective application shall be adopted for accounting treatment. The previously recognized profits

losses (inclusive of impairment losses or profits) or interest shall not be traced and adjusted.

(2) Financial liabilities

Financial liabilities are classified into the following four categories when they are initially recognized: Financial

liabilities at fair value through current profit or loss; financial liabilities arising from the transfer of financial asset

not meeting the derecognition criteria or from the continuing involvement in the transferred asset; financial

guarantee contracts that do not fall within the categories above; financial liabilities measured at amortized cost.All financial liabilities are not reclassified.

2. Measurement of financial instruments

The Company's financial instruments are measured at fair value upon initial recognition. For financial assets or

liabilities measured at fair value through profit or loss relevant transaction expenses are directly included in the

profit or loss of the current period; for other categories of financial assets or liabilities relevant transaction

expenses are included in the initial recognition amount. For notes receivable and accounts receivable arising from

sales of goods or provision of service which do not include or consider the compositions of major assets the

Company takes the consideration expected to be received as the initial recognition amount. The follow-up

measurement of financial instruments depends on their categories:

(1) Financial assets

a) Financial assets are measured at the amortized cost. After initial recognition the effective interest method

measures such financial assets at amortized cost. Gains or losses arising from a financial asset measured at

amortized cost which does not form any hedging relationship are recorded in current profit or loss at the time of

derecognition reclassification amortization according to the effective interest method or recognition of

impairment.b) Financial assets are measured at fair value through profit and loss for the current period. After initial

recognition such financial assets (except for a portion of financial assets that are part of a hedging relationship)

are subsequently measured at fair value. The resulting gains or losses (including interest and dividend revenue)

are included in the profit or loss for the period.c) Investments in debt instruments are measured at fair value through other comprehensive income. After initial

recognition the financial assets are subsequently measured at fair value for this category. Interest impairment loss

or gain and exchange gain/loss calculated using the effective interest method are recorded in current profit or loss

other gains or losses are recorded in other comprehensive income. The accumulative gains or losses which are

previously included in other comprehensive income are transferred out from other comprehensive income and

included in current profit or loss upon derecognition.d) Investments in non-business equity instruments are designated as fair value through other comprehensive

income. After initial recognition the financial assets are subsequently measured at fair value for this category.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

a) Financial liabilities measured at fair value through profit and loss for the current period. These financial

liabilities include trading financial liabilities (including the derivative instruments belonging to financial liabilities)

and financial liabilities designated to be measured by the fair value and their changes are recorded in the current

profit or loss. After initial recognition such financial liabilities are subsequently measured at fair value and gains

or losses resulting from changes in the fair value of the financial liabilities held for trading (including interest

expense) are recognized in profit or loss except for a portion of financial assets that are part of a hedging

relationship. For financial liabilities designated as measured at fair value through profit or loss changes in fair

value arising from the change of the company's credit risk shall be included in other comprehensive income and

212Foshan Electrical and Lighting Co. Ltd.

other changes in fair value are included in profit or loss for the current period. If the treatment made for the impact

of the changes in the financial liability's credit risk may cause or expand the accounting mismatch in profit or loss

the Company shall include all gains or losses of such financial liabilities in profit and loss for the current period.b) Financial liabilities measured at amortized cost. After initial recognition such financial liabilities are measured

at amortized cost using the effective interest method.

3. The Company's 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.Valuation techniques mainly include the market approach the income approach and the cost approach. 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

information available after the initial recognition date about the investee's performance and operations to

determine whether the cost represents fair value.

4. Determination basis and measuring methods for transfer of financial assets and financial liabilities

(1) Financial assets

The Company's financial assets shall be derecognized when meeting any of the following conditions: a) The

contractual right to charge the cash flow of the financial assets is terminated; b) The financial assets have been

transferred and the Company has transferred almost all risks and remuneration of the financial assets ownership to

the transferee; and c) The financial assets have been transferred and the Company does neither transfer nor retain

almost all remuneration of the financial assets ownership but retain the control over the financial assets.The Company does neither transfer nor retain almost all remuneration of the financial assets ownership but retain

the control over the financial assets the relevant financial assets shall be continuously recognized according to the

extent of involving in the financial assets transferred and relevant liabilities shall be recognized accordingly.If the overall transfer of financial assets meets the conditions for derecognition the difference between the

following two amounts shall be recorded in profit and loss of the current period: a) The carrying value of the

transferred financial asset as of the date of derecognition; b) Sum of the consideration received for the transfer of

the financial asset and the portion of the cumulative amount of fair value changes previously recorded in other

comprehensive income that corresponds with the portion of the asset de-recognized (the transferred financial asset

is an investment in debt instruments at fair value through other comprehensive income).If a portion of the financial asset has been transferred and the transferred portion as a whole satisfies the

derecognition criteria the carrying value of the financial asset as a whole prior to its transfer is allocated between

the portion of the asset derecognized and the portion that remains recognized according to their relative fair value

as of the transfer date and the difference between the two amounts mentioned below is recorded in current profit

or loss: a) The carrying value of the derecognized portion; b) Sum of the consideration received for the

derecognition portion and the portion of the cumulative amount of fair value changes previously recorded in other

comprehensive income which corresponds with the derecognized portion (the transferred financial asset is an

investment in debt instruments at fair value through other comprehensive income).When the Company's investments in non-trading equity instruments designated as at fair value through other

comprehensive income are derecognized the accumulative gain or loss previously included in other

comprehensive income shall be transferred from other comprehensive income to retained earnings upon

derecognition.

(2) Financial liabilities

If current obligations of the financial liability (or part of the liability) have been released the Company shall

derecognize the financial liability (or the part of the liability).If a financial liability (or a portion thereof) is derecognized the Company includes the difference between the

book value and the consideration paid (inclusive of the transferred non-cash assets or the liabilities assumed) in

the profit or loss of the current period.

213Foshan Electrical and Lighting Co. Ltd.

11. Notes Receivable

The determination methods and accounting methods of notes receivable are detailed in Note 12 Accounts

Receivable under this note.

12. Accounts Receivable

The Company's financial assets subject to impairment loss recognition are financial assets measured at amortized

cost investments in debt instruments measured at fair value through other comprehensive income and lease

receivables which mainly include notes receivable accounts receivable receivables financing other receivables

debt investments other debt investments and long-term receivables. In addition provision for impairment and

recognition of credit impairment losses should also be made for contract assets and certain financial guarantee

contracts in accordance with the accounting policies described in this section.

1. Determination and accounting methods of the expected credit losses of contract assets

The Company provides for impairment and recognises credit impairment losses for each of the above items on the

basis of expected credit losses in accordance with its applicable expected credit loss measurement method.Credit loss refers to the difference between all contractual cash flow receivable by the Company under contracts

which are discounted according to the original effective interest rate and all the cash flow expected to be received

namely the present value of all cash short. In particular for financial assets purchased or originated by the

Company that are credit impaired they should be discounted at the credit-adjusted effective interest rate of the

financial assets.The general approach to measuring expected credit losses is that the Company assesses at each balance sheet date

whether the credit risk of a financial asset (including other applicable items such as contract assets etc. the same

below) has increased significantly since initial recognition and if the credit risk has increased significantly since

initial recognition the Company measures the allowance for losses at an amount equal to the expected credit

losses over the entire life of the asset; if the credit risk has not increased significantly since initial recognition the

Company measures the allowance for losses at an amount equal to the expected credit losses over the next 12

months. The Company considers all reasonable and substantiated information including forward-looking

information in assessing expected credit losses.For financial instruments with low credit risk at the balance sheet date the Company assumes that the credit risk

has not increased significantly since initial recognition and elects to measure the allowance for losses at an

amount equal to the expected credit losses over the next 12 months.

2. Criteria for determining whether there has been a significant increase in credit risk since initial recognition

The credit risk of a financial asset increases significantly if the probability of default over the expected life of the

financial asset as at the balance sheet date is significantly higher than the probability of default over the expected

life of the financial asset as at initial recognition. Except in exceptional circumstances the Company uses the

change in the risk of default occurring within the next 12 months as a reasonable estimate of the change in the risk

of default occurring over the entire duration to determine whether there has been a significant increase in credit

risk since initial recognition.

3. Portfolio approach to assessing expected credit risk on a portfolio basis

The Company evaluates credit risk for individual items of notes receivable accounts receivable and other

receivables that have significantly different credit risks with the following characteristics. For example

receivables from related parties; receivables that are in dispute with the other party or involved in litigation or

arbitration; and notes and accounts receivable for which there are clear indications that the debtor is likely to fail

to meet its repayment obligations.In addition to financial assets for which credit risk is assessed individually the Company classifies financial assets

into different groups based on common risk characteristics and assesses credit risk on a portfolio basis.

4. Accounting method for impairment of financial assets

To reflect changes in the credit risk of a financial instrument since the initial recognition the Company

remeasures the expected credit losses on each balance sheet date. The resulting increase or reversal of the

provision for losses shall be recognized as an impairment loss or gain in profit or loss and depending on the type

214Foshan Electrical and Lighting Co. Ltd.

of financial instrument offset against the carrying amount of the financial asset presented in the balance sheet or

recorded as provisions (loan commitments or financial guarantee contracts) or recorded in other comprehensive

income (investments in debt obligations measured at fair value through other comprehensive income).

5. Recognition method for credit losses on financial assets

The Company accounts for financial assets measured at amortized cost (including receivables) financial assets

classified as at fair value through other comprehensive income (including receivables financing) and lease

receivables based on expected credit losses and recognizes impairment accounting and provision for losses.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.

(1) Method of the provision for losses on the measurement of financial instruments with lower credit risk

For financial instruments with lower credit risk on the balance sheet date the Company makes a direct assumption

that the credit risk of the instrument has not increased significantly since the initial recognition without comparing

it with the credit risk at the time of its initial recognition.If the financial instruments have low default risk the debtor's ability to meet its contractual cash flow obligations

in the short term is strong and even if adverse changes in economic conditions and business environment in the

longer term don't necessarily reduce the borrower's ability to meet its contractual cash flow obligations the

financial instruments are considered to have low credit risk.

(2) Receivables and contract assets with no significant financing component

For receivables or contract assets 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.Depending on the nature of the financial instrument the Company assesses whether there is a significant increase

in credit risk on an individual financial asset or a portfolio of financial assets basis. The Company classifies notes

receivable and accounts receivable into certain portfolios based on credit risk characteristics and calculates

expected credit losses on a portfolio basis which is determined on the following basis:

a) Accounts Receivable with a Single Significant Amount and a Separate Provision for Expected Credit Losses

Judgment basis or amount criteria for Accrual method of expected credit losses that are individually significant

significant individual amounts and accrued

The impairment tests are conducted separately for accounts receivable

Accrual method of expected credit with individually significant amounts. If there is objective evidence of

losses that are individually significant impairment an impairment loss is recognized based on the difference

and accrued between the present value of future cash flows and their carrying amount

and an expected credit loss is recorded

b) Accounts Receivable with Expected Credit Losses Provision Based on Credit Risk Portfolio

215Foshan Electrical and Lighting Co. Ltd.

Portfolio name Determination method of expected credit losses

General business portfolio Aging analysis

Internal business portfolio Other methods

Accounts 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

Portfolio 2 Trade acceptance Aging analysis

The aging analyses are based on their date of entry into the accounts.Among portfolios expected credit losses accrued by aging analysis:

Aging Accrual rate of expected credit losses

Within 1 year (including 1 year) 2-3% (Note)

1 to 2 years 10%

2 to 3 years 30%

3 to 4 years 50%

4 to 5 years 80%

Over 5 years 100%

Note: NationStar a subsidiary of the Company is a subsidiary formed in a business combination under the same

control during the period. The accrual rate for expected credit losses for NationStar within one year (including one

year) is 2%.c) Accounts Receivable with an Insignificant Single Amount but for which the Expected Credit Loss is Made

Independently

Reasons for a separate provision for

Conclusive evidence of significant differences in recoverability

expected credit losses

An impairment loss is recognized for expected credit losses based on

Determination method of expected credit

the difference between the present value of expected future cash flows

losses

and their carrying amount

(3) Method of measuring loss provision for other financial assets

216Foshan Electrical and Lighting Co. Ltd.

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.The Company considers the following factors in assessing whether there has been a significant increase in credit

risk when measuring credit impairment on financial instruments:

The Company divides other receivables into certain 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:

Other receivables portfolio 1: Deposit antecedent money

Other receivables portfolio 2: Related party money

Other receivables portfolio 3: Advance money

Of this the expected credit loss rate for the ageing portfolio is:

Aging Accrual rate of expected credit losses

Within 1 year (including 1 year) 2-3% (Note)

1 to 2 years 10%

2 to 3 years 30%

3 to 4 years 50%

4 to 5 years 80%

Over 5 years 100%

Note: NationStar a subsidiary of the Company is a subsidiary formed in a business combination under the same

control during the period. The accrual rate for expected credit losses for NationStar within one year (including one

year) is 2%.

13. Accounts Receivable Financing

The determination methods and accounting methods of receivables financing are detailed in Note 12 Accounts

Receivable under this note.

14. Other Receivables

Determination methods and accounting methods of expected credit losses on 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 12 Accounts Receivable in this note.

15. 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

217Foshan Electrical and Lighting Co. Ltd.

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. 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

incurred to completion estimated selling expenses and related taxes.

4. Inventory system of inventories

The perpetual inventory system is adopted for the inventories of the Company.

5. Amortization of low-value consumables and packing materials

The one-off charge-off method is used for low-value consumables and packaging materials.

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. Provision for impairment

of contract assets is made with reference to the expected credit loss method for financial instruments. For contract

assets that do not contain significant financing components the Company uses a simplified measurement method

to measure the loss reserves. For contract assets containing significant financing components the Company uses a

general measurement method to measure the loss reserves.When an impairment loss is incurred on a contract asset the amount to be written down is debited to "impairment

losses on assets" and credited to provision for impairment of contract assets; the reverse entry is made when the

provision for impairment is reversed.

17. Contract Costs

not applicable

18. Assets Held for Sale

The Company classifies non-current assets or disposal groups that meet both of the following conditions as assets

held for sale: First the assets or disposal groups can be sold immediately under current conditions based on the

practice of selling such assets or disposal groups in similar transactions; and second the sales are highly likely to

occur that is the Company has already made a resolution on a sale plan and obtained a certain purchase

commitment and 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.Assets in the balance sheet in the non-current assets held for sale or disposal groups held for sale are presented as

assets held for sale and liabilities in the disposal groups held for sale are presented as liabilities held for sale.A discontinued operation is a separately distinguishable component meeting one of the following conditions and

which has been disposed of by the Company or is classified by the Company as held for sale:

218Foshan Electrical and Lighting Co. Ltd.

1. The component represents a separate primary business or a separate primary operating area;

2. The component is part of an associated plan for the proposed disposal of a separate primary business or a

separate major operating area;

3. The component is a subsidiary acquired exclusively for resale.

19. Investment in Debt Obligations

Not applicable

20. Other Investment in Debt Obligations

Not applicable

21. Long-term Receivables

Not applicable

22. Long-term Equity Investments

1. 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.

2. 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.

3. Determination basis of the same control and significant influence on the investee

Having the same control over an investee refers to that the activities that significantly affect the return on an

arrangement can only be decided with the unanimous consent of the participants sharing control including sales

and purchases of goods or services management of financial assets acquisitions and disposals of assets research

and development activities and financing activities; having significant influence over an investee refers to having

a considerable impact when more than 20% to 50% of the investee's voting capital is held. Or although less than

20% having a considerable impact 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.

23. Investment Properties

Measurement model of investment property

Measurement of cost method

219Foshan Electrical and Lighting Co. Ltd.

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.

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 3-30 years 1%-5% 31.67%-3.17%

depreciation method

Straight-line

Machinery equipment 2-10 years 1%-5% 47.50%-9.50%

depreciation method

Transportation Straight-line

5-10 years 1%-5% 19.00%-9.50%

equipment depreciation method

Straight-line

Electronic equipment 2-8 years 1%-5% 47.50%-11.88%

depreciation method

(3) Impairment testing methods for fixed assets and provision for impairment

For details see Note 31 “Impairment of long-term assets”.

(4) Disposal of fixed assets

Fixed assets are derecognised when they are disposed of or when no economic benefits are expected to arise from

their use or disposal. Proceeds from the disposal of fixed assets on sale transfer retirement or destruction net of

their carrying amount and related taxes are recorded in current profit or loss.

25. Construction in Progress

The cost of construction in progress is determined on the basis of actual construction expenditure including all

construction expenditure incurred during the period of construction borrowing costs capitalised before the

construction reaches its intended useable state and other related costs.Construction in progress is transferred to fixed assets when it reaches its intended useable state and depreciation

commences from the following month. If the construction in progress has reached its intended useable state but

has not yet been finalised it is transferred to fixed assets at its estimated value from the date it reaches its intended

220Foshan Electrical and Lighting Co. Ltd.

useable state based on the project budget cost or actual cost of the project and is depreciated in accordance with

the Company's policy on depreciation of fixed assets and the original provisional estimated value is adjusted to

the actual cost after the finalisation of the project.See Note 31 "Impairment of long-term assets" for details of the impairment testing method and provision for

impairment for construction in progress.

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. Right-of-use Assets

The determination methods and accounting methods of right-of-use assets are detailed in Note 42 Leases under

this note.

30. Intangible Assets

(1) Pricing method useful life and impairment test

1. Recognition criteria of intangible assets

Intangible assets are identifiable non-monetary assets that are owned or controlled by the Company without

physical form. The intangible assets are recognized when all the following conditions are met: (1) Conform to the

definition of intangible assets; (2) Expected future economic benefits related to the assets are likely to flow into

the Company; (3) The costs of the assets can be measured reliably.

2. Initial measurement of intangible assets

221Foshan Electrical and Lighting Co. Ltd.

Intangible assets are initially measured at cost. Actual costs are determined by the following principles:

(1) The cost of the acquisition of intangible assets including the purchase price relevant taxes and other expenses

directly attributable to the intended use of the asset. If the amount paid for the purchase of intangible assets

witnesses postponed payment due to that the normal credit conditions are exceeded and is actually financing in

nature the costs of such intangible assets shall be determined on the basis of the present value of the purchase

price. The difference between the actual payment price and the present value of the purchase price shall be

recorded into the current profits and losses in the credit period except that can be capitalized in accordance with

the Accounting Standard for Business Enterprises No. 17 - Borrowing Cost.

(2) The cost of investing in intangible assets shall be recognized according to the value agreed upon in the

investment contract or agreement except that the value of the contract or agreement is unfair.

3. Subsequent measurement of intangible assets

The Company shall determine the useful life when it obtains intangible assets. The useful life of intangible assets

is limited and the years of the useful life or output that constitutes the useful life or similar measurement units

shall be estimated. The intangible assets are regarded as intangible assets with uncertain useful life if the term that

brings economic benefits to the Company is unforeseeable

Intangible assets with limited useful life shall be amortized by straight line method from the time when the

intangible assets are available until can’t be recognized as intangible assets; intangible assets with uncertain useful

life shall not be amortized. The Company reviews the estimated useful life and amortization method of intangible

assets with limited useful life at the end of each year and reviews the estimated useful life of intangible assets

with uncertain useful life in each accounting period. For intangible assets that evidence shows the useful life is

limited the useful life shall be estimated and the intangible assets shall be amortized in the estimated useful life.

4. Recognition criteria and withdrawal method of intangible asset impairment provision

The impairment test method and withdrawal method for impairment provision of intangible assets are detailed in

Note 3 (20): “Long-term asset impairment”.

(2) Accounting policy for internal research and development expenditures

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.The cost of intangible assets acquired by non-monetary assets exchange debt restructuring government subsidies

and business combination are recognized according to relevant provisions of Accounting Standards for Business

Enterprises No. 7 - Non-monetary Assets Exchange Accounting Standards for Business Enterprises No. 12 - Debt

Restructuring Accounting Standards for Business Enterprises No. 16 - Government Subsidies Accounting

Standards for Business Enterprises No. 20 - Business Combination respectively.

222Foshan Electrical and Lighting Co. Ltd.

31. 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

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.

32. 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.

33. 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.

34. 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.

223Foshan Electrical and Lighting Co. Ltd.

(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

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.

35. Lease Liabilities

The determination methods and accounting methods of leases are detailed in Note 42 Leases under this note.

36. Provisions

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.

37. Share-based Payment

Not applicable

38. Other Financial Instruments such as Preferred Shares and Perpetual Bonds

Not applicable

39. Revenue

The Accounting Policy Adopted for Recognition and Measurement of Revenue

The Company recognizes revenue when it has satisfied its performance obligations under the contract i.e. when

the customer has obtained control of relevant goods or services. Obtaining control of relevant goods or services

means being able to direct the use of them and obtain substantially all benefits from them.Where the contract contains two or more performance obligations the Company at the inception date of the

contract allocates the transaction price to each performance obligation in accordance with the relative proportion

of the stand-alone selling price of the goods or services promised by each performance obligation. The Company

measures revenue on the basis of the transaction price allocated to each performance obligation.Transaction price is the amount of consideration to which the Company expects to be entitled in exchange for

transferring goods or services to a customer excluding amounts collected on behalf of third parties and amounts

224Foshan Electrical and Lighting Co. Ltd.

expected to be returned to the customer. The Company determines the transaction price in accordance with the

terms of the contract with past business practices taken into account. When determining the transaction price it

considers the impact of variable consideration the existence of a significant financing component in the contract

non-cash consideration consideration payable to a customer and other factors. The transaction price is recognized

only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue

recognized will not occur when the relevant uncertainty is resolved. Where a contract contains a significant

financing component the Company determines the transaction price on the basis of the amount presumably

payable in cash when the customer obtains control of the goods or services and uses the actual interest method to

amortize the difference between the transaction price and the contract consideration during the contract period.A performance obligation is satisfied over time if one of the following conditions is met; otherwise it is treated as

satisfied at a point in time:

(1) The customer simultaneously receives and consumes the benefits provided by the Company's performance as

the Company performs.

(2) The customer can control the goods as they are created during the Company's performance.

(3) The goods produced by the Company's performance have no alternative use and the Company has the right to

collect payment for performance completed to date during the entire contract period.Where a performance obligation is to be satisfied over time the Company recognizes revenue in accordance with

the progress of performance during the period except when the progress cannot be reasonably determined. In

determining the progress of performance the Company takes into account the nature of the goods or services and

adopts the output methods or the input methods.Where the performance progress cannot be reasonably determined and the costs incurred are expected to be

recovered the Company recognizes revenue according to the amount of the costs incurred until the progress can

be reasonably determined.Where the performance obligation is to be satisfied at a certain point in time the Company recognizes revenue at

the point when the customer obtains control of the relevant goods or services. When judging whether the customer

has obtained control of goods or services the Company considers the following indicators:

(1) The Company has a present right to receive payment for the goods or services i.e. the customer has a present

obligation to pay for the goods or services.

(2) The Company has transferred the legal ownership of the goods to the customer i.e. the customer has obtained

the legal ownership of the goods.

(3) The Company has transferred physical possession of the goods to the customer i.e. the customer has taken

physical possession of the goods.

(4) The Company has transferred significant risks and rewards of ownership of the goods to the customer i.e. the

customer has obtained significant risks and rewards of ownership of the goods.

(5) The customer has accepted the goods or services.

2. Specific methods

(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; the freight company has shipped the goods 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.Differences in accounting policies for the recognition of revenue caused by different business models for the same

type of business

225Foshan Electrical and Lighting Co. Ltd.

40. 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 able to form a long-lived asset and corresponding to the asset

value are asset-related government subsidies while the rest are government subsidies related to income. For

government subsidies containing both part related to asset and part related to income the Company shall conduct

the accounting treatment respectively to the different part; if the part is difficult to distinguish it shall be classified

as government subsidy related to income; government subsidies related to assets are recognized as deferred

income. The amount recognized as deferred income is included in the current profits and losses in accordance

with reasonable and systematic method in the useful life of relevant assets.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 (subsidies related to the daily activities of the Company are included in other income;

while subsidies unrelated to the daily activities of the Company are included in non-operating revenue).In the case that the Company obtains a policy favourable loan interest subsidy and the fiscal system allocates the

fund of interest subsidy to the lending bank who provides loans to the Company at a policy favourable interest

rate the actual loan amount received is recognized as the recorded value of the loan and the relevant borrowing

costs are calculated based on the loan principal and the policy favourable interest rate; if the fiscal system

allocates the fund of interest subsidy to the Company directly the Company reduces the corresponding interest

subsidy against relevant borrowing costs.

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.

41. Deferred Income Tax Assets/Deferred Income Tax Liabilities

1. 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. 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.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.

226Foshan Electrical and Lighting Co. Ltd.

3. 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.

42. Lease

(1) Accounting treatment of operating lease

1. Accounting treatment of leased assets

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.In each period in lease term the Company includes the lease payment of short-term leases and low-value leases in

the current expense with the straight-line method.

(1) Right-of-use assets

Right-of-use assets refer to the right of the lessees to use the leasehold property in the lease term. At the start date

of the lease term. The Company initially measures the right-of-use assets at cost. The cost includes: a) The initial

measurement amount of the lease liabilities; b) the lease payment paid on or before the start date of the lease term.If there is a lease incentive the amount related to the lease incentive taken should be deducted; c) the initial direct

cost incurred by the lessee; d) the estimated cost that the lessee will use to pull down and remove the leasehold

property and restore the site of the leasehold property or restore the leasehold property to the state agreed in the

lease clauses.The Company depreciates the right-of-use assets with the straight-line method. 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.The Company will determine the impairment of right-of-use assets and conduct accounting treatment in

accordance with relevant provisions of the Accounting Standards for Business Enterprises No.8 - Asset

Impairment.

(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: a) fixed payment (including substantial fixed payment) and

the relevant amount after deducting the lease incentive if any; b) variable lease payments depending on index or

ratio; c) estimated payments due to the guaranteed residual value provided by the lessee; d) exercise price of the

purchased option provided that the lessee reasonably determines that the option will be exercised; and e) the

amount to be paid for the exercise of the lease termination options provided that the lease term reflects that the

lessee will exercise the options to terminate the lease.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. The

Company calculates the interest expenses of the lease liabilities during each period of the lease term at a fixed

periodic interest rate and includes them in financial expenses. The periodic interest rate refers to the rate of

discount employed by the Company or the rate of discount after revision.Variable lease payments that are not covered in the measurement of the lease liabilities are included in current

profit or loss when actually incurred.When there is a change in the Company's evaluation results of lease renewal options lease termination options or

purchase options the Company will re-measure the lease liabilities utilizing the present value of the changed lease

payment and the revised rate of discount and adjust the book value of right-of-use assets accordingly. Where

227Foshan Electrical and Lighting Co. Ltd.

there is a change in substantial lease payment estimated payments due to the guaranteed residual value or

variable lease payments depending on index or ratio the Company will re-measure the lease liabilities leveraging

the present value of the changed lease payment and the original rate of discount and adjust the book value of

right-of-use assets accordingly.

2. Accounting treatment of lease assets

(1) Accounting treatment of operating leases

The lease receivable of the operating lease in each period in the lease term is deemed as a rental on a straight-line

basis. The Company capitalizes the initial direct cost related to the operating finance amortizes and includes it in

the current profits on the basis same as the recognition of rentals in the lease term.

(2) Accounting treatment method of financial lease

On the start date of 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. The initial direct cost incurred related to lease

business is included in the initial recorded value of financial lease receivable.

43. Other Significant Accounting Policies and Estimates

1. In December 2021 the Ministry of Finance (MOF) issued Accounting Standard for Business Enterprises

Interpretation No. 15 (C.K. [2021] No. 35) ("Interpretation No. 15") in which "Accounting for the sale of

products or by-products produced by an enterprise before the fixed assets reach their intended useable state or in

the course of research and development" and "Judgment on loss-making contracts" shall be effective on 1 January

2022. The Company implemented the policies above and the change in accounting policy has no impact on the

Company's financial statements.

2. In November 2022 the Ministry of Finance ("MOF") issued Accounting Standard for Business Enterprises

Interpretation No. 16 (C.K. [2022] No. 31) ("Interpretation No. 16") in which "Accounting method of the income

tax effects of dividends on financial instruments classified as equity instruments by the issuer" and "Accounting

method of the revision of share-based payment settled in cash to share-based payment settled in equity by an

enterprise" shall be effective on the date of publication. The Company implemented the policies above and the

change in accounting policy has no impact on the Company's financial statements.

44. Changes in Main Accounting Policies and Estimates

(1) Change in accounting policies

□Applicable □Not applicable

(2) Changes in accounting estimates

□Applicable □Not applicable

45. 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

228Foshan Electrical and Lighting Co. Ltd.

Urban maintenance and construction tax Turnover tax payable 7% 5%

Enterprise income tax Taxable income 10% 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 Nanning Liaowang Chongqing Guinuo Liuzhou

Lighting Liuzhou Foreshine Qingdao Guige Headquarters 15%

of NationStar Optoelectronics NationStar Semiconductor

Germany NationStar Fenghua Semiconductor

FSL Lighting GmbH 15%

Indonesia Liaowang 10%

Other subsidiaries 25%

2. Tax Preference

1. The Company passed the re-examination for High-tech Enterprises in 2020 as well as won the “Certificate ofHigh-tech Enterprise” after approval by Department of Science and Technology of Guangdong Province

Department of Finance of Guangdong Province Guangdong Provincial Bureau of State Taxation and Guangdong

Provincial Bureau of Local Taxation. In accordance with relevant provisions in Corporate Income Tax Law of the

People’s Republic of China and the Administration Measures for Identification of High-tech Enterprises

promulgated in 2007 the Company paid the corporate income tax based on a tax rate of 15% within three years

since 1 January 2020.

2. Zhida Company and Chanchang Company passed the examination for High-tech Enterprises respectively in

December 2019 and December 2021 and thus Zhida Company and Chanchang Company paid the corporate

income tax based on a tax rate of 15% within three years respectively since 1 January 2019 and 1 January 2021 in

accordance with relevant provisions in Corporate Income Tax Law of the People’s Republic of China and the

Administration Measures for Identification of High-tech Enterprises promulgated in 2007.

3. According to the Decision on Tax Matters approved by the Local Taxation Bureau of Nanning High-tech

Industrial Development Zone (NGDSSB [2015] No. 1) Nanning Liaowang will enjoy the preferential tax

reduction and exemption of enterprise income tax in the western development from 1 January 2015 and the

enterprise income tax will be levied at a reduced rate of 15%.

4. After being examined and filed by the competent tax authorities Chongqing Guinuo will enjoy the preferential

tax reduction and exemption of enterprise income tax in the western development from 1 January 2019 and the

enterprise income tax will be levied at a reduced rate of 15%.

5. According to the third batch of high-tech enterprises identified by the relevant authorities of Guangxi Zhuang

Autonomous Region in 2022 publicized on 19 December 2022 Liuzhou Optoelectronics has been certified as a

high-tech enterprise (certificate number: GR202245001221) for 2022 to 2024 with a high-tech enterprise

preferential income tax rate of 15%.

6. According to the letter "Gui Ke Gao Han [2021] No. 237" issued jointly by the Department of Science and

Technology of Guangxi Zhuang Autonomous Region the Department of Finance and the Taxation Bureau of

229Foshan Electrical and Lighting Co. Ltd.

Guangxi Zhuang Autonomous Region of the State Administration of Taxation on 30 November 2021 Liuzhou

Fuxuan has been certified as a high-tech enterprise (certificate number: GR202145001045) for 2021 to 2023 with

a high-tech enterprise preferential income tax rate of 15%.

7. Subsidiary NationStar Optoelectronics was recognized as a high-tech enterprise on 16 December 2008 with

certificate number GR200844000097. In 2020 the company was re-certified as a high-tech enterprise with

certificate number GR202044006337 issued on 9 December 2020 and the corporate income tax rate of the

company is 15% for the years 2020 - 2022.

8. Foshan NationStar Semiconductor Co. Ltd. a wholly-owned subsidiary of subsidiary NationStar

Optoelectronics was recognized as a high-tech enterprise with certificate number GR201544001238 on 10

October 10 2015; NationStar Semiconductor was re-certified as a high-tech enterprise with certificate number

GR202144008779 in 2021 issued on 20 December 2021 and the corporate income tax rate of the company is 15%

for the years 2021-2023.

9. The subsidiary Haolaite passed the certification of high-tech enterprise in 2022 and obtained the certificate of

high-tech enterprise (Certificate No. GR202244003711) approved by the Department of Science and Technology

of Guangdong Province the Department of Finance of Guangdong Province the State Taxation Bureau of

Guangdong Province and the Local Taxation Bureau of Guangdong Province. In accordance with the relevant

provisions of the Enterprise Income Tax Law of the People's Republic of China promulgated in 2007 and the

Administrative Measures for the Recognition of High-tech Enterprises the Company is entitled to a reduced

corporate income tax rate of 15% for three years commencing from 1 January 2022.

10. On 14 December 2022 Qingdao Guige Lighting Technology Co. Ltd. was recognized as a high-tech

enterprise and subject to the preferential tax rate of 15% for high-tech enterprise income tax in accordance with

the relevant provisions of the Administrative Measures for the Recognition of High-tech Enterprises (Guo Ke Fa

Huo [2016] No. 32) and the Administrative Guidelines for the Recognition of High-tech Enterprises (Guo Ke Fa

Huo [2016] No. 195).

11. Fenghua Semiconductor a majority-owned subsidiary of subsidiary NationStar Optoelectronics was

recognized as a high-tech enterprise on 31 December 2021 with certificate number GR202144008851 which is

valid for three years and the applicable corporate income tax rate is 15% from 2022 to 2024.

12. The subsidiary Zhicheng 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.

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

230Foshan Electrical and Lighting Co. Ltd.

Item Ending balance Beginning balance

Cash on hand 52093.54 24635.14

Bank deposits 1957903758.15 1854162196.17

Other monetary assets (note 1) 522361684.92 578256164.30

To-be-received interest (note 2) 4191370.82 2783249.29

Total 2484508907.43 2435226244.90

Of which: Total amount deposited

34169227.4627310928.58

overseas

Total amount with

restrictions on use due to mortgage 534826528.99 493000085.20

pledge or freeze

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 “81. Assets with Restricted Ownership or Right of Use” in

Note “VII Notes to Consolidated Financial Statements”).Note 2: 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

261541896.45348248125.61

profit or loss

Including:

Wealth management products 260569863.53 342422447.43

Equity instrument investments 972032.92 1558778.18

Others 4266900.00

Including:

Total 261541896.45 348248125.61

3. Derivative Financial Assets

Naught

4. Notes Receivable

(1) Notes Receivable Listed by Category

Unit: RMB

Item Ending balance Beginning balance

Bank acceptance bill 786244513.66 1657197186.66

Commercial acceptance bill 35293260.41 30803389.08

231Foshan Electrical and Lighting Co. Ltd.

Total 821537774.07 1688000575.74

Unit: RMB

Ending balance Beginning balance

Carrying amount Bad debt provision Carrying amount Bad debt provision

Categor

Withdra Carrying Withdra Carrying

y Proporti wal Proporti wal

Amount Amount value Amount Amount value

on proporti on proporti

on on

Of

which:

Notes

receivab

le

withdra 16886 16880

822258720270821537628640

wn bad 100.00% 100.00% 29216. 100.00% 100.00% 00575.

044.69.62774.07.59

debt 33 74

provisio

n by

group

Of

which:

Bank 16571 16571

786244786244

acceptan 95.62% 0.00 0.00% 97186. 98.14% 0.00 0.00% 97186.

513.66513.66

ce bill 66 66

Commer

cial 36013 720270 35293 31432 628640 30803

4.38%100.00%1.86%100.00%

acceptan 531.03 .62 260.41 029.67 .59 389.08

ce bill

1688616880

822258720270821537628640

Total 100.00% 100.00% 29216. 100.00% 100.00% 00575.

044.69.62774.07.59

3374

Withdrawal of bad debt provision by group: 720270.62

Unit: RMB

Ending balance

Name

Carrying amount Bad debt provision Withdrawal proportion

Within 1 year 36013531.03 720270.62 2.00%

Total 36013531.03 720270.62

Note:

Please refer to the relevant information of disclosure of bad debt provision of other receivables if adopting the

general mode of expected credit loss to withdraw bad debt provision of notes receivable:

□Applicable □ Not applicable

(2) Bad Debt Provision Withdrawn Reversed or Collected during the Reporting Period

Withdrawal of bad debt provision:

Unit: RMB

232Foshan Electrical and Lighting Co. Ltd.

Increase/decrease

Beginning

Category Reversed or Ending balance

balance Withdrawn Verified Other

collected

Notes

receivable

withdrawn bad 628640.59 91630.03 720270.62

debt provision

by group

Total 628640.59 91630.03 720270.62

Of which bad debt provision collected or reversed with significant amount:

□Applicable □ Not applicable

(3) Notes Receivable Pledged by the Company at the Period-end

Unit: RMB

Item Amount pledged at the period-end

Bank acceptance bill 665593722.65

Total 665593722.65

(4) 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 recognition termination at

Item

period-end the period-end

Bank acceptance bill 780866698.44 85686916.85

Total 780866698.44 85686916.85

(5) Notes Transferred to Accounts Receivable because Drawer of the Notes Fails to Executed the Contract

or Agreement

Naught

(6) Notes Receivable with Actual Verification for the Reporting Period

Naught

5. Accounts Receivable

(1) Accounts Receivable Disclosed by Category

Unit: RMB

Ending balance Beginning balance

Categor Carrying amount Bad debt provision Carrying amount Bad debt provision

Carrying Carrying

y Withdra WithdraProporti Proporti

Amount Amount wal value Amount Amount wal value

on on

proporti proporti

233Foshan Electrical and Lighting Co. Ltd.

on on

Account

s

receivab

le

withdra

2512325123338703148123891

wn bad 1.23% 100.00% 0.00 1.59% 92.95%

263.57263.57795.83638.8556.98

debt

provisio

n

separatel

y

Of

which:

Account

s

receivab

le

withdra 20191 19207 21019 2015798359 86282

30602.98.77%4.87%70941.99881.98.41%4.10%17267.

wn bad 660.29 613.68

05761345

debt

provisio

n by

group

Of

which:

(1)

General 20191 19207 21019 2015798359 86282

30602.98.77%4.87%70941.99881.98.41%4.10%17267.

business 660.29 613.68

05761345

portfolio

20442192072135820181

123482117764

Total 53865. 100.00% 6.04% 70941. 70676. 100.00% 5.51% 06424.

923.86252.53

62769643

Individual withdrawal of bad debt provision: RMB25123263.57

Unit: RMB

Ending balance

Name

Carrying amount Bad debt provision Withdrawal proportion Withdrawal reason

Involved in the lawsuit

the Company won the

lawsuit in the second

Customer A 11220827.14 11220827.14 100.00%

instance which had not

yet executed

completely

Less likely to be

Customer B 5711450.39 5711450.39 100.00%

recovered

Customer C 4687053.33 4687053.33 100.00% The customer is

234Foshan Electrical and Lighting Co. Ltd.

insolvent a judgment

has been filed and

enforcement has been

applied for

Expectedly unlikely to

Customer D 815484.27 815484.27 100.00%

recover

Expectedly

Customer E 761769.31 761769.31 100.00%

irrecoverable

The customer is

bankrupt a judgment

Customer F 526858.54 526858.54 100.00% has been filed and

enforcement has been

applied for

The customer is

Customer G 523448.92 523448.92 100.00%

bankrupt

The other party is

bankrupt and going

Customer H 521689.32 521689.32 100.00%

through legal

proceedings

Expected to be

Customer I 171282.32 171282.32 100.00%

unrecoverable

Expected to be

Customer J 145321.00 145321.00 100.00%

unrecoverable

Expected to be

Customer K 21928.68 21928.68 100.00%

unrecoverable

Expected to be

Customer L 16150.35 16150.35 100.00%

unrecoverable

Total 25123263.57 25123263.57

Withdrawal of bad debt provision by group: RMB98359660.29

Unit: RMB

Ending balance

Name

Carrying amount Bad debt provision Withdrawal proportion

Credit risk group 2019130602.05 98359660.29 4.87%

Total 2019130602.05 98359660.29

Note:

Please refer to the relevant information of disclosure of bad debt provision of other receivables if adopting the

general mode of expected credit loss to withdraw bad debt provision of accounts receivable.□Applicable □ Not applicable

Disclosure by aging

Unit: RMB

Aging Ending balance

Within 1 year (including 1 year) 1799959881.31

1 to 2 years 161368649.46

2 to 3 years 25396115.75

Over 3 years 57529219.10

3 to 4 years 9748535.08

4 to 5 years 30412705.43

235Foshan Electrical and Lighting Co. Ltd.

Over 5 years 17367978.59

Total 2044253865.62

(2) Bad Debt Provision Withdrawn Reversed or Collected during the Reporting Period

Bad debt provision withdrawn in the Reporting Period:

Unit: RMB

Increase/decrease

Beginning

Category Reversed or Ending balance

balance Withdrawn Verified Other

collected

Bad debt

provision 31481638.8 25123263.5

2364455.121203963.237518867.17

separately 5 7

accrued

Bad debt

provision

86282613.612324508.998359660.2

withdrawn 0.00 247462.34

859

according to

groups

117764252.14688964.0123482923.

Total 1203963.23 7766329.51

53786

Of which bad debt provision collected or reversed with significant amount:

Unit: RMB

Name of the entity Amount collected or reversed Way

No. 1 1188965.28 Bank transfer

No. 2 14997.95 Bank transfer

Total 1203963.23

The amount of expected credit losses accrued during the current period was RMB14688964.07 and the amount

of expected credit losses recovered or reversed during the current period was RMB1203963.23 which was

RMB7101.14 different from the amount of credit impairment loss on accounts receivable accrued during the

current period of RMB13492101.98 which was due to the difference in translation of foreign currency

statements at the end of the current period.

(3) Accounts Receivable with Actual Verification for the Reporting Period

Unit: RMB

Item Amount

No. 1 7400681.91

No. 2 133711.50

No. 3 117018.83

No. 4 113400.28

Other retails accounts 1516.99

236Foshan Electrical and Lighting Co. Ltd.

Of which verification of significant accounts receivable:

Unit: RMB

Whether occurred

Name of the entity Nature Amount Reason Procedure because of related-

party transactions

No. 1 Expectedly

irrecoverable due

Payment for goods 7400681.91 Unrecoverable to the insolvency Not

of the relevant

company

No. 2 Historical

Payment for goods 133711.50 Irrecoverable Not

litigation payments

No. 3 Payment for goods 117018.83 Unrecoverable Irrecoverable Not

No. 4 Payment for goods 113400.28 Unrecoverable Irrecoverable Not

Other retails

Payment for goods 1516.99 Unrecoverable Irrecoverable Not

accounts

Total 7766329.51

Note:

The approval procedure for the verification of accounts receivable during the Reporting Period had been

performed in accordance with provisions of the bad debt management system of the Company.

(4) Top 5 of the Ending Balance of the Accounts Receivable Collected according to the Arrears Party

Unit: RMB

Proportion to total ending

Ending balance of accounts Ending balance of bad debt

Name of units balance of accounts

receivable provision

receivable (%)

No. 1 131509845.75 6.43% 3945295.37

No. 2 109279237.01 5.35% 3278377.11

No. 3 76600163.00 3.75% 2298004.89

No. 4 76077621.37 3.72% 2282328.64

No. 5 52602563.16 2.57% 1052051.26

Total 446069430.29 21.82%

(5) The Amount of the Assets and Liabilities Formed due to the Transfer and the Continued Involvement

of Accounts Receivable

Naught

(6) Derecognition of Accounts Receivable due to the Transfer of Financial Assets

Naught

237Foshan Electrical and Lighting Co. Ltd.

6. Accounts Receivable Financing

Unit: RMB

Item Ending balance Beginning balance

Bank acceptance 569868831.79 10660409.19

Total 569868831.79 10660409.19

The changes of accounts receivable financing in the Reporting Period and the changes in fair value

□Applicable □ Not applicable

Please refer to the relevant information of disclosure of bad debt provision of other accounts receivable if

adopting the general mode of expected credit loss to withdraw bad debt provision of accounts receivable

financing.□Applicable □ Not applicable

Other notes:

The Company's business model for the management of notes receivable changed in 2022 to target both the

collection of contractual cash flows and the sale of notes receivable (endorsed or discounted) and is therefore

classified as a financial asset at fair value through other comprehensive income and presented in receivables

financing.

7. Prepayment

(1) Listed by Aging

Unit: RMB

Ending balance Beginning balance

Aging

Amount Proportion Amount Proportion

Within 1 year 36419452.21 80.00% 26750375.88 78.66%

1 to 2 years 3345048.70 7.35% 4740511.32 13.94%

2 to 3 years 3313296.20 7.28% 557418.69 1.64%

Over 3 years 2448751.82 5.38% 1957342.86 5.76%

Total 45526548.93 34005648.75

Notes of the reasons of the prepayment aging over 1 year with significant amount but failed settled in time:

Naught

(2) Top 5 of the Ending Balance of the Prepayments Collected according to the Prepayment Target

Unit: RMB

Rela

N E Proportion to total P

tionship with the

ame of units nding balance prepayments (%) repayment time

Company

No. 1 Non-related party 9083410.92 19.95% Within 1 year

No. 2 Non-related party 2540646.17 5.58% 2 to 3 years

238Foshan Electrical and Lighting Co. Ltd.

No. 3 Non-related party 2281714.08 5.01% Within 1 year

No. 4 Non-related party 2092681.22 4.60% Within 1 year

No. 5 Non-related party 1981680.20 4.35% Within 1 year

Total 17980132.59 39.49%

8. Other Receivables

Unit: RMB

Item Ending balance Beginning balance

Interest receivable

Dividends receivable

Other receivables 32902865.98 37605156.73

Total 32902865.98 37605156.73

(1) Interest Receivable

1) Category of Interest Receivable

Unit: RMB

Item Ending balance Beginning balance

Total 0.00 0.00

2) Significant Overdue Interest

Naught

3) Withdrawal of Bad Debt Provision

□Applicable □ Not applicable

(2) Dividends Receivable

1) Category of Dividends Receivable

Unit: RMB

Project (or investee) Ending balance Beginning balance

Total 0.00 0.00

2) Significant Dividends Receivable Aged over 1 Year

Naught

3) Withdrawal of Bad Debt Provision

□Applicable □ Not applicable

239Foshan Electrical and Lighting Co. Ltd.

(3) Other Receivables

1) Other Receivables Disclosed by Account Nature

Unit: RMB

Nature Ending carrying amount Beginning carrying amount

Other receipts and payments 45041494.42 46700271.18

Performance bonds 14472948.78 12126403.00

Export VAT rebates 10011271.72 4674335.06

Rents and utilities 1220591.91 2564557.87

Staff loans and imprests 1164918.15 4018439.87

Total 71911224.98 70084006.98

2) Information of Withdrawal of Bad Debt Provision

Unit: RMB

First stage Second stage Third stage

Expected loss in the

Expected loss in the

Bad debt provision Expected credit loss of duration (credit Total

duration (credit

the next 12 months impairment not

impairment occurred)

occurred)

Balance of 1 January

937268.376189279.9525352301.9332478850.25

2022

Balance of 1 January

2022 in the Current

Period

Withdrawal of the

-346762.17-1129673.373316365.741839930.20

Current Period

Reversal of the Current

Period

Verification of the

-6100.00-274321.45-30000.00-310421.45

Current Period

Other 5000000.00 5000000.00

Balance of 31

584406.204785285.1333638667.6739008359.00

December 2022

Changes of carrying amount with significant amount changed of loss provision in the current period

□Applicable □ Not applicable

Disclosure by aging

aging Ending balance

Within 1 year (including 1 year) 30536942.63

1 to 2 years 2955796.80

2 to 3 years 8142805.16

240Foshan Electrical and Lighting Co. Ltd.

Over 3 years 30275680.39

3 to 4 years 4691584.24

4 to 5 years 1234886.46

Over 5 years 24349209.69

Total 71911224.98

3) Bad Debt Provision Withdrawn Reversed or Recovered in the Reporting Period

Bad debt provision withdrawn in the Reporting Period:

Unit: RMB

Increase/decrease

Beginning

Category Reversed or Ending balance

balance Withdrawn Verified Other

collected

Other 32478850.2 39008359.0

1839930.20310421.455000000.00

receivables 5 0

32478850.239008359.0

Total 1839930.20 310421.45 5000000.00

50

The expected credit losses accrued in the current period amounted to RMB1839930.20 the expected credit

losses recovered or reversed in the current period was RMB0.00 and the expected credit losses written off in the

current period was RMB310421.45 which was different from the credit impairment loss on other receivables

accrued in the current period of RMB1839930.20 mainly due to the impairment provision of

RMB5000000.00 made by subsidiary NationStar Optoelectronics for its long-term equity investment in

Jiangsu Fozhao Contract Energy Management Development Co. Ltd. which had been previously recorded in

asset impairment provisions was reclassified as other receivables with the carrying amount of the said long-

term equity investment and the provision for bad debt.Of which the important Bad debt provision reversal or recoverable amount in the Reporting period

Naught

4) Particulars of the Actual Verification of Other Receivables during the Reporting Period

Unit: RMB

Item Amount

Customer A 246628.45

Tender deposits and security deposits 32743.00

Other 31050.00

Of which significant actual verification of other receivables:

Unit: RMB

Whether occurred

Name of the entity Nature Amount Reason Procedure because of related-

party transactions

The approval

Litigation costs are

procedure shall be

No. 1 Current money 246628.45 high and there is a Not

carried out

risk of losing

according to the

241Foshan Electrical and Lighting Co. Ltd.

Company’s rules

for managing bad

debts regarding to

verification

application before

accounts can be

verified

The approval

procedure shall be

carried out

according to the

The statute of

Company’s rules

Security and limitations has

No. 2 30000.00 for managing bad Not

deposit expired and there

debts regarding to

is a risk of losing

verification

application before

accounts can be

verified

The approval

procedure shall be

carried out

according to the

The statute of

Company’s rules

Security and limitations has

No. 3 10000.00 for managing bad Not

deposit expired and there

debts regarding to

is a risk of losing

verification

application before

accounts can be

verified

The approval

procedure shall be

carried out

according to the

The statute of

Company’s rules

limitations has

No. 4 Current money 9693.00 for managing bad Not

expired and there

debts regarding to

is a risk of losing

verification

application before

accounts can be

verified

The statute of The approval

Security and limitations has procedure shall be

No. 5 5050.00 Not

deposit expired and there carried out

is a risk of losing according to the

242Foshan Electrical and Lighting Co. Ltd.

Company’s rules

for managing bad

debts regarding to

verification

application before

accounts can be

verified

The approval

procedure shall be

carried out

according to the

The statute of

Company’s rules

Security and limitations has

No. 6 5000.00 for managing bad Not

deposit expired and there

debts regarding to

is a risk of losing

verification

application before

accounts can be

verified

The approval

procedure shall be

carried out

according to the

The statute of

Company’s rules

limitations has

No. 7 Current money 3000.00 for managing bad Not

expired and there

debts regarding to

is a risk of losing

verification

application before

accounts can be

verified

The approval

procedure shall be

carried out

according to the

The statute of

Company’s rules

limitations has

No. 8 Current money 1050.00 for managing bad Not

expired and there

debts regarding to

is a risk of losing

verification

application before

accounts can be

verified

Total 310421.45

243Foshan Electrical and Lighting Co. Ltd.

5) Top 5 of the Ending Balance of the 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 receivables bad debt provision

(%)

Other intercourse

No. 1 20000000.00 Over 5 years 27.81% 20000000.00

accounts

VAT export tax

No. 2 10011271.72 Within 1 year 13.92% 300338.15

refunds

Other intercourse

No. 3 5938549.43 Within 2 years 8.26% 179845.37

accounts

Other intercourse

No. 4 5000000.00 Within 1 year 6.95% 5000000.00

accounts

Other intercourse

No. 5 4289457.98 Within 3 years 5.96% 4289457.98

accounts

Total 45239279.13 62.90% 29769641.50

6) Accounts Receivable Involving Government Grants

Naught

7) Derecognition of Other Receivables due to the Transfer of Financial Assets

Naught

8) The Amount of the Assets and Liabilities Formed due to the Transfer and the Continued Involvement

of Other Receivables

Naught

9. Inventory

Whether the Company needs to comply with disclosure requirements for real estate industry

No

(1) Category of Inventory

Unit: RMB

Ending balance Beginning balance

Falling price Falling price

reserves of reserves of

Item Carrying Carrying

inventory or Carrying value inventory or Carrying value

amount amount

depreciation depreciation

reserves of reserves of

244Foshan Electrical and Lighting Co. Ltd.

contract contract

performance performance

cost cost

414134452.407241210.384214026.375467179.

Raw materials 6893242.38 8746846.57

55170144

Goods in 239412167. 239412167. 320205615. 320205615.process 33 33 06 06

Inventory 101999015 139368445. 880621713. 975145274. 120166259. 854979014.goods 9.16 90 26 51 74 77

391149213.381344043.337255469.330125746.

Goods in transit 9805170.06 7129722.56

49435195

Semi-finished 113621240. 112706998. 100723505. 100345745.

914242.37377760.65

goods 54 17 66 01

Low-value

2742435.822742435.823231115.873231115.87

consumables

Others 7568833.69 7568833.69 5177062.67 5177062.67

218861850156981100.203163740212595206136420589.198953147

Total

2.58711.879.29529.77

(2)Falling Price Reserves of Inventory and Depreciation Reserves of Contract Performance Cost

Unit: RMB

Increase Decrease

Beginning

Item Reversal or Ending balance

balance Withdrawal Other Other

write-off

Raw materials 8746846.57 5965516.32 7819120.51 6893242.38

Goods in

process

Inventory 120166259. 67243195.3 48041009.2 139368445.goods 74 9 3 90

Semi-finished

377760.65960653.50424171.78914242.37

goods

Goods in transit 7129722.56 7795594.80 5120147.30 9805170.06

136420589.81964960.061404448.8156981100.

Total

521271

(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

245Foshan Electrical and Lighting Co. Ltd.

10. Contract Assets

Unit: RMB

Ending balance Beginning balance

Item Carrying Depreciation Carrying Depreciation

Carrying value Carrying value

amount reserves amount reserves

Contract assets 6074305.63 607430.56 5466875.07 8826085.67 264782.57 8561303.10

Total 6074305.63 607430.56 5466875.07 8826085.67 264782.57 8561303.10

Amount of significant changes in carrying value of contract assets in the Reporting Period and reasons thereof:

Naught

If the bad debt provision for contract assets in accordance with the general model of expected credit losses the information related

to the bad debt provision shall be disclosed by reference to the disclosure method of other receivables:

□Applicable □ Not applicable

Withdrawal of impairment provision for contract assets in the Reporting Period

Unit: RMB

Item Withdrawal Reversal Verification Reason

Normal withdrawal at

Contract assets 342647.99

aging

Total 342647.99 ——

11. Held-for-Sale Assets

Unit: RMB

Ending Estimated

Depreciation Ending Estimated

Item carrying Fair value disposal

reserves carrying value disposal time

amount expense

Houses

buildings and 31 December

17147339.8417147339.84183855895.0055718333.95

land involved 2023

in expropriation

Total 17147339.84 0.00 17147339.84 183855895.00 55718333.95

Other notes:

Note: For details see Part X-XVI.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

246Foshan Electrical and Lighting Co. Ltd.

13. Other Current Assets

Unit: RMB

Item Ending balance Beginning balance

Input tax of VAT to be certified and

72851826.53111647463.39

deducted

Advance payment of enterprise income

3676607.3210562615.78

tax

Others 2910143.04 3507355.35

Total 79438576.89 125717434.52

14. Investments in debt obligations

Naught

15. Other Investments in Debt Obligations

Naught

16. Long-term Accounts Receivable

Naught

17. Long-term Equity Investment

Unit: RMB

Increase/decrease

Gains

Ending

and Cash

Beginni Adjust Withdra balance

losses bonus Ending

ng Additio Reduce ment of Change wal of of

Investe recogni or balance

balance nal d other s of depreci depreci

es zed profits Other (carryin

(carryin investm investm compre other ation ation

under announ g value)

g value) ent ent hensive equity reserve reserve

the ced to

income s s

equity issue

method

I. Joint ventures

II. Associated enterprises

Jiangsu

Fozhao

Contrac

247Foshan Electrical and Lighting Co. Ltd.

t

Energy

Manage

ment

Develo

pment

Co.Ltd.Shenzh

en

Primatr

onix

1815452467020803181931

(Nanho

123.0960.0790.50792.66

)

Electro

nics

Ltd.Subtota 181545 24670 20803 181931

l 123.09 60.07 90.50 792.66

1815452467020803181931

Total

123.0960.0790.50792.66

Other notes:

1. The Company's subsidiary NationStar Optoelectronics entered into the Contribution Agreement of Jiangsu

Fozhao Contract Energy Management Development Co. Ltd. with the natural persons Ye Zongcai and Zhao

Qiaoyue on 3 August 2012 to jointly establish Jiangsu Fozhao Contract Energy Management Development Co.Ltd. (Jiangsu Fozhao) with the registered capital of RMB20 million wherein NationStar Optoelectronics

contributed RMB5 million representing 25.00% of the total investment.Since its inception Jiangsu Fozhao has

been in a loss-making position has ceased production and has low realisable value of its assets. The investment

has obvious signs of impairment. In accordance with the relevant provisions of ASBE No. 8 - Impairment of

Assets etc. full provision for impairment was made. In 2022 NationStar Optoelectronics applied for the

dissolution of the company and the dispute resulted in the judgment of the Hefei Intermediate People's Court in

Anhui Province and the subsidiary NationStar Optoelectronics exited its investment in Jiangsu Fozhao on 20

September 2022. Due to the financial difficulties of the shareholders of the company NationStar

Optoelectronics made a full bad debt provision against its receivables.

18. Other Equity Instrument Investment

Unit: RMB

Item Ending balance Beginning balance

Hefei Guoxuan High-Tech Power Energy

493967194.53887464218.75

Co. Ltd.Xiamen Bank Co.Ltd. 328664290.95 575955944.40

China Guangfa Bank Co.Ltd. 500000.00 500000.00

Beijing Guangrong Lianmeng

Semiconductor lighting Industry 8059860.92 8059860.92

Investment Center(L.P.)

Guangdong Rising Finance Co. Ltd. 30000000.00 30000000.00

Foshan Nanhai District United 3000000.00 3000000.00

248Foshan Electrical and Lighting Co. Ltd.

Guangdong New Light Source Industry

Innovation Center

Total 864191346.40 1504980024.07

Disclosure of non-trading equity instrument investment by items

Unit: RMB

Reason for

Amount of assigning to Reason for

other measure in fair other

Dividend comprehensive value and the comprehensive

Accumulative Accumulative

Item income income changes income

gains losses

recognized transferred to included in transferred to

retained other retained

earnings comprehensive earnings

income

Not satisfied

Hefei Guoxuan with the

High-Tech Sale of

1715644.18 410952709.40 6804316.24 condition of

Power Energy shareholdings

Co. Ltd. trading equity

instrument

Not satisfied

with the

Xiamen Bank Sale of

14339628.75 175706684.12 94112907.95 condition of

Co.Ltd. shareholdings

trading equity

instrument

Beijing

Guangrong Not satisfied

Lianmeng with the

Semiconductor

601263.41 condition of Not applicable

lighting

Industry trading equity

Investment instrument

Center(L.P.)

Not satisfied

Guangdong with the

Rising Finance 4080.96 4080.96 condition of Not applicable

Co. Ltd. trading equity

instrument

Total 16059353.89 587264737.89 100917224.19

19. Other Non-current Financial Assets

Naught

249Foshan Electrical and Lighting Co. Ltd.

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

the period

(1) Outsourcing

(2) Transfer from

inventories/fixed

assets/construction in

progress

(3) Enterprise

combination increase

3. Decreased amount of

the period

(1) Disposal

(2) Other transfer

4. Ending balance 54404787.78 54404787.78

II. Accumulative

depreciation and

accumulative

amortization

1. Beginning balance 7302573.44 7302573.44

2. Increased amount of

2490331.902490331.90

the period

(1) Withdrawal or

2490331.902490331.90

amortization

3. Decreased amount of

the period

(1) Disposal

(2) Other transfer

4. Ending balance 9792905.34 9792905.34

III. Depreciation

reserves

1. Beginning balance

2. Increased amount of

the period

250Foshan Electrical and Lighting Co. Ltd.

(1) Withdrawal

3. Decreased amount of

the period

(1) Disposal

(2) Other transfer

4. Ending balance

IV. Carrying value

1. Ending carrying

44611882.4444611882.44

value

2. Beginning carrying

47102214.3447102214.34

value

(2) Investment Property Adopting the Fair Value Measurement Mode

□Applicable □ Not applicable

(3) Investment Property Failed to Accomplish Certification of Property

Naught

21. Fixed Assets

Unit: RMB

Item Ending balance Beginning balance

Fixed assets 3505729627.80 3514558966.21

Disposal of fixed assets 2364654.61 164686.99

Total 3508094282.41 3514723653.20

(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 1845382179. 4842806253. 6887093506.

45166265.3168041654.2185697154.74

balance 08 19 53

2. Increased

amount of the 158499978.63 371451717.67 1136854.89 6995439.27 2312469.93 540396460.39

period

(1) Purchase 688612.51 55567715.66 1126677.90 5632354.77 471238.37 63486599.21

(2) Transfer

from

157593282.48312650703.3510176.991257780.961533948.21473045891.99

construction in

progress

251Foshan Electrical and Lighting Co. Ltd.

(3) Others (note

218083.643233298.66105303.54307283.353863969.19

2)

3. Decreased

amount of the 58376198.96 187732226.78 3369032.26 3490714.51 777133.35 253745305.86

period

(1) Disposal or

58365421.75172369242.623360983.983475757.96776575.89238347982.20

scrap

(2) Equipment

12193769.7112193769.71

transformation

(3) Others (note

10777.213169214.458048.2814956.55557.463203553.95

2)

4. Ending 1945505958. 5026525744. 7173744661.

42934087.9471546378.9787232491.32

balance 75 08 06

II.Accumulative

depreciation

1. Beginning 2529306663. 3365030058.

689409014.9633757191.6851265111.7861292077.18

balance 11 71

2. Increased

amount of the 78992657.69 418418098.14 2504766.80 4973224.58 8667469.28 513556216.49

period

(1) Withdrawal 78206249.53 412961302.76 2504766.80 4955677.35 8574685.64 507202682.08

(2) Transfer

from

5456795.385456795.38

construction in

progress

(3) Others (note

786408.1617547.2392783.64896739.03

2)

3. Decreased

amount of the 46619060.98 167972125.72 2867042.08 3316759.43 1271197.74 222046185.95

period

(1) Disposal or

46614504.24156777911.132865540.663298743.55736792.81210293492.39

scrap

(2)

Equipment 8593503.06 8593503.06

transformation

(3) Others

4556.742600711.531501.4218015.88534404.933159190.50

(note)

4. Ending 2779752635. 3656540089.

721782611.6733394916.4052921576.9368688348.72

balance 53 25

III.Depreciation

reserves

1. Beginning 7503053.68 1427.93 7504481.61

252Foshan Electrical and Lighting Co. Ltd.

balance

2. Increased

amount of the 3651651.37 69.83 342427.13 1587.18 3995735.51

period

(1) Withdrawal 3651651.37 69.83 342427.13 1587.18 3995735.51

3. Decreased

amount of the 25273.11 25273.11

period

(1) Disposal or

25273.1125273.11

scrap

4. Ending

11129431.9469.83343855.061587.1811474944.01

balance

IV. Carrying

value

1. Ending 1223723347. 2235643676. 3505729627.

9539101.7118280946.9818542555.42

carrying value 08 61 80

2. Beginning 1155973164. 2305996536. 3514558966.

11409073.6316775114.5024405077.56

carrying value 12 40 21

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 adjustments made to the fixed asset classes during the current period.

(2) List of Temporarily Idle Fixed Assets

Unit: RMB

Original carrying Accumulated Depreciation

Item Carrying value Note

value depreciation reserves

Machinery

50680329.86 40037101.10 3651651.37 6991577.39 Idle

equipment

Electronic

7785983.92 7353662.39 342427.13 89894.40 Idle

equipment

Transportation

137560.60 130682.57 69.83 6808.20 Idle

equipment

Others 3645.30 1875.86 1587.18 182.26 Idle

Total 58607519.68 47523321.92 3995735.51 7088462.25

253Foshan Electrical and Lighting Co. Ltd.

(3) Fixed Assets Leased out by Operation Lease

Naught

(4) Fixed Assets Failed to Accomplish Certification of Property

Other notes:

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 and led Workshop have been completed and put into use and carried forward fixed assets.As of 31 December 2022 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 (31) Other

non-current assets.

(5) Proceeds from Disposal of Fixed Assets

Unit: RMB

Item Ending balance Beginning balance

Applying for scrapping updisposed

2364654.61164686.99

equipment

Total 2364654.61 164686.99

22. Construction in progress

Unit: RMB

Item Ending balance Beginning balance

Construction in progress 1282780335.14 1087564087.47

Total 1282780335.14 1087564087.47

(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

254Foshan Electrical and Lighting Co. Ltd.

Construction in 1284307890. 1282780335. 1088882887. 1087564087.

1527554.991318800.00

progress 13 14 47 47

1284307890.1282780335.1088882887.1087564087.

Total 1527554.99 1318800.00

13144747

(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

Self-

Kelian 7267 5015 6465 5662 3664 financi

88.0590.00

Buildi 3890 9485 9894 5474 0953 ng and

%%

ng 0.00 2.04 .57 6.61 .02 Borro

wing

The

Project Self-

1714

of the 2343 1917 4743 4213 financi

54627.0627.0637833783

Geely 1970 3217 362. 0850 3.09% ng and

700.0%%5.825.82

Industr 1.33 0.02 80 8.55 Borro

0

ial wing

Park

Gaomi

ng 1150 2220 5101 7322 Self-

63.6765.00

office 0000 9451 2788 2239 financi

%%

buildin 0.00 .41 .28 .69 ng

g

The

smart

LED

Lighti

ng

Produc

tion

1482 6827 6827 Self-

Plant 46.05 80.00

7190 5373 5373 financi

in the % %

0.00 .87 .87 ng

Gaomi

ng

Produc

tion

Base

(1-3

buildin

255Foshan Electrical and Lighting Co. Ltd.

gs)

FSLHa

inan 3104 3752 3752 Self-

12.0960.00

Industr 0000 2769 2769 financi

%%

ial 0.00 .10 .10 ng

Park I

FSL

intellig

ent

8968 2380 2380 Self-

manuf 26.55 30.00

0000 8849 8849 financi

acturin % %.00 .57 .57 ng

g

factory

project

The

LED

R&D

and

Produc

tion

Base

on 7563 7348 4032 3504 1262 Self-

60.2560.25

Jihua 0000 850. 2208 1414 9643 financi

%%

Secon .00 20 .01 .44 .77 ng

d

Road.Others

(spora

dic

equip

ment)

The

Project

of

Produc

tion

Expan

sion of

Packag

9134 1079 1206 2168 1180 Self-

ing 97.72 97.72

1250 8624 6622 4863 3833 financi

Comp % %

0.00 4.68 1.42 2.41 .69 ng

onents

and

Chips

of

New-

genera

tion

LEDs

Gaomi

ng

Intellig

ent 2618 7854 7854 Self-

30.0030.00

Wareh 0000 436. 436. financi

%%

ouse .00 33 33 ng

phase

II

constr

256Foshan Electrical and Lighting Co. Ltd.

uction

project

New

electro

nic

9782 6220 6220 Self-

works 64.00 64.00

438. 339. 339. financi

hop % %

76 01 01 ng

decora

tion

project

Gaomi

ng

R&D

7169 5353 7400 5710 3831 Self-

Works 100.0 100.0

0000 1061 900. 0118 842. 0.00 financi

hop 0% 0%.00 .32 23 .79 76 ng

1112

1314

and 18

Overh

aul of

Gaomi

ng No.

8 tank

furnac

1089 6242 6330 Self-

e Work 8780 100.0 100.0

0000 799. 604. financi

order: 5.31 0% 0%.00 53 84 ng

20029

Gaomi

ng

tank

furnac

e

15th

and

16th

floors 1157 1061 2896 1090 Self-

100.0100.0

office 5276 9522 780. 9200 financi

0%0%

buildin 3.00 2.94 26 3.20 ng

gs of

R&F

Center

432710631228

5986429138313667

9752379003783

Total 5168 5613 842. 8788

201.7033.0740.15.82

6.416.4876.84

629

(3) List of the Withdrawal of the Depreciation Reserves for Construction in Progress

Unit: RMB

Item Amount withdrawn Reason for withdrawal

The project was suspended from Y2021

Pad printing machine loading conveyor

208754.99 and there is no plan to continue using it

belt (19030) general bulb workshop

for the time being.Total 208754.99 --

257Foshan Electrical and Lighting Co. Ltd.

(4) Engineering Materials

Naught

23. Productive Living Assets

(1) Productive Living Assets Adopting Cost Measurement Mode

□Applicable □ Not applicable

(2) Productive Living Assets Adopting Fair Value Measurement Mode

□Applicable □ Not applicable

24. Oil and Gas Assets

□Applicable □ Not applicable

25. Right-of-use Assets

Unit: RMB

Item Houses and buildings Land use right Total

I. Original carrying value

1. Beginning balance 17864418.29 25688364.03 43552782.32

2. Increased amount of the

6528499.166528499.16

period

(1) Business combination

6528499.166528499.16

increase

3. Decreased amount of the

2675514.506597603.659273118.15

period

4. Ending balance 21717402.95 19090760.38 40808163.33

II. Accumulated amortization

1. Beginning balance 5377288.39 24049287.85 29426576.24

2. Increased amount of the

6040111.331085371.487125482.81

period

(1) Withdrawal 1661609.93 1085371.48 2746981.41

(2) Business combination

4378501.404378501.40

increase

3. Decreased amount of the

2311157.106480466.358791623.45

period

4. Ending balance 9106242.62 18654192.98 27760435.60

IV. Carrying value

1. Ending carrying value 12611160.33 436567.40 13047727.73

2. Beginning carrying value 12487129.90 1639076.18 14126206.08

258Foshan Electrical and Lighting Co. Ltd.

26. Intangible Assets

(1) List of Intangible Assets

Unit: RMB

Non-patent

Item Land use right Patent Software Others (note 1) Total

technology

I. Original

carrying

value

1.

536130

Beginning 456550796.29 25339982.16 29895792.52 24344062.26

633.23

balance

2.

Increased 541575

5428033.42-12277.36

amount of 6.06

the period

(1)541575

5428033.42-12277.36

Purchase 6.06

3.

Decreased 739666

48537036.601141509.425421.5024282675.00

amount of 42.52

the period

(1)485424

48537036.605421.50

Disposal 58.10

(2)

Lapsed

254241

and 1141509.42 24282675.00

84.42

derecogni

zed parts

4. Ending 467579

408013759.6924198472.7435318404.4449109.90

balance 746.77

II.Accumula

ted

amortizati

on

1.

161919

Beginning 99103256.74 24618597.10 13864588.55 24332807.83

250.22

balance

2.

Increased 121547

8960274.04313922.072881532.11-1022.93

amount of 05.29

the period

259Foshan Electrical and Lighting Co. Ltd.

(1)

121547

Withdraw 8960274.04 313922.07 2881532.11 -1022.93

05.29

al

3.

Decreased 470496

21837047.45929952.5324282675.00

amount of 74.98

the period

(1)218370

21837047.45

Disposal 47.45

(2)

Lapsed

252126

and 929952.53 24282675.00

27.53

derecogni

zed parts

4. Ending 127024

86226483.3324002566.6416746120.6649109.90

balance 280.53

III.Depreciati

on

reserves

1.

388613.

Beginning 388613.87

87

balance

2.

Increased

amount of

the period

3.

Decreased

amount of

the period

4. Ending 388613.

388613.87

balance 87

IV.Carrying

value

1. Ending

340166

carrying 321787276.36 195906.10 18183669.91 0.00

852.37

value

2.

Beginning 373822

357447539.55721385.0615642590.1011254.43

carrying 769.14

value

The proportion of intangible assets formed from the internal R&D of the Company at the period-end to the ending balance of

260Foshan Electrical and Lighting Co. Ltd.

intangible assets was 0.00%.

(2) Land Use Right with Certificate of Title Uncompleted

Naught

Other notes:

Note 1: Intangible assets-others mainly included the customer relationships and sales networks obtained through

the accounting of acquired enterprises which were amortised in 2021 and liquidated in 2022.Note 2: The original value and the increase in cumulated amortisation of “intangible assets-others” in the

current period were negative because Nanning Liaowang’s emission right estimated and recorded in 2021 was

confirmed to have no such asset in 2022 and the estimated original value and amortisation were offset.

27. Development Costs

Naught

28. 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: Guangdong Electronics Information Industry Group Ltd. a wholly-owned subsidiary of Guangdong Rising

Holdings Group Co. Ltd. acquired NationStar Optoelectronics in 2014 and the difference between the fair value

and the net assets attributable to shareholders of the listed company at the date of acquisition of NationStar

Optoelectronics resulted in a goodwill of RMB405620123.64.

(2) Goodwill impairment provisions

Naught

Information on the Assets Groups or Combination of Assets Groups which Goodwill Belongs to

The Company's management uses the smallest combination of assets that can independently generate cash inflows

261Foshan Electrical and Lighting Co. Ltd.

under the management or control of production and operating activities as the criteria for identifying an asset

group or combination of asset groups.Goodwill impairment testing process and key parameters

In testing goodwill for impairment the Company compares the carrying amount of the relevant asset group

(including goodwill) with its recoverable amount and if the recoverable amount is less than the carrying amount

the relevant difference is recognized in profit or loss for the current period. The recoverable amount of an asset

group is determined as the present value of the estimated future cash flows. The present value of cash flows is

based on the Company's management's projections of future cash flows over a five-year detailed forecast period

and subsequent stabilisation periods. The projected future cash flows for the detailed forecast period are based on

the business plan developed by management; the projected future cash flows for the subsequent stabilisation

period are determined at the level of the last year of the detailed forecast period. The key assumptions used by the

Company in projecting the present value of future cash flows include business volume growth rates and discount

rates with pre-tax discount rates ranging from 9.52% to 11.14% for 2022 and growth rates ranging from 2% to

15.31% for the detailed forecast period. The Company's management determined the parameters associated with

each key assumption in a manner consistent with the Company's historical experience or external sources of

information.Influence of goodwill impairment testing:

The goodwill impairment testing of the Company has no influence on statements.Other notes:

Naught

29. Long-term Prepaid Expense

Unit: RMB

Amortization

Other decreased

Item Beginning balance Increased amount amount of the Ending balance

amount

period

Mould 87127962.04 120854878.97 49500170.13 34781315.04 123701355.84

Expense on

maintenance and 53715154.13 19852103.36 19630249.81 53937007.68

decoration

Boarding box 2991248.46 332672.57 2952192.39 371728.64

Other 8892147.93 10257340.57 7032952.75 12116535.75

Total 152726512.56 151296995.47 79115565.08 34781315.04 190126627.91

262Foshan Electrical and Lighting Co. Ltd.

30. 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

Deductible

Item Deferred income tax Deductible temporary Deferred income tax

temporary

assets difference assets

difference

Provision for impairment of

355634218.1653741627.33336793647.2851513913.81

assets

Unrealized profit of internal

52989043.647948356.5221583736.243237560.44

transactions

Deductible loss 72901011.65 12503679.82 36016962.39 7312677.73

Depreciation of fixed assets 57459943.55 8618991.55 63273361.51 9491004.25

Accrued liabilities 9579783.06 1436967.46 7671948.69 1150792.30

Change in fair value of trading

5013923.26752088.49

financial assets

Long-term deferred expenses 3888860.58 583329.09

Payroll payable 51262888.11 7689433.22

Change in fair value of trading

154129.5523119.43

financial liabilities

Others 18675496.41 2802165.99 11486383.38 1843287.40

Total 576142280.31 88387206.25 528243057.15 82261788.58

(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 88576232.73 13286434.92 93485366.87 14022805.03

not under the same

control

Changes in fair value

of other investments in 580809393.51 87121409.03 1152615606.86 172892341.03

equity instruments

Changes in the fair

value of trading

financial instruments 14216.68 2132.50 4912265.32 776194.13

and derivative financial

instruments

One-off depreciation of

680398140.98102059721.15616542996.0192481449.40

fixed assets

Total 1349797983.90 202469697.60 1867556235.06 280172789.59

263Foshan Electrical and Lighting Co. Ltd.

(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

88387206.2582261788.58

assets

Deferred income tax

202469697.60280172789.59

liabilities

(4) List of Unrecognized Deferred Income Tax Assets

Naught

(5) Deductible Losses of Unrecognized Deferred Income Tax Assets will Due in the Following Years

Naught

31. Other Non-current Assets

Unit: RMB

Ending balance Beginning balance

Item Carrying Depreciation Carrying Depreciation

Carrying value Carrying value

amount reserve amount reserve

Advance

payment for

44132869.2644132869.2643706539.2443706539.24

equipment and

project

Long-term

assets to be 36553212.64 36553212.64

disposed (note)

Prepayments

for equity 10000000.00 10000000.00 465129434.98 10000000.00 455129434.98

acquisition

Assets of

subsidiaries to

613072.43613072.43903887.30903887.30

be cleared and

cancelled

Other 244358.52 244358.52

Total 91543512.85 10000000.00 81543512.85 509739861.52 10000000.00 499739861.52

Other notes:

1. The other non-current assets of RMB455 million at the beginning of the period was the advance payment for

the equity acquisition (such payment accounted for 30% of the total price of the equity acquisition) paid by

NationStar Optoelectronics to the original shareholders of NationStar Optoelectronics in accordance with the

Share Transfer Agreement. The merger under the same control for the current period has been completed.

264Foshan Electrical and Lighting Co. Ltd.

2. The Company's subsidiary NationStar Optoelectronics entered into the Capital Injection Agreement with

Nanyang Xicheng Technology Co. Ltd. (Xicheng Tech). NationStar Optoelectronics paid RMB10 million for

capital injection. Later the agreement was re-signed to change the investment method. In order to address

issues related to the above payment NationStar Optoelectronics filed a lawsuit with the court claiming the

return of the above payment for capital injection. Currently the court has rejected the claim. As of the end of

the Reporting Period the impairment provision had been set aside in full.

3. Note: 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.

32. Short-term Borrowings

(1) Category of Short-term Borrowings

Unit: RMB

Item Ending balance Beginning balance

Mortgage loans 100000000.00

Guarantee loans 97700000.00

Credit loans 37596526.02 128914000.00

Acceptance bill discount 20000000.00

Interest from short-term borrowings 118833.33 165997.01

Total 157715359.35 226779997.01

Note: For details about the collateral for mortgage loans please refer to XIV-(III) Other in Part X.Letter of credit

(2) List of the Short-term Borrowings Overdue but not Returned

Naught

33. Trading Financial Liabilities

Unit: RMB

Item Ending balance Beginning balance

Trading financial liabilities 4679000.00 9367.37

Including:

Other 4679000.00 9367.37

Including:

Total 4679000.00 9367.37

Other notes:

265Foshan Electrical and Lighting Co. Ltd.

As of 31 December 2022 the loss from changes in fair value of hedge instrument of the Company was

RMB4679000.00 which was recorded into the trading financial liabilities to account.

34. Derivative Financial Liabilities

Naught

35. Notes Payable

Unit: RMB

Item Ending balance Beginning balance

Bank acceptance bill 1923641752.28 2067479953.98

letter of credit 52101816.43

Total 1975743568.71 2067479953.98

The total amount of the due but not paid notes payable at the end of the period was of RMB0.00.

36. Accounts Payable

(1) List of Accounts Payable

Unit: RMB

Item Ending balance Beginning balance

Accounts payable 2513177458.14 2455934273.28

Total 2513177458.14 2455934273.28

(2) Significant Accounts Payable Aging over One Year

Unit: RMB

Item Ending balance Unpaid/ Un-carry-over reason

It has not reached the settlement

Supplier A 52949523.64

period

Supplier B 11091509.09 Unsettled for bankruptcy

Supplier C 6460648.00 Equipment has not been accepted

It has not reached the settlement

Supplier D 3484654.24

period

It has not reached the settlement

Supplier E 3435466.98

period

Supplier F 3407500.00 Equipment has not been accepted

Failed to settle since part of the

Supplier G 2563292.33 product pricing failed to reach an

agreement

Supplier H 2110178.88 Unsettled

Total 85502773.16

266Foshan Electrical and Lighting Co. Ltd.

37. Advances from Customer

(1) List of Advances from Customers

Unit: RMB

Item Ending balance Beginning balance

Advances from customers 2532442.44 8106923.79

Total 2532442.44 8106923.79

(2) Significant Advances from Customers Aging over One Year

Naught

38. Contract Liabilities

Unit: RMB

Item Ending balance Beginning balance

Advances on sales 125143161.61 141336712.44

Total 125143161.61 141336712.44

39. Employee Benefits Payable

(1) List of Employee Benefits Payable

Unit: RMB

Item Beginning balance Increase Decrease Ending balance

I. Short-term salary 181785253.31 1297265600.67 1310115734.49 168935119.49

II. Post-employment

benefit-defined 670312.10 103889334.63 100669575.22 3890071.51

contribution plans

III. Termination

2621830.382412869.20208961.18

benefits

IV. Current portion of

0.00

other benefits

Total 182455565.41 1403776765.68 1413198178.91 173034152.18

(2) List of Short-term Salary

Unit: RMB

Item Beginning balance Increase Decrease Ending balance

1. Salary bonus

178777798.911136389060.851150510888.93164655970.83

allowance subsidy

2. Employee welfare 793469.95 63353308.12 63479853.04 666925.03

3. Social insurance 477866.35 51145609.34 50255777.12 1367698.57

Of which: Medical

409349.3848655317.2647864025.861200640.78

insurance premiums

267Foshan Electrical and Lighting Co. Ltd.

Work-related

68516.972490292.082391751.26167057.79

injury insurance

4. Housing fund 242880.71 34068543.35 33852467.68 458956.38

5. Labor union budget

and employee 1493237.39 12309079.01 12016747.72 1785568.68

education budget

Total 181785253.31 1297265600.67 1310115734.49 168935119.49

(3) List of Defined Contribution Plans

Unit: RMB

Item Beginning balance Increase Decrease Ending balance

1. Basic pension

435529.6297346651.9094124158.603658022.92

benefits

2. Unemployment

14782.481983229.541866368.03131643.99

insurance

3. Annuity 220000.00 4559453.19 4679048.59 100404.60

Total 670312.10 103889334.63 100669575.22 3890071.51

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.

(4) Termination Benefits

Unit: RMB

Item Beginning balance Increase Decrease Ending balance

1. Compensation for termination of

2621830.382412869.20208961.18

labor relations

2. Estimated internal staff

expenditure

Total 2621830.38 2412869.20 208961.18

40. Taxes Payable

Unit: RMB

Item Ending balance Beginning balance

VAT 35832025.02 19366830.68

Corporate income tax 9503893.79 55204098.83

Personal income tax 2569142.68 3613227.79

Urban maintenance and construction tax 2934691.53 2589765.78

Property tax 8147187.30 855233.46

Education surcharge 2015767.71 1915052.36

Land use tax 1817585.50 545215.31

Other 1475258.57 7507467.30

268Foshan Electrical and Lighting Co. Ltd.

Total 64295552.10 91596891.51

41. Other Payables

Unit: RMB

Item Ending balance Beginning balance

Interest payable 0.00 0.00

Dividends payable 15646.07 15646.07

Other payables 440214434.98 376053534.67

Total 440230081.05 376069180.74

(1) Interest Payable

Unit: RMB

Item Ending balance Beginning balance

Total 0.00 0.00

(2) Dividends Payable

Unit: RMB

Item Ending balance Beginning balance

Ordinary share dividends 15646.07 15646.07

Total 15646.07 15646.07

(3) Other Payables

1) Other Payables Listed by Nature

Unit: RMB

Item Ending balance Beginning balance

Payment for equity transfer 134409650.00 -

Account current 133618069.56 220566219.57

Performance bond 67039416.12 59185869.60

Payments for demolition 36734144.44 54990047.00

Relevant expense of sales 29232738.55 12531559.28

Other 39180416.31 28779839.22

Total 440214434.98 376053534.67

2) Significant Other Payables Aging over One Year

Unit: RMB

Item Ending balance Reason for not repayment or carry-over

Unit A 120352181.20 Unsettled

Unit B 5752000.00 Unsettled for involving in lawsuits

Total 126104181.20

269Foshan Electrical and Lighting Co. Ltd.

42. Liabilities Held for sale

Naught

43. Current Portion of Non-current Liabilities

Unit: RMB

Item Ending balance Beginning balance

Current portion of long-term borrowings 60322923.28

Current portion of long-term payables 19423561.38

Current portion of lease liabilities 5217587.39 8176624.77

Total 65540510.67 27600186.15

44. Other Current Liabilities

Unit: RMB

Item Ending balance Beginning balance

Pending changerover output VAT and

8370764.1510716009.78

others

Reversed notes that are endorsed and

91821916.85

undue

Total 100192681.00 10716009.78

45. Long-term Borrowings

(1) Category of Long-term Borrowings

Unit: RMB

Item Ending balance Beginning balance

Credit borrowings 808253946.99

Less: Current portion of long-term

60322923.28

borrowings

Total 747931023.71 0.00

46. Bonds Payable

Naught

47. Lease Liabilities

Unit: RMB

Item Ending balance Beginning balance

Lease liabilities 12273129.57 16242185.35

Less: current portion of lease liabilities 5217587.39 8176624.77

Total 7055542.18 8065560.58

270Foshan Electrical and Lighting Co. Ltd.

48. Long-term Payables

Naught

49. Long-term Employee Benefits Payable

Naught

50. Provisions

Unit: RMB

Item Ending balance Beginning balance Reason for formation

Withdrawal of customers’

Product quality assurance 9587043.31 17418343.01 claims for quality and product

quality assurance expenses

Total 9587043.31 17418343.01

51. Deferred Income

Unit: RMB

Reason for

Item Beginning balance Increase Decrease Ending balance

formation

Government grants 126304272.50 22636696.87 51862735.94 97078233.43

Total 126304272.50 22636696.87 51862735.94 97078233.43 --

Item involving government grants:

Unit: RMB

Amount

Amount

recorded

recorded Amount

into non- Related to

Amount of into other offset cost

Beginning operating Other Ending assets/relat

Item newly income in in the

balance income in changes balance ed to

subsidy the Reporting

the income

Reporting Period

Reporting

Period

Period

Governmen

t grants 99798518. 10582700. 35196150. 75185068.related to 52 00 45 07

assets

Of which:

The

Subsidy for

Metal- 42090261. 19999999. 22090261. Related to

organic 19 20 99 assets

Chemical

Vapour

271Foshan Electrical and Lighting Co. Ltd.

Deposition

(MOCVD)

The

Projects of

the

Production

Expansion

and

Technologi

cal 22197600. 4064551.6 18133049. Related to

Transforma 80 8 12 assets

tion of

Component

s of Small-

spacing and

Outdoor

LED

Displays

The Project

of the

Innovation

in

Packaging

Technology

and

Technologi

cal

Transforma 4590348.8 6822700.0 1990360.9 9422687.8 Related to

tion of Key 0 0 9 1 assets

Packaging

Equipment

of LEDs

with High

Colour

Rendering

Index for

Illuminatio

n

The Project

of the

Innovation 6299718.3 1020885.8 5278832.4 Related to

in 0 4 6 assets

Packaging

Technology

272Foshan Electrical and Lighting Co. Ltd.

and

Technologi

cal

Transforma

tion of Key

Packaging

Equipment

of LEDs

with Small

Spacing for

Display

The Project

of

Resource

Conservati 6059215.8 1809367.4 4249848.4 Related to

on and 8 4 4 assets

Environme

ntal

Protection

The First

Batch of

2022

Special

Funds for

Industrial

Technologi 2560000.0 2304000.0 Related to

255999.99

cal 0 1 assets

Transforma

tion by the

Finance

Bureau of

Liang Jiang

New Area

The 2019

Second

Batch of

Special

Funds for

2100000.0 1800000.0 Related to

the 300000.00

0 0 assets

Industrial

and

Informatio

n

Developme

273Foshan Electrical and Lighting Co. Ltd.

nt of the

City

The 2019

14th Batch

of 1050000.0 Related to

150000.00900000.00

Industrial 0 assets

Support

Funds

The Light-

converting

Films and

Component 1322376.2 Related to

588076.92734299.34

s of Highly 6 assets

Efficient

White-light

LEDs

Research

and

Developme

nt and

1714151.2 1329277.6 Related to

Industrializ 384873.61

9 8 assets

ation of

TD-LTE

Terminal

Rf Chip

Research

and

Developme

nt and

Industrializ

ation of 2229614.8 1864300.0 Related to

365314.79

LGBT the 2 3 assets

Key Power

Electronic

Device of

Electric

Vehicle

10145231. 1200000.0 1823330.6 9521900.5 Related to

Others

18 0 8 0 assets

Governmen

t grants 26505753. 12053996. 16666585. 21893165.related to 98 87 49 36

income

Of which:

274Foshan Electrical and Lighting Co. Ltd.

The

Research

on the Key

Technology

of 4K/8K

Full-colour 3900000.0 3407456.5 Related to

492543.45

Micro-LED 0 5 income

Displays

with Ultra

High

Definition

(UHD)

The

Research

on Full-

colour and

Integrated

Packaging

2096708.4 1098996.8 2234709.8 Related to

of Micro- 960995.46

5 7 6 income

LED

Display

with High

Brightness

and

Contrast

Research

Project on

Key

Technologi

es of the

Third

Generation

of High 1661468.9 1575000.0 1464522.7 1771946.2 Related to

Efficiency 8 0 2 6 income

and

Frequency

Semicondu

ctor

Electronic

Power

Module

The First

2166666.8 1766666.8 Related to

Batch of 399999.96

5 9 income

Special

275Foshan Electrical and Lighting Co. Ltd.

Funds for

the

Industrial

and

Informatio

n

Developme

nt for the

Guangxi

Zhuang

Autonomo

us Region

for 2017

(Technolog

ical

Transforma

tion) for

Liuzhou

Guige

The Second

Batch of

Support

Funds for

the“Technological

Transforma

tion of 1966666.6 1766666.6 Related to

200000.04

Thousands 6 2 income

of

Enterprises

” in the

Guangxi

Zhuang

Autonomo

us Region

for 2021

The Project

of the First

Batch of

1800000.0 1500000.0 Related to

Support 300000.00

0 0 income

Funds for

Enterprises

in Liuzhou

276Foshan Electrical and Lighting Co. Ltd.

City for

2017 for

Liuzhou

Guige

Research

and

Developme

nt and

Industrializ

ation of

Potassium

Nitride- 1143201.2 1800000.0 1972219.1 Related to

970982.10

based Rf 4 0 4 income

Devices in

the Field of

Next

Generation

Mobile

Communic

ation

The Key

Labs of

Semicondu

ctor Micro

Display 1216601.5 Related to

706601.56510000.00

Enterprises 6 income

in

Guangdong

Province

(for 2020)

The

Research

on the Key

Technology

and

Innovative 1067475.4 Related to

875475.44192000.00

Application 4 income

of Deep

Ultraviolet

Solid-state

Light

Sources

The 1537498.0 1387498.0 Related to

150000.00

Research 9 9 income

277Foshan Electrical and Lighting Co. Ltd.

and

Industrializ

ation of

New and

High-

performanc

e Display

Component

s

The

Research

and

Developme

nt of Chip-

on-Board

(COB)

Integrated

1100000.0 1112123.3 Related to

Packaging 84920.52 72797.16

0 6 income

and

Systems of

LED

Displays

with High

Density

and Small

Spacing

The

Research

on the Key

Technology

of High-

lumen

Compound

Reflex 1800000.0 2122534.4 Related to

367534.4845000.00

LED Chips 0 8 income

for

Automobil

es and

High-

density

Matrix

Packaging

11397011. 4672071.7 7504939.9 Related to

Others 780000.00

71 9 2 income

278Foshan Electrical and Lighting Co. Ltd.

1263042722636696.51862735.97078233.

Total

2.50879443

52. Other Non-current Liabilities

Unit: RMB

Item Ending balance Beginning balance

Pending changerover output VAT 307696.87

Liabilities of subsidiaries to be cleared

1083.7422653.46

and cancelled

Total 308780.61 22653.46

53. Share Capital

Unit: RMB

Increase/decrease (+/-)

Beginning Ending

New shares Bonus issue

balance Bonus shares Other (note) Subtotal balance

issued from profit

--

The sum of 139934615 136199464

37351507.037351507.0

shares 4.00 7.00

00

Other notes:

Unit: RMB

Item/Investor Beginning balance Increase Decrease Ending balance

Invested amount Proportion Invested amount Proportion

Restricted shares 13169196.00 0.94% 2415538.00 10753658.00 0.79%

Unrestricted shares 1386176958.00 99.06% 34935969.00 1351240989.00 99.21%

Total 1399346154.00 100.00% 37351507.00 1361994647.00 100.00%

Note: Other decrease in share capital was due to deregistration of treasury shares. For details please refer to

Part VI-XVI. Other Significant Events-Cancellation of Shares of this Report.

54. Other Equity Instruments

Naught

55. Capital Reserves

Unit: RMB

Item Beginning balance Increase Decrease Ending balance

Capital premium

1043912642.641043912642.64

(premium on stock)

Other capital reserves 7245971.54 7245971.54

Total 1051158614.18 1043912642.64 7245971.54

Other notes including changes and reason of change:

279Foshan Electrical and Lighting Co. Ltd.

1. The cancellation of treasury shares offset the capital reserve of RMB4825948.60.

2. Due to the merger of NationStar Optoelectronics under the same control in the current period the opening

balance of the capital reserve upon retroactive adjustment was RMB1036001099.28. The merger in the

current period decreased by RMB1039086694.04.

56. Treasury Shares

Unit: RMB

Item Beginning balance Increase Decrease (note) Ending balance

Treasury shares (A-

201955572.33119790428.1882165144.15

share)

Treasury shares (B-

48645302.2148645302.21

share)

Total 250600874.54 168435730.39 82165144.15

Other notes including changes and reason of change:

Note: The decrease in treasury shares for the Reporting Period was due to deregistration of treasury shares. For

details please refer to Part VI-XVI. Other Significant Events-Cancellation of Shares of this Report.

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 - - -9831572 1009172 4986604

451270067690504844967

may not 54.51 24.19 84.47

53.948.0970.04

subsequentl

y be

reclassified

280Foshan Electrical and Lighting Co. Ltd.

to profit or

loss

Changes in

fair value - - -

983157210091724986604

of other 4512700 6769050 4844967

54.5124.1984.47

equity 53.94 8.09 70.04

instrument

investment

II. Other

comprehen

sive

income that

may - - - -227657.0

169800.4122008.2349665.3519465.7

subsequentl 9

3547

y be

reclassified

to profit or

loss

Differences

arising

from

translation - - - -227657.0

169800.4122008.2349665.3519465.7

of foreign 9

3547

currency-

denominate

d financial

statements

Total of

other - - -

98298741009172227657.04981410

comprehen 4513920 6769050 4848464

54.0824.19918.70

sive 62.19 8.09 35.38

income

58. Specific Reserve

Naught

59. Surplus Reserves

Unit: RMB

Item Beginning balance Increase Decrease Ending balance

Statutory surplus 699673077.00 11785496.74 661779817.55 49678756.19

281Foshan Electrical and Lighting Co. Ltd.

reserves

Discretionary surplus

41680270.9641680270.96

reserves

Total 741353347.96 11785496.74 661779817.55 91359027.15

Notes including changes and reasons thereof:

1. The increase for the Reporting Period refers to the accrued surplus reserves of RMB11785496.74.

2. The decrease in surplus reserves for the Reporting Period is mainly due to the de-registration of treasury

shares and the combination of NationStar Optoelectronics under the same control in the Reporting Period.

60. Retained Earnings

Unit: RMB

Item Reporting Period Same period of last year

Beginning balance of retained earnings

1758462062.48

before adjustments

Beginning balance of total retained

earnings of adjustments (“+” for 148592079.08increase “-“ for decrease)Beginning balance of retained earnings

3111864076.861907054141.56

after adjustments

Add: Net profit attributable to owners of

230394235.91299614354.88

the Company as the parent

Less: Withdrawl of statutory surplus

11785496.74

reserves

Dividend of ordinary shares

134899464.70135847668.70

payable

Add: Others (note) 100917224.19 1041043249.12

Ending retained earnings 3296490575.52 3111864076.86

Note: When selling stocks in the Reporting Period the accumulative fair value changes previously included in other

comprehensive income were transferred into retained earnings.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) RMB0.00 beginning retained earnings was affected by changes in accounting policies.

(3) RMB0.00 beginning retained earnings was affected by correction of significant accounting errors.

(4) RMB148592079.08 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.

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 8494775305.34 7040206010.36 8495224683.73 7059866653.21

Other operations 265189970.62 183765491.17 231016369.77 182792408.54

282Foshan Electrical and Lighting Co. Ltd.

Total 8759965275.96 7223971501.53 8726241053.50 7242659061.75

Whether the lower of the net profit before and after deduction of non-recurring gains and losses through audit is negative

□Yes □ No

Relevant information of revenue:

Unit: RMB

Category of contracts Total

Types of products 8759965275.96

Of which:

General lighting products 3136174210.72

LED packaging and component products 2562831923.06

Vehicle lamp products 1729839032.11

Trade and other products 1331120110.07

By operating places 8759965275.96

Of which:

Domestic 6625258201.57

Overseas 2134707074.39

Information related to performance obligations:

Naught

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 RMB312334915.47 .

62. Taxes and Surtaxes

Unit: RMB

Item Reporting Period Same period of last year

Urban maintenance and construction tax 16433160.03 22722495.15

Education surcharge 8648196.05 12429031.47

Property tax 21704695.10 15987326.40

Land use tax 6829390.37 6557198.44

Vehicle and vessel use tax 45539.98 36967.26

Stamp duty 7098838.10 5984571.34

Local education surcharge 2959947.15 3900946.03

Environmental protection tax 129730.62 127434.40

VAT of land -2047738.45

Others 225457.17 393432.00

Total 62027216.12 68139402.49

Other notes:

Note: It was mainly because of the land appreciation tax accrued for the sale of real estate in the previous period.The over-accrued land appreciation tax of RMB2047738.45 was released when the actual payment was made

this year.

283Foshan Electrical and Lighting Co. Ltd.

63. Selling Expense

Unit: RMB

Item Reporting Period Same period of last year

Employee benefits 124898336.26 110595613.31

Business propagandize fees and

54868902.8947924059.61

advertizing fees

After-sales expenses 15001278.36 39986.89

Sales promotion fees 12365392.75 12840438.91

Office expenses 10546333.93 13040259.46

Business travel charges 8486981.36 12521726.49

Commercial insurance premium 5802490.36 4762651.65

Other 24850877.91 34270721.57

Total 256820593.82 235995457.89

64. Administrative Expense

Unit: RMB

Item Reporting Period Same period of last year

Employee benefits 253446528.98 217818947.11

Depreciation charge 48169909.92 41691181.03

Office expenses 23802294.29 20489882.18

Intermediary agency fee 10681650.48 9686674.93

Utilities 8318833.90 5070688.64

Amortization of intangible assets 7406254.55 6856771.02

Engineering decoration cost 6308994.29 6980479.30

Labor cost 3790883.26 2802839.41

Security fund for the disabled 2773339.56 2722348.51

Rent of land and management charge 1636038.99 4477445.47

Others 41784681.00 33342014.75

Total 408119409.22 351939272.35

65. Development Costs

Unit: RMB

Item Reporting Period Same period of last year

Employee benefits 196235469.02 152596071.77

Material consumption 144117100.51 143852260.60

Depreciation and long-term prepaid

50965688.0438423035.97

expense

Certification and testing fee 14678874.32 10471002.67

Expense on equipment debugging 8256764.80 9255666.89

Charges related to patents 2525432.48 1169438.63

Others 24008604.89 19207465.11

284Foshan Electrical and Lighting Co. Ltd.

Total 440787934.06 374974941.64

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 22311206.70 11811659.37

Less: Interest income 29169641.75 30522913.04

Foreign exchange gains or losses -26718075.66 15599915.72

Others 2098422.28 2705641.88

Total -31478088.43 -405696.07

67. Other Income

Unit: RMB

Sources Reporting Period Same period of last year

The Subsidy for Metal-organic Chemical

19999999.2019999999.20

Vapour Deposition (MOCVD)

One-time Stay Allowance 5257845.00

The Subsidy for Employees' On-the-job

4887500.002663240.00

Training

The Projects of the Production

Expansion and Technological

4064551.684064551.68

Transformation of Components of Small-

spacing and Outdoor LED Displays

Grants for High-tech Enterprises 2870936.00 5845000.00

The Special Fund for Promoting High-

2865247.032438064.00

quality Economic Development

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

285Foshan Electrical and Lighting Co. Ltd.

The Project of the Innovation in

Packaging Technology and

Technological Transformation of Key

1990360.99

Packaging Equipment of LEDs with

High Colour Rendering Index for

Illumination

Research and Development and

Industrialization of Potassium Nitride-

1972219.141051721.76

based Rf Devices in the Field of Next

Generation Mobile Communication

Research and Development and

Industrialization of LGBT the Key

1864300.03379098.36

Power Electronic Device of Electric

Vehicle

The Project of Resource Conservation

1809367.441809367.44

and Environmental Protection

Research on Key Technologies of the

Third Generation of High Frequency

1464522.7285485.02

Semiconductor Electronic Power Module

in Colleges and Universities

The Subsidy for Stabilizing Employment 1440668.72 2993359.27

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 315537.48

Chip

The Special Support Fund for the

Industrial Internet of Things (IIOT) 1320000.00 809900.00

Development

Refund of Individual Income Tax 1146553.80 501207.64

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 1097962.93

Production Control

The Research and Application of

Epitaxial Wafers Chips and Packaging

369238.725987959.60

of Near-ultraviolet Silica-based AlGaN

Vertical LEDs with High Power

2020 Supporting Fund for Guangdong

3000000.00

Provincial Science and Technology

286Foshan Electrical and Lighting Co. Ltd.

Award of Foshan Municipal Government

The Research and Application on the

Key Technology of High-lumen

Compound Reflex LED Chips for 1518820.56

Automobiles and High-density Matrix

Packaging

Support Funds for Industrial Design

Industry Development in Chancheng 1000000.00

District Foshan City

Other 20693446.22 18380382.55

Total 84894793.92 73941657.49

68. Investment Income

Unit: RMB

Item Reporting Period Same period of last year

Long-term equity investment income

2467060.072260497.27

accounted by equity method

Investment income from disposal of

-995989.54

long-term equity investment

Investment income from holding of

-9764664.956357117.65

trading financial assets

Investment income from disposal of

285376.51

trading financial assets

Dividend income from holding of other

16059353.8923643370.02

equity instrument investment

Income received from financial products

1586828.502048985.41

and structural deposits

Total 10633954.02 33313980.81

69. Net Gain on Exposure Hedges

Naught

70. Gain on Changes in Fair Value

Unit: RMB

Sources Reporting Period Same period of last year

Trading financial assets -4839428.58 4523330.79

Of which: gains on changes in fair

-4839428.584523330.79

value of derivative financial instrument

Trading financial liabilities -4679000.00 -27790.90

Total -9518428.58 4495539.89

287Foshan Electrical and Lighting Co. Ltd.

71. Credit Impairment Loss

Unit: RMB

Item Reporting Period Same period of last year

Bad debt loss on other receivables -1839930.20 64660.67

Expected credit loss on accounts

-13492101.98-8552761.66

receivable

Expected credit loss on contract assets -264782.57

Others -72731.43

Total -15404763.61 -8752883.56

72. Asset Impairment Loss

Unit: RMB

Item Reporting Period Same period of last year

II. Loss on inventory valuation and

-79344281.60-72264251.24

contract performance cost

V. Loss on impairment of fixed assets -3995735.51 -398525.90

VII. Loss on impairment of construction

-208754.99-1318800.00

in progress

X. Loss on impairment of intangible

-388613.87

assets

XII. Loss on impairment of contract

-342647.99

assets

XIII. Others -7625958.29 -19723413.98

Total -91517378.38 -94093604.99

73. Assets Disposal Income

Unit: RMB

Sources Reporting Period Same period of last year

Disposal income of fixed assets 968273.19 77714217.87

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 976090.45 0.00 976090.45

Total income from scrap of

1324933.002003455.621324933.00

non-current assets

Of which: income from scrap

1324933.002003455.621324933.00

of fixed assets

Income from default money 5810061.05 7060000.00 5810061.05

Confiscated income 65728.35 14228534.73 65728.35

Other 10580244.78 15817044.20 10580244.78

Total 18757057.63 24880499.82 18759974.73

288Foshan Electrical and Lighting Co. Ltd.

Government grants recorded into current profit or loss:

Unit: RMB

Whether

influence

Special Same Related to

Distributio Distributio the profits Reporting

Item Nature subsidy or period of assets/relat

n entity n reason or losses of Period

not last year ed income

the year or

not

Supporting

fund for

Related to

industrial Subsidy No No 976090.45 0.00

income

developme

nt

75. Non-operating Expense

Unit: RMB

Amount recorded in the

Item Reporting Period Same period of last year current non-recurring profit or

loss

Loss on non-monetary assets

10610248.461618655.3110610248.46

exchange

Donations 100000.00

Losses on inventories 311858.32

Penalty and delaying payment 701242.02 190278.72 701242.02

Others 5501043.60 4103945.65 5501043.60

Total 16812534.08 6324738.00 16812534.08

76. Income Tax Expense

(1) List of Income Tax Expense

Unit: RMB

Item Reporting Period Same period of last year

Current income tax expense 28931905.70 33326112.43

Deferred income tax expense 1942422.33 25035603.51

Total 30874328.03 58361715.94

(2) Adjustment Process of Accounting Profit and Income Tax Expense

Unit: RMB

Item Reporting Period

Profit before taxation 381717683.75

Current income tax expense accounted at statutory/applicable

57257652.56

tax rate

Influence of applying different tax rates by subsidiaries 2373228.24

289Foshan Electrical and Lighting Co. Ltd.

Influence of income tax before adjustment 5724192.96

Influence of non-taxable income -3248653.74

Influence of non-deductable costs expenses and losses 2487911.51

The effect of using deductible losses of deferred income tax

-1602765.18

assets that have not been recognized in the previous period

Influence of unrecognized deductible temporary differences

12138013.09

and deductible losses

Influence of deduction -45841241.76

Regarded as sales 1465678.68

Change in beginning deferred income tax asset/liability balance

120311.67

due to tax rate adjustment

Income tax expense 30874328.03

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 Generated from Other Operating Activities

Unit: RMB

Item Reporting Period Same period of last year

Income from subsidy 62131715.65 51478912.74

Margin income 35275803.41 40666019.15

Income from waste 33443489.15 27289018.10

Deposit interest 27525377.17 34906276.94

Rental income from property and

7071449.0212980397.19

equipment utility

Income from insurance compensation 25003.20

Collection of tax on transfer of equity

interests of the original shareholders of 48637165.49

Nanning Liaowang

Others 58928366.38 32958058.25

Total 224376200.78 248940851.06

(2) Cash Used in Other Operating Activities

Unit: RMB

Item Reporting Period Same period of last year

Administrative expense paid in cash 130797239.14 127589873.25

Selling expense paid in cash 89476822.32 61331324.84

Returned cash deposit 27259278.23 42863242.64

Finance costs paid in cash 1887258.78 1302431.92

Payment of tax on transfer of equity

interests of the original shareholders of 48637165.49

Nanning Liaowang

Others 117228372.83 40770593.51

Total 366648971.30 322494631.65

290Foshan Electrical and Lighting Co. Ltd.

(3) Cash Generated from Other Investing Activities

Unit: RMB

Item Reporting Period Same period of last year

Compensation received for demolition 54990047.00

Total 54990047.00

(4) Cash Used in Other Investing Activities

Naught

(5) Cash Generated from Other Financing Activities

Unit: RMB

Item Reporting Period Same period of last year

Receipt of financing notes 12225701.60

Cash deposit collected 6916618.99

Total 19142320.59 0.00

(6) Cash Used in Other Financing Activities

Unit: RMB

Item Reporting Period Same period of last year

Cash paid for acquisition of NationStar

1061968681.64464531545.66

Optoelectronics under the same control

Cash paid for acquisition of Fenghua

134409650.00

Semiconductor under the same control

Finance lease rental 49995876.21

Repurchase of treasury shares 250814566.13

Payment for cash deposit of bank

25540463.98

acceptance bills

Others 3792167.09 49492.70

Total 1200170498.73 790931944.68

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 350843355.72 499751566.84

Add: Provision for impairment of assets 106922141.99 102846488.55

Depreciation of fixed assets oil-gas

509693013.98438529743.34

assets and productive living assets

Depreciation of right-of-use assets 7125482.81 7338716.52

291Foshan Electrical and Lighting Co. Ltd.

Amortization of intangible assets 12154705.29 14504737.18

Amortization of long-term prepaid

79115565.0857320573.64

expenses

Loss from disposal of fixed assets

intangible assets and other long-term -968273.19 -77714217.87

assets (gains: negative)

Losses from scrapping of fixed assets

9285315.46-251165.05

(gains: negative)

Losses from changes in fair value (gains:

9518428.58-4495539.89

negative)

Finance costs (gains: negative) 22311206.70 12729250.18

Investment loss (gains: negative) -10633954.02 -33313980.81

Decrease in deferred income tax assets

-6125417.6716357779.25

(increase: negative)

Increase in deferred income tax liabilities

-77703091.998757301.94

(“-” for decrease)

Decrease in inventory (“-” for increase) -62666433.29 -41037550.29

Decrease in operating receivables (“-”

434804727.86-492603920.16

for increase)

Increase in operating payables (“-” for

-318788452.62-75245835.03

decrease)

Others

Net cash generated from/used in

1064888320.69433473948.34

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 1945971307.26 1940209052.92

Less: Beginning balance of cash 1940209052.92 1369319225.08

Add: Ending balance of cash

equivalents

Less: Beginning balance of cash

equivalents

Net increase in cash and cash equivalents 5762254.34 570889827.84

(2) Net Cash Paid For Acquisition of Subsidiaries

Unit: RMB

292Foshan Electrical and Lighting Co. Ltd.

Amount

Cash or cash equivalents paid in the current period for the

1199095022.30

business combination occurring in the current period

Of which:

Foshan NationStar Optoelectronics Co. Ltd. 1061968681.64

Guangdong Fenghua Semiconductor Technology Co. Ltd. 134409650.00

Of which:

Of which:

Net cash paid for acquisition of subsidiaries 1199095022.30

(3) Net Cash Received from Disposal of the Subsidiaries

Naught

(4) Cash and Cash Equivalents

Unit: RMB

Item Ending balance Beginning balance

I. Cash 1945971307.26 1940209052.92

Including: Cash on hand 52093.54 24635.14

Bank deposit on demand 1944304141.61 1840860114.33

Other monetary assets on

1615072.1199324303.45

demand

III. Ending balance of cash and cash

1945971307.261940209052.92

equivalents

80. Notes to Items of the Statements of Changes in Owners’ Equity

Notes to the name of “Other” of ending balance of the same period of last year adjusted and the amount adjusted:

Not applicable

81. Assets with Restricted Ownership or Right of Use

Unit: RMB

Item Ending carrying value Reason for restriction

Security deposit of notes letter of

Monetary assets 534826528.99 guarantee pre-sale house payment L/C

guarantee deposits etc.Endorsed outstanding notes receivable

Notes receivable 751280639.50

pledged notes receivable

Mortgaged for short-term borrowings

Fixed assets 149146773.04 from banks and borrowings by related

parties

Lands mortgaged for short-term

Intangible assets 10963743.21

borrowings from banks

293Foshan Electrical and Lighting Co. Ltd.

Total 1446217684.74

82. 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 141775489.42

Of which: USD 16913082.96 6.9646 117792972.64

EUR 829331.00 7.4229 6156041.08

HKD 51802.62 0.8933 46273.73

IDR 39955510046.82 0.000445 17780201.97

Accounts receivable 290496511.21

Of which: USD 41006458.60 6.9646 285593581.59

EUR 261766.21 7.4229 1943064.41

HKD 40459.39 0.8933 36141.09

IDR 6570166561.80 0.000445 2923724.12

Long-term borrowings 181079600.00

Of which: USD 26000000.00 6.9646 181079600.00

Other receivables 1210226.93

Of which: EUR 3428.15 7.4229 25446.81

IDR 2662427225.50 0.000445 1184780.12

Accounts payable 12261879.17

Of which: USD 524630.87 6.9646 3653844.16

EUR 600.00 7.4229 4453.74

IDR 19333890494.38 0.000445 8603581.27

Other non-current assets 512409.25

Of which: EUR 69030.87 7.4229 512409.25

Other non-current liabilities 932202.67

Of which: EUR 125584.70 7.4229 932202.67

Other current assets 693021.22

Of which: IDR 1557351052.71 0.000445 693021.22

(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

83. Arbitrage

Qualitative and quantitative information of relevant arbitrage instruments hedged risk in line with the type of arbitrage to disclose:

Naught

294Foshan Electrical and Lighting Co. Ltd.

84. Government Grants

(1) Basic Information on Government Grants

Unit: RMB

Amount recorded in the

Category Amount Listed items

current profit or loss

The Project of the Innovation

in Packaging Technology and

Technological Transformation

of Key Packaging Equipment 6822700.00 Deferred income 1333317.79

of LEDs with High Colour

Rendering Index for

Illumination (Phase II)

One-time Stay Allowance 5271945.00 Other income 5271945.00

The Research on the Key

Technology of 4K/8K Full-

3900000.00 Deferred income 492543.45

colour Micro-LED Displays

with Ultra High Definition

Technical Transformation

Project of Chongqing Liang 2560000.00 Deferred income 255999.99

Jiang New Area

The 2021 Support Fund of the

Foshan Municipal Financial

Bureau for Promoting the

Digital Intelligent 2000000.00 Other income 2000000.00

Transformation of the

Manufacturing Industry in

Foshan City

The Fund of Foshan City for

Promoting the Robot 2000000.00 Other income 2000000.00

Application and Industry

The Special Fund for

Promoting High-quality 1922388.51 Other income 1922388.51

Economic Development

The Research on the Key

Technology of High-lumen

Compound Reflex LED Chips 1800000.00 Deferred income 1779018.22

for Automobiles and High-

density Matrix Packaging

Research and Development

and Industrialization Project

of Potassium Nitride-based Rf

1800000.00 Deferred income 1800000.00

Devices in the Field of Next

Generation Mobile

Communication

Research Project on Key

Technologies of the Third

Generation of High Efficiency 1575000.00 Deferred income 1575000.00

and Frequency

Semiconductor Electronic

295Foshan Electrical and Lighting Co. Ltd.

Power Module

The Subsidy for Stabilizing

2004363.49 Other income 2004363.49

Employment

The Special Support Fund for

the Industrial Internet of

Things (IIOT) Development

in Foshan City for 2021 (the 1320000.00 Other income 1320000.00

Special Project of IIOT

Demonstration) (the First

Batch)

The Subsidy of the

Chancheng District Human

Resources and Social Security

1148000.00 Other income 1148000.00

Bureau Foshan City for the

Skill Training of Millions of

Workers for March 2022

The Research and

Development of Chip-on-

Board (COB) Integrated

1100000.00 Deferred income 1100000.00

Packaging and Systems of

LED Displays with High

Density and Small Spacing

The Research on the Key

Technology of Full-colour

1098996.87 Deferred income 93365.93

Micro-LED Displays with

High Brightness and Contrast

Special Funds for High-

quality Economic

Development in Foshan in

1000000.00 Other income 1000000.00

2022 (Foreign Trade

Direction) Import Discount

Project Funds

The 2021 Annual Research

919061.00 Other income 919061.00

and Development Subsidy

The Special Support Fund for

the Industrial Internet of

892500.00 Other income 892500.00

Things (IIOT) Development

in Foshan City

The Special Fund for the

Vocational Skill Improvement 848000.00 Other income 848000.00

Campaign

Foshan Chancheng District

Market Supervision Bureau

750000.00 Other income 750000.00

obtain the 2022 quality award

project incentive (Township)

Intelligent Transformation

Incentive Subsidy of Small

and Medium-sized

Manufacturing Enterprises in

Chongqing (The First Batch 700000.00 Deferred income 70000.00

of Special Funds for

Industrial Technological

Transformation by the

Finance Bureau of Liang

296Foshan Electrical and Lighting Co. Ltd.

Jiang New Area in 2022)

The Research and

Development Subsidy for

High-tech Enterprises of 670414.00 Other income 670414.00

Foshan Science and

Technology Bureau

Industrial Support Fund of the

Finance Bureau of Liang

Jiang New Area Chongqing

(The L.J.C.Y. [2021] No. 557 610000.00 Other income 610000.00

Industrial Support Fund of the

Finance Bureau of Liang

Jiang New Area Chongqing)

The Annual Incentive for

Developing Technological

Innovation Platforms in

Nanhai District —Large 504068.20 Other income 504068.20

Outstanding Enterprises—

Research and Development

Subsidies

2021 Guangxi Digital

500000.00 Other income 500000.00

Workshop Incentive Funds

The Management Committee

of the Liuzhou High-tech

Industrial Development Zone

500000.00 Other income 500000.00

10 Enterprises After the First

Batch of Electricity Subsidy

in 2020

Guangxi Industrial Leading

Award in 2021 from Nanning

City of the Management

500000.00 Non-operating income 500000.00

Committee of the Nanning

New & High-tech Industrial

Development Zone

Chongqing Liang Jiang New

Area Resumption of Work

449488.45 Other income 449488.45

and Production Incentive

Funds

Special Fund for Advanced

427200.00 Other income 427200.00

Manufacturing Development

2021 Management

Contribution Award (10

410000.00 Other income 410000.00

Advanced Manufacturing

Industries 2.0)

Policy Enjoyment of

Preferential Reduction and

369850.00 Other income 369850.00

Exemption for the Poor with

Set up Files

The Visible Light

Communication and

Positioning System for the 360000.00 Deferred income

Industrial Internet of Things

(IIOT)

297Foshan Electrical and Lighting Co. Ltd.

The Technology Research and

Industrialization of the Micro

Display Module Based on 340000.00 Deferred income 285998.55

Highly Efficient Colour

Conversion

Supplementary Awards for the

22nd China Patent Award The 300000.00 Other income 300000.00

8th Guangdong Patent Award

N.C.G.J. [2021] No. 452

"Fund for Specialized and

Refined Projects" in Nanning

City of the Management 300000.00 Other income 300000.00

Committee of the Nanning

New & High-tech Industrial

Development ZoneN.C.G.J. [2022] No.235 “theSubsidy for Electricity

Consumption of Enterprisesin the First Quarter of 2022”

in Nanning City of the 300000.00 Other income 300000.00

Management Committee of

the Nanning New & High-

tech Industrial Development

Zone

Other income non-operating

Others 8036347.17 7139313.17

income deferred income

Total 56010322.69 41841835.75

(2) Return of Government Grants

□Applicable □ Not applicable

85. Other

Naught

VIII. Changes of Consolidation Scope

1. Business Combination Not under the Same Control

(1) Business Combination Not under the Same Control in the Reporting Period

Naught

(2) Combination Cost and Goodwill

Naught

298Foshan Electrical and Lighting Co. Ltd.

(3) The Identifiable Assets and Liabilities of Acquiree on Purchase Date

Naught

(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

Naught

(6) Other Notes

Naught

2. Business Combination under the Same Control

(1) Business Combination under the Same Control during the Reporting Period

Unit: RMB

Income Net profits

from the from the Income of Net profits

Recognitio period- period- the of the

Proportion

Combined Combinatio n basis of begin to the begin to the acquiree acquiree

of the Basis

party n date combinatio combinatio combinatio during the during the

equity

n date n date of n date of period of period of

the the comparison comparison

acquiree acquiree

Under the

The actual

control of

control has

the

achieved

Foshan Company’s

and the

NationStar actual 28

industrial 4536447 9568639 5803458 2904959

Optoelectro 21.48% controller February

and 80.94 .83 30.39 7.07

nics Co. both before 2022

commercial

Ltd. and after

changes

the

have been

combinatio

completed

n

Under the The actual

Foshan control of control has

Sigma the 28 achieved

Venture 100.00% Company’s February and the -700.00

Capital actual 2022 industrial

Co. Ltd. controller and

both before commercial

299Foshan Electrical and Lighting Co. Ltd.

and after changes

the have been

combinatio completed

n

Under the

The actual

control of

control has

the

Guangdong achieved

Company’s

Fenghua and the

actual 30

Semicondu industrial 1362585 1293560 2165748 2859306

21.45% controller November

ctor and 89.74 5.25 92.37 0.57

both before 2022

Technology commercial

and after

Co. Ltd. changes

the

have been

combinatio

completed

n

Other notes:

1. The Company held the 19th meeting of the ninth Board of Directors and the Third Extraordinary General

Meeting in 2021 on 27 October 2021 and 31 December 2021 respectively where the untport on Major Asset

Purchase and Related Party Trading of Foshan Electrical and Lighting Co. Ltd. (Draft) and Its Summary" and

other proposals related to this trading was deliberated and adopted. It was agreed that the Company will

purchase 100% equity of Sigma held by Electronics Group (Sigma holds 79753050 shares of NationStar

Optoelectronics) and 52051945 tradable shares of NationStar Optoelectronics held by Rising Group and

Rising Capital in total by paying cash. Before the spin-off FSL held 1014900 shares of NationStar

Optoelectronics accounting for 0.16% of the total share capital of NationStar Optoelectronics. Upon

completion of the spin-off FSL and its wholly-owned subsidiary will hold 132819895 shares of NationStar

Optoelectronics in total accounting for 21.48% of the total share capital of NationStar Optoelectronics making

FSL the controlling shareholder of NationStar Optoelectronics. As of the end of February 2022 the Company

has paid 100% of the equity acquisition amount and the industrial and commercial change registration of Sigma

has been completed.

2. Reviewed and approved by the general meetings of the Company and its majority-owned subsidiary

NationStar Optoelectronics NationStar Optoelectronics acquired 99.87695% equity of Guangdong Fenghua

Semiconductor Technology Co. Ltd. held by Guangdong Fenghua Advanced Technology Holding Co. Ltd.with RMB268.8193 million. On 25 November 2022 the transfer of the subject assets involved in the transaction

was completed. Henceforth the Company indirectly holds 24.45% equity of Guangdong Fenghua

Semiconductor Technology Co. Ltd. in total

As the Company NationStar Optoelectronics Sigma and Fenghua Semiconductor are all controlled by the

actual controller Guangdong Rising Holdings Group Co. Ltd. before and after the equity change and such

control is not temporary the merger falls under the previous data of retrospective adjustment of business

combination under the same control.

(2) Combination Cost

Unit: RMB

Foshan NationStar Optoelectronics Co.Guangdong Fenghua Semiconductor

Combination cost Ltd. Foshan Sigma Venture Capital Co.Technology Co. Ltd.Ltd.--Cash 1517098116.62 268819271.98

--Carrying value of non-cash assets

--Carrying value of debts issued or

assumed

--Face value of equity securities issued

--Contingent consideration

300Foshan Electrical and Lighting Co. Ltd.

Contingent consideration and changes thereof:

Naught

Other notes:

Naught

(3) The Carrying Value of Assets and Liabilities of the Combined Party on the Combination Date

Unit: RMB

Guangdong Fenghua

Foshan NationStar Optoelectronics Foshan Sigma Venture Capital Co.Semiconductor Technology Co.Co. Ltd. Ltd.Ltd.Combination Period-end of Combination Period-end of Combination Period-end of

date the last period date the last period date the last period

Assets:

Monetary 921042415. 997688184. 46578599.9 53314589.5

4226.454926.45

assets 96 63 0 5

Accounts 525596155. 554384717. 21692360.8 36567580.1

receivable 73 05 4 7

894257346.905045064.19098236.515873522.6

Inventories

121303

203546855203726358139179341.154383742.

Fixed assets

9.474.351225

Intangible 103117840. 103886463.

5133659.924868606.80

assets 45 82

Held-for-

20000000.020000000.0

trading

00

financial assets

Notes 100051199 110233351

receivable 1.86 5.11

Accounts

10660409.1

receivable 7650917.92

9

financing

13259667.213354147.3

Prepayments 397325.47 531544.43

70

Other

2748733.293451162.14399345.10289084.71

receivables

Other current 41339558.1 39981159.4

47374.9142286.35

assets 2 3

Long-term

16852876.116852876.173096690.073096690.0

equity

9900

investments

Other

investments in 41059860.9 41059860.9

equity 2 2

instruments

Construction in 326952490. 356665733.

315034.84303034.84

progress 30 21

Right-of-use 574365.58 629067.08

301Foshan Electrical and Lighting Co. Ltd.

assets

Long-term

26736143.927487572.5

prepaid

61

expense

Deferred

28064526.728064526.7

income tax

77

assets

Investment

3639628.873754390.00

property

Other non- 30051607.6 29197939.6

781708.31390091.11

current assets 6 6

Liabilities:

Borrowings

Accounts 717846900. 899927502. 29133036.7 25318591.2

payable 05 97 0 8

Held-for-

trading

2224.029367.37

financial

liabilities

118454182124713198

Notes payable

3.208.05

Contract 75559067.8 55409842.6

920910.831108584.60

liabilities 8 2

Employee

50815459.878858200.414671475.7

benefits 5963148.10

847

payable

Taxes payable 9532874.37 8970415.15 2649790.65 615416.91

31251670.034566878.642931543.4

Other payables 1429418.90

153

Current portion

of non-current 323784.42 320912.61 123133.72

liabilities

Other current

1983259.302538611.14138927.49

liabilities

Lease liabilities 166405.64 202757.36

Provisions 8545934.02 9746394.32

Deferred 100184002. 102346903.

5106849.159542702.15

income 53 64

Deferred

92481449.492481449.4

income tax

00

liabilities

37543992837448343573100916.473101616.4199587245.186651640.

Net assets

4.930.58556540

Less: Non-

controlling -117113.13 -117113.13 245592.11

interests

Net assets 375451639 374495146 73100916.4 73101616.4 199341653.acquired 8.06 3.71 5 5 54

Contingent liabilities of the combined party undertaken in the business combination:

302Foshan Electrical and Lighting Co. Ltd.

Naught

Other notes:

Naught

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:

Naught

4. Disposal of Subsidiary

Whether there is a single disposal of the investment to the subsidiary and lost control?

□Yes □ No

Whether there are several disposals of the investment to the subsidiary and lost controls?

□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:

Naught

6. Other

Naught

IX. Equity in Other Entities

1. Equity in Subsidiary

(1) Subsidiaries

Main operating Registration Nature of Holding percentage

Name Way of gaining

place place business Directly Indirectly

Foshan Fozhao

Zhicheng Production and Newly

Foshan Foshan 100.00%

Technology sales established

Co. Ltd.

303Foshan Electrical and Lighting Co. Ltd.

FSL Chanchang

Production and Newly

Optoelectronics Foshan Foshan 100.00%

sales established

Co. Ltd.Foshan Taimei

Times Lamps Production and Newly

Foshan Foshan 70.00%

and Lanterns sales established

Co. Ltd.Foshan

Electrical &

Production and Newly

Lighting Xinxiang Xinxiang 100.00%

sales established

(Xinxiang) Co.Ltd.Nanjing Fozhao

Lighting

Production and

Components Nanjing Nanjing 100.00% Acquired

sales

Manufacturing

Co. Ltd.FSL Zhida

Electric Production and Newly

Foshan Foshan 51.00%

Technology sales established

Co. Ltd.FSL

Production and Newly

LIGHTING Germany Germany 100.00%

sales established

GMBH

Foshan

Haolaite Production and Newly

Foshan Foshan 51.00% 10.53%

Lighting Co. sales established

Ltd.NationStar Business

Optoelectronics combination

Germany Germany Trade 61.53%

(Germany) Co. under the same

Ltd. control

Foshan Kelian

New Energy Property

Foshan Foshan 100.00% Acquired

Technology development

Co. Ltd.Fozhao Haikou Haikou Production and

(Hainan) sales Newly

100.00%

Technology established

Co. Ltd.Nanning Manufacturing

Liaowang Auto Nanning Nanning of vehicle 53.79% Acquired

Lamp Co. Ltd. lamps

Liuzhou Guige Liuzhou Liuzhou Manufacturing 53.79% Acquired

304Foshan Electrical and Lighting Co. Ltd.

Lighting of vehicle

Technology lamps

Co. Ltd.Liuzhou Guige Manufacturing

Foreshine of automotive

Liuzhou Liuzhou 53.79% Acquired

Technology electronic

Co. Ltd. products

Chongqing

Guinuo Manufacturing

Lighting Chongqing Chongqing of vehicle 53.79% Acquired

Technology lamps

Co. Ltd.Qingdao Guige

Manufacturing

Lighting

Qingdao Qingdao of vehicle 53.79% Acquired

Technology

lamps

Co. Ltd.Indonesia Manufacturing

Liaowang Auto Indonesia Indonesia of vehicle 53.79% Acquired

Lamp Co. Ltd. lamps

Business

Foshan Sigma

Business combination

Venture Capital Foshan Foshan 100.00%

services under the same

Co. Ltd.control

Foshan Business

NationStar Electronic combination

Foshan Foshan 21.48%

Optoelectronics manufacturing under the same

Co. Ltd. (note) control

Foshan

Business

NationStar

Electronic combination

Semiconductor Foshan Foshan 21.48%

manufacturing under the same

Technology

control

Co. Ltd.Foshan

Business

NationStar

Electronic combination

Electronic Foshan Foshan 21.48%

manufacturing under the same

Manufacturing

control

Co. Ltd.Nanyang Baoli Business

Vanadium combination

Henan Nanyang Mining 12.89%

Industry Co. under the same

Ltd. control

Guangdong Business

New Electronic combination

Guangzhou Guangzhou Trade 21.48%

Information under the same

Ltd. control

Guangdong

Business

Fenghua

Electronic combination

Semiconductor Guangzhou Guangzhou 21.45%

manufacturing under the same

Technology

control

Co. Ltd.Notes to holding proportion in subsidiary different from voting proportion:

305Foshan Electrical and Lighting Co. Ltd.

Naught

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:

Naught

Significant structural entities and controlling basis in the scope of combination:

Naught

Basis of determining whether the Company is the agent or the principal:

Naught

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

Foshan Taimei Times

Lamps and Lanterns 30.00% 904663.00 12355214.98

Co. Ltd.FSL Zhida Electric

49.00%4907076.8129533842.68

Technology Co. Ltd.Foshan Haolaite

38.47%1023597.0014256475.38

Lighting Co. Ltd.Nanning Liaowang

46.21%18484083.511848270.19439367591.89

Auto Lamp Co. Ltd.Foshan NationStar

Optoelectronics Co. 78.52% 95129699.49 24282863.70 2931767610.92

Ltd.Holding proportion of non-controlling interests in subsidiary different from voting proportion:

Naught

Other notes:

Naught

306Foshan Electrical and Lighting Co. Ltd.

(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

Foshan

Taimei

Times

Lamps 7233 1429 8662 4543 4543 1358 1757 1534 1152 1152

0352358939429892989229003437024433933393

and.64.70.34.42.428.12.365.488.888.88

Lanter

ns Co.Ltd.FSL

Zhida

Electri

c 1489 8928 1579 8532 8532 1267 1249 1392 7667 7667

9906180.27240425042577944211721597769776

Techn

6.65947.59.79.793.85.785.63.30.30

ology

Co.Ltd.Foshan

Haolai

te 6596 1022 7618 3926 3926 6281 1289 7571 4106 4106

Lighti 0025 4679 4704 8890 8890 9525 0560 0085 9777 9777

ng .19 .49 .68 .83 .83 .66 .24 .90 .21 .21

Co.Ltd.Nanni

ng

Liaow

15872452154715761346216413051328

ang 8648 2923 8173 2305631 478 730 962 863 227 420 478

4656105163838696

Auto 841.2 410.1 991.0 042.8 737.1 577.1 077.1 773.9

8.82.829.98.78

80464297

Lamp

Co.Ltd.Foshan

Nation

3793278665792079282637532804655824122626

Star 7465 2143

005809814712270516807324518838

Optoel 5786 2020

331.6474.9806.6881.2746.0966.8489.5456.3258.4465.3

ectroni 4.73 6.87

7637021385

cs Co.Ltd.

307Foshan Electrical and Lighting Co. Ltd.

5667368593533797457354253665909039504188

77572373

926102029473261807129936921300

Total 8891 7890

617.4493.9111.3081.3997.9181.5538.8720.4828.0731.7

6.553.65

3145097661

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

Foshan

Taimei

Times 1378830 3015543 3015543 218572.6 1475250 2474926 2474926 3103173

Lamps and 02.63 .32 .32 6 74.10 .17 .17 .55

Lanterns

Co. Ltd.FSL Zhida

Electric -2111551 1001444 1001444 1675831 1648009 5129689 5129689

1085247

Technology 80.35 2.47 2.47 .36 10.54 .55 .55

8.65

Co. Ltd.Foshan

Haolaite -6170312 2718786 2534205 1589397 1099531 3027751 3000758

191537.0

Lighting 0.95 .93 .16 5.30 00.11 .57 .76

5

Co. Ltd.Nanning

Liaowang 1559021 4417294 4376741 2427830 7070227 2886288 2892493 1379786

Auto Lamp 639.99 4.70 9.46 2.67 57.31 8.63 0.33 7.21

Co. Ltd.Foshan

NationStar

35798851212737121801239144914044638233275523324857105124

Optoelectro

727.4411.1928.1055.58683.4176.9284.1116.91

nics Co.Ltd.

55496481811954181132843351585173940272770827277887163694

Total

671.3628.6138.5137.57525.4732.8488.9241.97

(4) Significant Restrictions on Using the Assets and Liquidating the Liabilities of the Company

Naught

(5) Financial Support or Other Supports Provided to Structural Entities Incorporated into the Scope of Consolidated

Financial Statements

Naught

308Foshan Electrical and Lighting Co. Ltd.

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

Naught

(2) The Transaction’s Influence on the Equity of Non-controlling Interests and the Owner's Equity Attributable to the

Company as the Parent

Naught

3. Equity in Joint Ventures or Associated Enterprises

(1) Significant Joint Ventures or Associated Enterprises

Naught

(2) Main Financial Information of Significant Joint Ventures

Naught

(3) Main Financial Information of Significant Associated Enterprises

Naught

(4) Summary Financial Information of Insignificant Joint Ventures or Associated Enterprises

Unit: RMB

Beginning balance/Same period of last

Ending balance/Reporting Period

year

Joint ventures:

The total of following items according to

the shareholding proportions

Associated enterprises:

Total carrying value of investment 181931792.66 181545123.09

The total of following items according to

the shareholding proportions

--Net profit 2467060.07 2260497.27

--Total comprehensive income 2467060.07 2260497.27

(5) Note to the Significant Restrictions on the Ability of Joint Ventures or Associated Enterprises to

Transfer Funds to the Company

Naught

309Foshan Electrical and Lighting Co. Ltd.

(6) The Excess Loss of Joint Ventures or Associated Enterprises

Naught

(7) The Unrecognized Commitment Related to Investment to Joint Ventures

Naught

(8) Contingent Liabilities Related to Investment to Joint Ventures or Associated Enterprises

Naught

4. Significant Common Operation

Naught

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:

Naught

6. Other

Naught

X. The Risk Related to Financial Instruments

The financial instruments of the Company included: equity investment notes receivable accounts receivable

accounts payable 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

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

310Foshan Electrical and Lighting Co. Ltd.

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 2022 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-82 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 2022 the Company's fixed interest rate

loan balance was RMB945969306.34 accounting for 100% of the total loan balance and the risks in this part

were controllable.

3. Other price risk

Naught

XI. The Disclosure of Fair Value

1. Ending Fair Value of Assets and Liabilities at Fair Value

Unit: RMB

Ending 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

972032.92260569863.53261541896.45

assets

1. Financial assets at

fair value through 972032.92 260569863.53 261541896.45

profit or loss

(1) Wealth

260569863.53260569863.53

management products

(2) Investments in 972032.92 972032.92

311Foshan Electrical and Lighting Co. Ltd.

equity instruments

(II) Other equity

822631485.4841559860.92864191346.40

instrument investment

(III) Receivable

569868831.79569868831.79

financing

Total assets measured

at fair value on a 823603518.40 260569863.53 41559860.92 1125733242.85

recurring basis

(VII) Refer as financial

liabilities measured by

fair value and the

4679000.004679000.00

changes included in the

current gains and

losses

Total liabilities of

consistent fair value 4679000.00 4679000.00

measurement

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 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

312Foshan Electrical and Lighting Co. Ltd.

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

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

XII. 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 Hong Kong Investment HKD110000

Shing Holding 13.84% 13.84%

Company Limited

313Foshan Electrical and Lighting Co. Ltd.

Guangdong Guangzhou Production and RMB462 million

Electronics sales

Information 9.01% 9.01%

Industry Group

Ltd.Guangdong Rising Guangzhou Investment RMB10 billion

Holdings Group 6.10% 6.10%

Co. Ltd.Rising Investment Hong Kong Investment RMB200 million

Development and HKD1 million 1.87% 1.87%

Limited

Total 30.82% 30.82%

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 “RisingInvestment”) 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. On 15 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. As of 31 December 2022 the above-mentioned

persons acting in concert held a total of 419803826.00 A and B shares of the Company accounting for 30.82%

of the total share capital of the Company.The final controller of the Company is Guangdong Rising Holdings Group Co. Ltd.

2. Subsidiaries of the Company

Refer to Note IX 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 IX 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 Limited Shareholder owning over 5% shares

Guangdong Fenghua Advanced Technology (Holding) Co. Ltd. Under same actual controller

Guangdong Electronic Technology Research Institute Under same actual controller

314Foshan Electrical and Lighting Co. Ltd.

Guangdong Zhongnan Construction Co. Ltd. Under same actual controller

Guangdong Yixin Changcheng Construction Group Under same actual controller

Guangdong Zhongren Group Construction Co. Ltd Under same actual controller

Shenzhen Yuepeng Construction Co. Ltd. Under same actual controller

Foshan Fulong Environmental Technology Co. Ltd. Under same actual controller

Jiangmen Dongjiang Environmental Company Limited Under same actual controller

Zhuhai Doumen District Yongxingsheng Environmental

Industry Waste Recovery and Comprehensive Treatment Co. Under same actual controller

Ltd.Shenzhen Zhongjin Lingnan Nonfemet Co. Ltd. Under same actual controller

Guangdong Zhongjin Lingnan Equipment Technology Co. Ltd. Under same actual controller

Guangdong Rising South Construction Co. Ltd. Under same actual controller

Guangdong Electronics Information Industry Group Ltd. Under same actual controller

Guangdong Zhongjin Lingnan Junpeng Intelligent Equipment

Under same actual controller

Co. Ltd.Guangdong Rising Rare Metals and New Photoelectric

Under same actual controller

Materials Co. Ltd.Guangdong Heshun Property Management Co. Ltd. Under same actual controller

Guangdong Zhongjin Construction and Installation

Under same actual controller

Engineering Co. Ltd.Guangzhou Huajian Engineering Construction Co. Ltd. Under same actual controller

Guangdong Heshun Property Management Co. Ltd. The

Under same actual controller

Pinnacle Branch

Guangdong Zhongjin Lingnan Engineering Technology Co.Under same actual controller

Ltd.Guangdong Huajian Enterprise Group Co. Ltd. Under same actual controller

Guangdong Rising Capital Investment Co. Ltd. Under same actual controller

MTM Semiconductor Equipment Co. Ltd. Under same actual controller

Dongguan Hengjian Environmental Protection Technology Co.Under same actual controller

Ltd.Shenzhen Longgang Dongjiang Industrial Waste Treatment

Under same actual controller

Co. Ltd.Guangdong Electronic Technology Research Institute Under same actual controller

Guangzhou Wanshun Investment Management Co. Ltd. Under same actual controller

Guangdong The Great Wall Building Co. Ltd. Under same actual controller

Guangzhou Shengdu Investment Development Co. Ltd. Under same actual controller

Guangdong Rising Finance Co. Ltd. Under same actual controller

Primatronix Nanho Technology Ltd. Under same actual controller

Fenghua Research Institute (Guangzhou) Limited Under same actual controller

Guangdong Rising Research and Development Institute Co.Under same actual controller

Ltd.Zhaoqing Fenghua Machinery and Electronic Import & Export

Under same actual controller

Co. Ltd.Hangzhou Times Lighting Electric Appliances Co. Ltd. Enterprise controlled by related natural person

315Foshan Electrical and Lighting Co. Ltd.

Prosperity (China) Electrical Company Limited Enterprise controlled by related natural person

Nanning Ruixiang Industrial Investment Co. Ltd. Enterprise significantly affected by related natural person

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

Technology 5695752.29 26100000.00 Not 8358519.13

materials

(Holding) Co.Ltd.Prosperity Lamps

Purchase of

& Components 773460.05 6000000.00 Not 2654442.36

materials

Limited

Hangzhou Times

Lighting Electric Purchase of

222265.48646501.00

Appliances Co. materials

Ltd.Prosperity (China)

Purchase of

Electrical 1394588.50

materials

Company Limited

MTM

Semiconductor Purchase of

128389.38

Equipment Co. materials

Ltd.Guangdong

Electronic Purchase of

1151902.67

Technology equipment

Research Institute

Guangdong

Zhongren Group Receiving labor

289930912.14218330275.23

Construction Co. service

Ltd

Guangdong Yixin

Changcheng Receiving labor

111475305.1016489569.63

Construction service

Group

Guangdong Receiving labor

103677209.2960430362.16

Zhongnan service

316Foshan Electrical and Lighting Co. Ltd.

Construction Co.Ltd.Shenzhen Yuepeng

Receiving labor

Construction Co. 3386152.77 611333.38

service

Ltd.Guangdong

Electronic Receiving labor

823008.852734.91

Technology service

Research Institute

Foshan Fulong

Environmental Receiving labor

584364.1552830.19

Technology Co. service

Ltd.Jiangmen

Dongjiang Receiving labor

534608.11 3000000.00 Not 1088182.44

Environmental service

Company Limited

Dongguan

Hengjian

Environmental Receiving labor

411123.02358241.80

Protection service

Technology Co.Ltd.Shenzhen

Longgang

Dongjiang Receiving labor

243366.03

Industrial Waste service

Treatment Co.Ltd.Zhuhai Doumen

District

Yongxingsheng

Environmental

Receiving labor

Industry Waste 194018.86 5660.38

service

Recovery and

Comprehensive

Treatment Co.Ltd.Guangdong The

Receiving labor

Great Wall 68616.45 3396.23

service

Building Co. Ltd.Total 518020162.59 35100000.00 311706929.39

Information of sales of goods and provision of labor service

Unit: RMB

317Foshan Electrical and Lighting Co. Ltd.

Related party Content Reporting Period Same period of last year

Prosperity Lamps &

Sale of products 21966484.49 25442505.36

Components Limited

Guangdong Fenghua

Advanced Technology Sale of products 14629816.41 19106120.12

Holding Co. Ltd.Shenzhen Zhongjin Lingnan

Sale of products 1325641.06 3104398.07

Nonfemet Co. Ltd.Guangzhou Wanshun

Investment Management Co. Sale of products 538207.40

Ltd.Guangdong Yixin

Changcheng Construction Sale of products 441210.93 3089642.46

Group

Guangzhou Shengdu

Investment Development Co. Sale of products 281946.91

Ltd.Guangdong Rising South

Sale of products 174054.95 14356.46

Construction Co. Ltd.Guangdong Zhongjin Lingnan

Equipment Technology Co. Sale of products 122855.75 225710.62

Ltd.Guangdong Zhongjin Lingnan

Engineering Technology Co. Sale of products 103340.71

Ltd.Prosperity (China) Electrical

Sale of products 66276.48 26984.56

Company Limited

Guangdong Zhongnan

Sale of products 44383.37 1863057.74

Construction Co. Ltd.Guangdong Electronics

Information Industry Group Sale of products 27796.46 8013.27

Ltd.Guangdong Zhongjin Lingnan

Junpeng Intelligent Sale of products 23742.48 49674.33

Equipment Co. Ltd.Guangdong Electronic

Sale of products 8792.92

Technology Research Institute

Guangdong Rising Rare

Metals and New Photoelectric Sale of products 8100954.40

Materials Co. Ltd.Guangdong Heshun Property

Sale of products 73458.68

Management Co. Ltd.Guangdong Heshun Property

Management Co. Ltd. Rising Sale of products 619220.36

International Building Branch

Guangdong Zhongjin

Construction and Installation Sale of products 108592.02

Engineering Co. Ltd.Guangdong Rising Holdings

Sale of products 30226.55

Group Co. Ltd.Guangzhou Huajian

Engineering Construction Sale of products 6145.47

Co. Ltd.Primatronix Nanho

Sale of products 857.79

Technology Ltd.Total 39754550.32 61869918.26

318Foshan Electrical and Lighting Co. Ltd.

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:

Naught

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

Guangdong

Foshan

Zhongren

NationStar 30 December 31 December

Group

Optoelectronics 2020 2022

Construction

Co. Ltd.Co. Ltd

Fozhao Guangdong

(Hainan) Zhongnan

30 March 2022 24 April 2023

Technology Construction

Co. Ltd. Co. Ltd.Guangdong

Foshan

Yixin

Electrical and 28 February

Changcheng 28 May 2021

Lighting Co. 2023

Construction

Ltd.Group

Foshan Kelian Guangdong

New Energy Zhongnan 23 December

23 june 2021

Technology Construction 2022

Co. Ltd. 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. The project is in progress now.

319Foshan Electrical and Lighting Co. Ltd.

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). The project is in progress now.

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

650 calendar days (90 days for design and 560 days for construction). The overall project is expected to be

completed accepted and filed by 28 February 2023. The project is in progress now.

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. The overall project is expected to be completed accepted and filed by 23 December 2022. Among them

except for the self-used layers the construction period shall be counted from the date when the construction

actually begins. The project is in progress now.

(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

Plant 1194370.76 885499.49

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

Name Type of and low-value measurement of use assets undertaken

asset lease (if lease liabilities (if

of assets

applicable) applicable)

lessor leased

The The The The The

Reporti Reporti Reporti Reporti Reporti

same same same same same

ng ng ng ng ng

period period period period period

Period Period Period Period Period

of last of last of last of last of last

320Foshan Electrical and Lighting Co. Ltd.

year year year year year

Guangd

ong

Great

Operati 237451 18285 1557. 15572 54673 42849

Wall

ng lease .34 .71 46 .39 .41 6.18

Buildin

g Co.Ltd.

(4) Information on Related-party Guarantee

Naught

(5) Information on Inter-bank Lending of Capital of Related Parties

Naught

(6) Information on Assets Transfer and Debt Restructuring by Related Party

Naught

(7) Information on Remuneration for Key Management Personnel

Unit: RMB

Item Reporting period Same period of last year

Chairman of the Board 1284350.64 1503487.93

General Manager 1215545.40 1425147.02

Chairman of the Supervisory Committee 778048.20 1328797.52

Secretary of the Board 483110.98 306708.16

Chief Financial Officer 982355.46 1302654.16

Other 7936351.27 10793083.07

Total 12679761.95 16659877.86

(8) Other Related-party Transactions

(8.1) Share acquisition from related parties

In October 2021 Electronics Group signed the Equity Transfer Agreement with the Company on Foshan Sigma

Venture Capital Co. Ltd. and transferred its 100% equity of Sigma (Sigma holds 79753050 shares of

NationStar Optoelectronics) to the Company at a consideration of RMB917980229.67. In the same month

Rising Holdings Group and Rising Capital respectively signed the Share Transfer Agreement on Foshan

NationStar Optoelectronics Co. Ltd. with the Company and transferred their total 52051945 tradable shares

of NationStar Optoelectronics with unlimited selling conditions to the Company at a consideration of

RMB599117886.95 (RMB11.51/share). As of 31 December 2022 the Company has paid 100% of the equity

acquisition amount. For details of the equity acquisition please refer to Note VIII-2. Business Combination

under the Same Control.

(8.2) Related-party deposits and loans

In accordance with the Financial Service Agreement signed by the Company in 2022 the total maximum daily

321Foshan Electrical and Lighting Co. Ltd.

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 2022 the deposit balance of the Company and its subsidiaries deposited in Guangdong Rising

Finance Co. Ltd. is RMB1191722800. The Company and its majority-owned subsidiaries have signed a

credit agreement of RMB1.5 billion with Guangdong Rising Finance Co. Ltd. of which RMB20.18 million has

been used.

(8.3) Equity acquisition by the subsidiary NationStar Optoelectronics from the related party

In August 2022 NationStar Optoelectronics the Company’s majority-owned subsidiary planned to acquire

99.87695% equity of Guangdong Fenghua Semiconductor Technology Co. Ltd. held by Guangdong Fenghua

Advanced Technology Holding Co. Ltd. with RMB268.8193 million. On 25 November 2022 the transfer of

the subject assets involved in the transaction was completed and 50% of the purchase price was paid. The

Company indirectly holds 21.45% of shares in Fenghua Semiconductor which will be included in the

Company’s consolidated financial statements. For details please refer to Note VIII-2. Business Combination

under the Same Control.

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

Monetary capital- Guangdong Rising

3774186.391514111.47

accrued interest Finance Co. Ltd.Guangdong

Accounts Fenghua Advanced

2805991.7956119.844615675.06

receivable Technology

Holding Co. Ltd.Prosperity Lamps

Accounts

& Components 2754557.10 82636.71 7536111.98 226083.36

receivable Limited

Guangdong Yixin

Accounts Changcheng

2049187.54266394.385752518.74172575.56

receivable Construction

Group

Guangdong

Zhongjin Lingnan

Accounts

Equipment 703256.00 103815.51 670784.00 46301.49

receivable Technology Co.Ltd.Guangdong

Heshun Property

Accounts Management Co.

669790.4066979.04669790.4020093.71

receivable Ltd. Rising

Internatioal

Building Branch

Fenghua Research

Accounts Institute

582275.6011645.5193811.814690.59

receivable (Guangzhou)

Limited

Shenzhen

Accounts

Zhongjin Lingnan 546626.00 16398.78 2621178.80 78635.36

receivable Nonfemet Co.

322Foshan Electrical and Lighting Co. Ltd.

Ltd.Guangdong Rising

Accounts Rare Metals and

457703.9645770.406455385.93193661.58

receivable New Photoelectric

Materials Co. Ltd.Guangdong

Accounts Zhongnan

218038.4618816.261095727.0432871.81

receivable Construction Co.Ltd.Guangdong

Zhongjin Lingnan

Accounts

Engineering 116775.00 3503.25 10118.00 303.54

receivable Technology Co.Ltd.Guangzhou

Huajian

Accounts

Engineering 44297.00 13289.10 44823.00 4445.48

receivable Construction Co.Ltd.Guangdong

Zhongjin Lingnan

Accounts

Junpeng Intelligent 20179.00 605.37

receivable

Equipment Co.Ltd.Guangdong Rising

Accounts Research and

3080.0061.60

receivable Development

Institute Co. Ltd.Guangdong

Accounts Heshun Property

2303.6069.11

receivable Management Co.Ltd.Prosperity (China)

Prepayments Electrical 39428.00

Company Limited

Guangdong

Fenghua Advanced

Prepayments 148.68

Technology

Holding Co. Ltd.Guangdong

Electronic

Prepayments 194000.00

Technology

Research Institute

Guangdong Yixin

Changcheng

Prepayments 126896.06

Construction

Group

Guangdong The

Other receivables Great Wall 53041.92 4708.84 45600.00 912.00

Building Co. Ltd.Guangdong

Other receivables Huajian Enterprise 7060000.00 211800.00

Group Co. Ltd.Guangdong

Other non-current Electronics

Information 275394068.90

assets Industry Group

Ltd.Other non-current Guangdong Rising

Holdings Group 159735852.51

assets Co. Ltd.Guangdong Rising

Other non-current 19999513.57

Capital Investment

323Foshan Electrical and Lighting Co. Ltd.

assets Co. Ltd.Total 14838562.84 690744.59 493638270.87 992443.59

(2) Accounts Payable

Unit: RMB

Item Related party Ending carrying amount Beginning carrying amount

Guangdong Zhongren Group

Notes payable 52101816.43

Construction Co. Ltd

Guangdong Fenghua

Notes payable Advanced Technology 449283.50 798496.60

Holding Co. Ltd.Guangdong Zhongren Group

Accounts payable 129250643.46 163292707.38

Construction Co. Ltd

Guangdong Fenghua

Accounts payable Advanced Technology 3038287.38 2417521.87

Holding Co. Ltd.Prosperity Lamps &

Accounts payable 773460.05 1337304.32

Components Limited

Guangdong Electronic

Accounts payable 736000.00

Technology Research Institute

Hangzhou Times Lighting

Accounts payable 99115.04 178185.14

Electric Appliances Co. Ltd.Foshan Fulong Environmental

Accounts payable 64375.00

Technology Co. Ltd.Dongguan Hengjian

Accounts payable Environmental Protection 46520.40 118352.30

Technology Co. Ltd.Shenzhen Longgang

Accounts payable Dongjiang Industrial Waste 14010.00

Treatment Co. Ltd.Guangdong Zhongnan

Accounts payable 12370475.74

Construction Co. Ltd.Guangdong Yixin

Accounts payable Changcheng Construction 3825018.07

Group

Prosperity (China) Electrical

Accounts payable 567218.00

Company Limited

Nanning Ruixiang Industrial

Other payables 120352181.20 120352181.20

Investment Co. Ltd.Guangdong Huajian

Other payables 3216344.40 1726264.40

Enterprise Group Co. Ltd.Other payables Shenzhen Yuepeng 2359738.14 298300.64

324Foshan Electrical and Lighting Co. Ltd.

Construction Co. Ltd.Guangdong Fenghua

Other payables Advanced Technology 1037278.57 1008558.26

Holding Co. Ltd.Guangdong Zhongnan

Other payables 846938.10

Construction Co. Ltd.Guangdong Electronic

Other payables 391025.00

Technology Research Institute

Zhaoqing Fenghua Machinery

Other payables and Electronic Import & 202103.81

Export Co. Ltd.Contract liabilities other Prosperity (China) Electrical

59428.0059428.00

current liabilities Company Limited

Contract liabilities other Guangdong Rising South

3233.00

current liabilities Construction Co. Ltd.Contract liabilities other Guangdong Heshun Property

2303.60

current liabilities Management Co. Ltd.Total 314445419.67 308948677.33

7. Commitments of Related Party

1. Commitment on Avoidance of Horizontal Competition

(1) 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

Term of commitment: Long-standing

Fulfillment: In execution

(2) Commitment maker: Rising 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

325Foshan Electrical and Lighting Co. Ltd.

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

(3) Commitment maker: Rising 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

(1) 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

shall be obliged to compensate.Date of commitment making: 4 December 2015

Term of commitment: Long-standing

Fulfillment: In execution

326Foshan Electrical and Lighting Co. Ltd.

(2) Commitment maker: Rising 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

(3) Commitment maker: Rising Group Rising Capital and Hongkong Wah Shing

Contents of Commitment: They have made a commitment that during their direct or indirect holding of FSL

activities of themselvesstrictly 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

(1) 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

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

327Foshan Electrical and Lighting Co. Ltd.

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

(2) Commitment maker: Rising 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. the Company: 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 depnd

(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.

328Foshan Electrical and Lighting Co. Ltd.

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 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 refuses 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 non-reduction of FSL shares during major asset restructuring

Commitment maker: Rising Group Rising Capital Electronics Group Hongkong Wah Shing Hong Kong Rising

Investment and Shenzhen Rising Investment

Contents of Commitment: 1. They promise that there will be no share reduction plan from the date of issuance of

this Letter of Commitments to the completion of this trading and they will not reduce its FSL shares in any other

way (except the transfer or transfer between Rising Holdings Group and its wholly-owned subsidiaries). 2. If FSL

implements ex-rights behaviors such as share conversion share offering and share allotment from the date of

issuance of this Letter of Commitments to the completion of this trading the newly added shares obtained by

them will also be subject to the above commitments related to not reducing share holdings.Date of commitment making: 28 September 2021.Term of commitment: Until the completion of this trading.Fulfillment: Complete

6. Commitment on compensation for possible violations of laws and regulations by NationStar

Optoelectronics

329Foshan Electrical and Lighting Co. Ltd.

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.

7. Commitment on explanation of confidentiality measures and confidentiality system adopted for this

trading

Commitment maker: Rising Group Electronics Group and Rising Capital

Contents of Commitment: 1. During the preliminary negotiation between the listed company and the counterparty

on this trading necessary and sufficient confidentiality measures were taken to limit the scope of knowledge of

relevant sensitive information. According to the requirements of the SZSE the listed company has completed the

submission and online reporting of the memorandum of trading process relevant materials of insider information

insiders. The listed company has hired independent financial advisers legal advisers audit institutions valuation

institutions and other intermediaries and signed confidentiality agreements or appointment agreements with

confidentiality clauses with the above intermediaries clearly stipulating the scope of confidential information and

the confidentiality responsibilities of each intermediary. 2. In communicating with the transaction counterparties

the listed company made clear to them that they shall be strictly confidential about the relevant information shall

not leak the information to others and shall not trading in shares of the listed company with the information. 3.When discussing the problems solutions suggestions ideas and solutions with respect to the transaction the

transaction counterparties did not leak the restructuring information to any other irrelevant entities or individuals.

4. Before the listed company discloses information in relation to the transaction the transaction counterparties

strictly abided by the confidentiality obligation and did not conduct any insider trading using the information.Date of commitment making: 27 October 2021.Term of commitment: Until the completion of this trading.Fulfillment: Complete.

8. Commitment on the truthfulness accuracy and completeness of the information provided during this

major asset restructuring

(1) Commitment maker: Rising 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

330Foshan Electrical and Lighting Co. Ltd.

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.

9. Commitment on the clarity of the underlying assets of this major asset restructuring

(1) 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

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.Term of commitment: Long-standing.Fulfillment: In execution.

(2) Commitment maker: Rising Group and Rising Capital

Contents of Commitment: Rising 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.

10. Commitment on compliance of this major asset restructuring with Several Provisions on the Reduction

of Shares by Shareholders Directors and Supervisors of Listed Companies

Commitment maker: Rising Group and Rising Capital

Contents of Commitment: 1. They are not subject to any securities and futures crimes as stipulated in Article 6 of

Several Provisions on the Reduction of Shares by Shareholders Directors and Supervisors of Listed Companies.During the period when the CSRC or the judicial organ filed a case for investigation and less than six months

after the administrative penalty decision and criminal judgment were made there was no situation that the shares

of NATIONSTAR could not be reduced due to violation of the rules of stock exchanges and public censure by

stock exchanges for less than three months. 2. In case of any violation or losses caused to NATIONSTAR

investors parties to the trading and intermediaries participating in this trading they will be liable for

compensation according to law.Date of commitment making: 27 October 2021.Term of commitment: Until the completion of this trading.Fulfillment: Complete.

331Foshan Electrical and Lighting Co. Ltd.

11. Commitment on the release of credit guarantee

Commitment maker: Electronics Group

Contents of Commitment: 1. As of the date of issuance of the Letter of Commitments Sigma has signed the

Maximum Guarantee Contract (Contract No.: XYYBZ (BY) No.201906280001-1) and the Maximum Pledge

Contract for Stocks of Listed Companies (Contract No.: XYYZZ (BY) No.201906280001-2) with Guangzhou

Branch of Industrial Bank Co. Ltd. Sigma will provide the maximum guarantee and pledge guarantee for the debt

of Electronics Group with the guarantee amount of RMB400 million (in words: RMB Four Hundred Million)

and the guarantee will be valid from 28 June 2019 to 27 June 2022. Electronics Group promises that on the date of

issuance of this Letter of Commitment all the loans involved in the Maximum Guarantee Contract and the

Maximum Pledge Contract for Stocks of Listed Companies have been repaid there is no debt based on the

guarantee under the above contracts and 39876500 shares of NationStar Optoelectronics held by Sigma have

been released from pledge. At the same time Electronics Group further makes an irrevocable commitment that it

will not add any new loans to Guangzhou Branch of Industrial Bank Co. Ltd. as a borrower before the expiration

date of the Maximum Guarantee Contract and the Maximum Pledge Contract for Stocks of Listed Companies so

as to ensure that Sigma will not actually assume any guarantee responsibilities due to the above guarantee

contracts. 2. Electronics Group promises that it will not arrange for Sigma to add any form of guarantee before the

completion of the delivery of Sigma's equity in this trading. 3. In case of any violations of the above commitments

Electronics Group shall solve and eliminate the above situation within ten days and bear corresponding legal

responsibilities to Sigma and FSL.Date of commitment making: 27 October 2021

Term of commitment: Until the completion of this trading.Fulfillment: Complete.

12.About absence of insider trading

Commitment maker: Key management personnel of Rising Group Electronics Group and Rising Capital

Contents of Commitment: They promise that they will not disclose the relevant insider information of this trading

or make use of the insider information for insider trading; 2. As of the issuance date of the Report on Major Asset

Purchase and Related Party Trading of Foshan Electrical and Lighting Co. Ltd. (Draft) they have not been placed

on file for investigation or criminal investigation due to suspected insider trading related to this trading and have

not been subject to administrative punishment by the CSRC or criminal responsibility investigated by judicial

organs according to law for insider trading related to any major asset restructuring and have not been prohibited

from engaging in any major asset restructuring of listed companies according to Article 13 of the Interim

Provisions on Strengthening the Supervision of Abnormal Stock Trading Related to Major Asset Restructuring of

Listed Companies in the last 36 months; 3. In case of violation of the above commitments they will bear all losses

caused to the listed company and its shareholders.Date of commitment making: 27 October 2021

Term of commitment: From the date of the issuance of the letter of commitment until the completion of this

trading

Fulfillment: Complete.

8. Other

Naught

332Foshan Electrical and Lighting Co. Ltd.

XIII. Stock Payment

1. The Overall Situation of Stock Payment

□Applicable □ Not applicable

2. The Stock Payment Settled in Equity

□Applicable □ Not applicable

3. The Stock Payment Settled in Cash

□Applicable □ Not applicable

4. Modification and Termination of the Stock Payment

Naught

5. Other

Naught

XIV. Commitments and Contingency

1. Significant Commitments

Significant commitments on the balance sheet date

(1) Commitment to cash dividends

Commitment maker: The Company.Contents: The annual profits distributed in cash by the Company shall be not less than 30% of the distributable

profits of the year.Date of commitment making: 27 May 2009.Term of commitment: Long-standing.Fulfilment: 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

333Foshan Electrical and Lighting Co. Ltd.

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.

2. Contingency

(1) Significant Contingency on Balance Sheet Date

1. Litigation between Foshan Kelian and Shenzhen Chuanglian Real Estate Agency Co. Ltd.

The plaintiff Shenzhen Chuanglian Real Estate Agency Co. Ltd. (hereinafter referred to as “Chuanglian”) and

Foshan Kelian New Energy Technology Co. Ltd. (hereinafter referred to as “Foshan Kelian”) signed the

Exclusive Sales Agreement of Property of Foshan Kelian Center Project in August 2019 which was terminated

by both parties through consultation. Chuanglian sued for the refund of the house purchase funds paid before

[Case No.: (2021) Y. 0604 M.CH. No. 42183]. On 16 August 2022 judgment of first instance issued by Foshan

Chancheng District People’s Court was received and as follows: 1. Foshan Kelian shall return the deposit of

RMB3.65 million and pay interest to Chuanglian within ten days from the effective date of the judgment; 2.other claims of Chuanglian were rejected. Both parties appealed against the ruling [Second Trial Case No.:

(2022) Y. 06 M.ZH. No. 17185] and the judgment of second instance issued by Foshan Intermediate People's

Court was received on 28 March 2023: The appeal is rejected and the original decision is affirmed.

2. Litigation between FSL Zhida Electric Technology Co. Ltd. and Shenzhen Secket Electrician Technology

Co. Ltd.The plaintiff Shenzhen Secket Electrician Technology Co. Ltd. (hereinafter referred to as “Secket”) claimed

that it enjoyed the utility model patent of a safety socket and that the defendants Chengdu ArGangle Insulated

Electrical Manufacturing Co. Ltd. Chengdu ArGangle Yuanhu Technology Co. Ltd. FSL Zhida Electric

Technology Co. Ltd. and Zhejiang Tmall Network Co. Ltd. produced and sold the products involved without

its authorization. Therefore the plaintiff sued to the court for compensation of RMB11 million. The plaintiff

filed the lawsuit in three cases and Guangzhou Intellectual Property Court heard the three cases together [Case

No.: (2021) Y. 73 M.ZH. No. 1775 1776 and 1880]. The case was heard on 25 April 2022 for the second time

334Foshan Electrical and Lighting Co. Ltd.

on 20 June for the third time on 23 September and for the fourth time on 22 November and has not been

concluded as of the date of this report.

3. Litigation between the Company and Kunming Guodong Economic & Trade Co. Ltd.

Kunming Guodong Economic & Trade Co. Ltd. (hereinafter referred to as “Guodong Economic & Trade”) is a

distributor of the Company for many years and defaulted on the payment for goods of the Company totaling

RMB1987021.16 as of April 2022. Therefore the Company filed a lawsuit with Chancheng District People’s

Court [(2022) Y. 0604 M.ZH. No. 20844] and the judgment of first instance issued by Foshan Chancheng

District People’s Court on 2 November 2022 was received and as follows: 1. Guodong Economic & Trade shall

pay FSL RMB1881849 and interest; 2. Bi Lingqing and Li Peng shall assume joint-and-several liability; 3.other claims of FSL were rejected. Guodong Economic & Trade appealed against the ruling [Second Trial Case

No.: (2023) Y. 06 M.ZH. No. 1205] and the judgment of second instance issued by Foshan Intermediate

People's Court was received on 27 March 2023: The appeal is rejected and the original decision is affirmed. The

case has concluded as of the date of this report. The Company owns the property of Guodong Economic &

Trade as collateral and provides bad debt allowance of RMB152339.88 based on expected credit losses.

4. Litigation between the Company and Xuzhou Longxiang Lighting Equipment Sales Co. Ltd.

Xuzhou Longxiang Lighting Equipment Sales Co. Ltd. (hereinafter referred to as “Longxiang”) is a distributor

of the Company for many years and defaulted on the payment for goods of the Company totaling

RMB2427830.95 as of August 2022. Therefore the Company filed a lawsuit with Chancheng District People’s

Court [(2022) Y. 0604 M.ZH. No. 32528]. The trial of the case was held on 21 February 2023 in the Foshan

Chancheng District People’s Court. As of the date of this report the above case has not been concluded. The

Company owns the property of Long Xiang as collateral and has provided a bad debt provision of

RMB184212.00 based on expected credit losses.

5. Guangzhou CM Punk Optoelectronics Co. Ltd. (hereinafter referred to as "CM Punk") sued the Company in

a dispute over the sales contract involving an amount of RMB4361300 the basic situation and progress of the

case are as follows: CM Punk supplied the Company with light guide plate products due to the quality defects

of CM Punk's products resulting in the quality problems of the Company's products. As a result the Company

withheld a deposit of RMB2 million from CM Punk. CM Punk sued the Company for RMB4361300000 in

arrears of payment and interest and the Company filed an application for jurisdictional objection. The second

instance ruling rejected CM Punk's request and the jurisdictional objection was upheld and transferred to the

Foshan Chancheng District People's Court. The Foshan Chancheng District People's Court filed a case on 7

May 2022 and the Company filed a counterclaim on 27 May 2022 arguing that CM Punk's claims had no

factual or legal basis and counterclaiming that CM Punk was liable for quality losses of approximately

RMB2.02 million. The case was heard for the first time on 15 June 2022 for the second time on 13 July 2022

and for the third time on 1 September 2022. During the trial CM Punk applied for an appraisal of the signature

handwriting in the Sales Contract and the Quality Discount Agreement and the court shook the beads to

determine the appraisal agency in September. The identification agency responded with a letter on 30 December

2022 regarding additional information. As of the date of this report the case is in the process of first instance

hearing and the court has not yet decided.

6. 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 Guige 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 labor storage fee of RMB26000.00 caused by the material

335Foshan Electrical and Lighting Co. Ltd.

stagnation; 2 Nanning Liaowang shall pay the arrears of RMB34822.00 and the corresponding 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; 3. Liuzhou Lighting and Nanning Liaowang shall pay

RMB309793.00 and RMB1595680.00 respectively to Laster Electronic for the apportioned cost of mold test.The lawsuit is expected to be heard in April 2023 no litigation results yet.

7. Litigation between the Company and Guiyang Zhengtianhe Trading Co. Ltd.

Guiyang Zhengtianhe Trading Co. Ltd. (hereinafter referred to as "Zhengtianhe") a distributor of the Company

for many years owed the Company RMB4384929.27 for the goods and the Company filed a lawsuit with

Foshan Chancheng District People's Court [(2022) Yue 0604 Civil No. 21387]. The first instance judgment from

Foshan Chancheng District People's Court was received on 3 November 2022: 1. Zhengtianhe paid the purchase

price of RMB4364929.27 and interest to the Company; 2. Meng Qingning Meng Qingan and Lu Shufen

assumed joint and several liabilities for the settlement; 3. The Company was entitled to a priority right of

payment for one of Meng Qingning's properties; 4. The Company was entitled to a priority right of payment for

two of Meng Qingning's properties; 5. Rejected other litigation requests of the Company. 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 RMB449788.82

based on expected credit losses.

(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 2022 guarantees of subsidiaries were as follows (RMB’0000):

Principal

Principal debtor Guarantor Type of guarantee Guarantee amount Guarantee balance

debtee

Nanning Nanning Kuang Linchang Liang Xiaoling Yang Joint-liability

Liaowang (note Branch of Shiyue Gu Hanhua Qingdao Lighting guarantee

20000.000.00

1) Industrial Liuzhou Lighting Chongqing Guinuo

Bank

Nanning Far Eastern Nanning Liaowang Qingdao Lighting Joint-liability

Liaowang (note International Liuzhou Lighting Kuang Linchang guarantee

2) Financial Liang Xiaoling Yang Shiyue Gu 2600.00 0.00

Leasing Co. Hanhua

Ltd.Liuzhou Lighting Nanning Nanning Liaowang Liuzhou Lighting Joint-liability

(note 3) Branch of Kuang Linchang Liang Xiaoling Yang guarantee

15000.000.00

Industrial Shiyue Gu Hanhua

Bank

Chongqing Far Eastern Nanning Liaowang Qingdao Lighting Joint-liability

Guinuo (note 4) International Liuzhou Lighting Kuang Linchang guarantee 3999.00 0.00

Financial Liang Xiaoling Yang Shiyue Gu

336Foshan Electrical and Lighting Co. Ltd.

Leasing Co. Hanhua

Ltd.Nanning

Liaowang Nanning

Liuzhou Branch of Nanning Liaowang Auto Lamp Co.Mortgage 4500.00 4500.00

Foreshine Industrial Ltd.Liuzhou Lighting Bank

(note 5)

Nanning Nanning

Liaowang (note Branch of Chongqing Guinuo Lighting

Mortgage 8100.00 6510.64

6) Industrial Technology Co. Ltd.

Bank

Nanning

Nanning

Liaowang

Branch of Liuzhou Guige Lighting Technology

Liuzhou Fuxuan Mortgage 9100.00 9100.00

Industrial Co. Ltd.Liuzhou Lighting

Bank

(note 7)

Foshan Branch

NationStar

of China Foshan NationStar Optoelectronics Co. Joint-liability

Semiconductor 30000.00 0.00

Merchants Ltd. guarantee

(note 8)

Bank

Total —— —— —— 93299.00 20110.64

Note 1: Nanning Liaowang and Nanning Branch of Industrial Bank signed the Working Capital Loan Contract

(XYGCBLJ Zi (2021) No.1001) with a loan amount of RMB47.7 million (from 1 February 2021 to 1 February

2022). This guarantee has been terminated. Kuang Linchang Liang Xiaoling Yang Shiyue Gu Hanhua Qingdao

Lighting Liuzhou Guige Lighting and Chongqing Guinuo jointly assume joint and several guarantee liabilities for

all creditor's rights balances under the maximum principal limit of RMB200 million and the guarantee amount is

valid from 30 December 2019 to 30 December 2024. This guarantee has been terminated on 1 February 2022.Note 2: On 18 May 2020 Nanning Liaowang and Far East International Financial Leasing Co. Ltd. (hereinafter

referred to as "Far East Leasing") signed the Sale Lease Contract (Contract No.: IFELC20DE24MZT-L-01) with

a financing loan amount of RMB26 million and the actual loan amount obtained was RMB24 million (the

difference with the financing loan amount was RMB2 million as a deposit which was withheld by Far East

Leasing) and the loan term of finance lease is 30 months. Liuzhou Guige Lighting Qingdao Lighting Yang

Shiyue Gu Hanhua Kuang Linchang and Liang Xiaoling provide joint and several liability guarantee for this

financing loan. Nanning Liaowang signed the Ownership Transfer Agreement with Far East Leasing. According

to the General Terms and Conditions of the Sale and Return Lease Contract: Under the condition that Party B

(Nanning Liaowang the same below) enjoys all the rights under this contract and does not affect Party B's normal

use Party A (Far East Leasing the same below) may transfer its ownership of the leased items to any third party

or mortgage the leased items and other guarantees and the validity of the contract will not be affected. Party A

undertakes not to adversely affect Party B's rights (especially the performance of this contract) due to the

transfer/mortgage. Party B shall perform this contract according to the contract and Party A shall guarantee that

Party B shall have the right to use the leased items and the ownership after the expiration of the lease period

according to the contract. This guarantee has been terminated on 26 November 2022.Note 3: Liuzhou Guige Lighting and Nanning Branch of Industrial Bank signed loan contracts numbered

337Foshan Electrical and Lighting Co. Ltd.

WYZH2021012600174 WYZH2021042100164 and WYZH2021042100146 borrowing RMB10 million (from

26 January 2021 to 26 January 2022) RMB20 million (from 21 April 2021 to 21 April 2022) and RMB20 million

(from 22 April 2021 to 22 April 2022) respectively. This guarantee has been terminated. Nanning Liaowang

Kuang Linchang Liang Xiaoling Yang Shiyue and Gu Hanhua provide joint and several liability guarantee with

the maximum balance of principal creditor's rights not exceeding RMB150 million exposure and the guarantee

amount is valid from 30 December 2019 to 30 December 2024. This guarantee has been terminated on 22 April

2022.

Note 4: On 21 June 2020 Chongqing Guinuo signed the Sale and Return Lease Contract with Far East Leasing

(Contract No.: IFELC20DE2XZXM-L-01) with a financing loan amount of RMB39.9 million and an actual loan

amount of RMB35.99 million (the difference with the financing loan amount is RMB4 million as a deposit which

is withheld by Far East Leasing) and the loan term of finance lease is 30 months. This financial lease loan is

mortgaged by Chongqing Guinuo with 28 fixed assets and 104 molds owned by itself. Chongqing Guinuo signed

the Ownership Transfer Agreement with Far East Leasing and Nanning Liaowang Liuzhou Guige Lighting

Qingdao Lighting Liang Xiaoling Yang Shiyue Gu Hanhua and Kuang Linchang provided joint and several

liability guarantee for the lease loan. According to the General Terms and Conditions of the Sale and Return

Lease Contract: Under the condition that Party B (Chongqing Guinuo the same below) enjoys all the rights under

this contract and does not affect Party B's normal use Party A (Far East Leasing the same below) may transfer its

ownership of the leased items to any third party or mortgage the leased items and other guarantees and the

validity of the contract will not be affected. Party A undertakes not to adversely affect Party B's rights (especially

the performance of this contract) due to the transfer/mortgage. Party B shall perform this contract according to the

contract and Party A shall guarantee that Party B shall have the right to use the leased items and the ownership

after the expiration of the lease period according to the contract. This guarantee has been terminated on 20

December 2022.Note 5: Nanning Liaowang Auto Lamp Co. Ltd. (Nanning Liaowang) and Nanning Branch of Industrial Bank

Co. Ltd. entered into the Maximum Financing Agreement (X.Y.G.CH.B.R.Z.Z. [2022] No. (01)) to conduct a bill

transaction of RMB45 million. 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

RM72344400 in the original guarantee contract. The mortgage amount is valid from 23 June 2020 to 23 June

2025. This guarantee has been terminated on 24 April 2022. In the new guarantee contract 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)

YG (2017) NNSBDCQZ No.0065501; b) EG (2017) NNSBDCQZ No.0065499; c) SG (2017) NNSBDCQZ

No.0065498; d) SG (2017) NNSBDCQZ No.0065497.Note 6: 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. Chongqing Guinuo Lighting Technology Co. Ltd. (Chongqing Guinuo) provide

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 RMB81 million and

valid from 15 June 2020 to 15 June 2023. The mortgaged real estate is a) YY (2020) LJXQBDCQ No.000436821

b) EY (2020) LJXQBDCQ No.000437330 c) SY (2020) LJXQBDCQ No.000437429 and d) SY (2020)

LJXQBDCQ No.000437448.Note 7: Liuzhou Guige Photoelectric Technology Co. Ltd. (Liuzhou Guige) and Nanning Branch of Industrial

338Foshan Electrical and Lighting Co. Ltd.

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 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) with a loan of RMB15 million (from 7 May 2022 to 7 May 2023) to conduct a bill transaction

of RMB20 million. In the original 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 RMB150 million.The mortgage amount is valid from 30 December 2019 to 30 December 2024. The guarantee has been terminated

on 23 April 2022. In the new guarantee contract Liuzhou Guige provides mortgage guarantee with the immovable

property owned as collateral and the balance of its principal creditor's rights does not exceed RMB139943700.The guarantee amount is RMB91 million and valid from 24 April 2022 to 31 December 2025. The mortgaged real

estate is: a) YG (2019) LZSBDCQ No.0191988 located at No.1 Factory Building No.12 Hengsi Road Cheyuan;

b) EG (2019) LZSBDCQ No.0191991 located in the mold center of No.12 Hengsi Road Cheyuan; c) SG (2019)

LZSBDCQ No.0191994 located in the logistics gate guard room at No.12 Hengsi Road Cheyuan; d) SG (2019)

LZSBDCQ No.0191995 located in the guard room of Gate 12 Hengsi Road Cheyuan.Note 8: Foshan NationStar Optoelectronics Co. Ltd. convened the 9th Meeting of the 4th Board of Directors on

18 September 2017 on which the Proposal on Providing Guarantee for the Company’s Wholly-owned

Subsidiary was reviewed and approved and the Company was agreed to provide a credit guarantee not

exceeding RMB300 million for the corporation overdraft conducted by its wholly-owned subsidiary NationStar

Semiconductor at China Merchants Bank. NationStar Semiconductor signed the Credit Agreement numbered

757XY2018015331 with Foshan Branch of China Merchants Bank which agreed to provide the credit line of

RMB100 million for NationStar Semiconductor within the credit period stipulated in the Credit Agreement

(from 28 May 2018 to 27 May 2019). The guarantor Foshan NationStar Optoelectronics Co. Ltd. has given the

Letter of Irrevocable Guarantee for Maximum Amount numbered 757XY201801533101 to undertake joint

liability guarantee for the principal debtor valid from 12 June 2018 to 27 May 2022. This guarantee has expired

on 27 May 2022.XV. Events after Balance Sheet Date

1. Significant Non-adjusted Events

Naught

2. Distribution of Profit

Unit: RMB

Profit or

dividend to be 134899464.70

distributed

Based on the share capital of 1348994647 shares (the total share capital of 1361994647 shares minus the

remaining 13000000 A-shares repurchased in the share repurchase account at the disclosure date of the 2022

Annual Report a cash dividend of RMB1 (tax inclusive) per 10 shares is to be distributed to the shareholders

Profit

with no bonus issue from either profit or capital reserves. Where any change occurs to the total shares entitled to

distribution plan

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

339Foshan Electrical and Lighting Co. Ltd.

shareholders before it can be implemented.

3. Sales Return

Naught

4. Notes to Other Events after Balance Sheet Date

(I) Pre-plan for the Issuance of A-shares to Specific Objects in 2023

The Company reviewed and approved the Proposal on the Company’s Issuance of A-Shares to Specific Objects

in 2023 at the 39th Meeting of 9th Board of Directors held on 14 March 2023 and intended to issue additional A-

shares to no more than 35 specific targets including the Company's de facto controller Rising Group who meet

the conditions stipulated by the CSRC. The number of shares to be issued to the specific targets will not exceed

30% of the total share capital before issuance i.e. not more than 408598394 shares (inclusive) and the total

amount of funds to be raised will not exceed RMB 1094551800 (inclusive).The raised funds will be invested in FSL automation transformation and digital transformation project FSL

Hainan Industrial Park I smart street light construction project vehicle lamp module production construction

project and R & D center construction project the use of raised funds is closely related to the Company's future

development strategy and existing main business.After the completion of the issuance the total share capital and net assets of the Company will be increased

substantially and the overall capital strength of the Company will be enhanced. Since the implementation and

benefit generation of the investment projects with raised funds will take a certain process and time the net

profit of the Company may not be able to keep the same growth as the share capital and net assets in the short

term resulting in a decrease in the indicators of earnings per share and return on net assets of the Company

compared to those before the issuance. There is a risk that the earnings per share and return on net assets will be

diluted after the completion of the issuance to the specific targets. The Company has measured the impact of the

issuance of shares to specific targets on the dilution of shareholders' immediate return and considered and

approved the analysis of the dilution of immediate return of the financing the measures to fill immediate return

and the commitments of the relevant commitment bodies at the 39th meeting of the 9th Board of Directors.The issuance of shares to specific targets is subject to the approval of the Company's general meeting the

review and approval of the Shenzhen Stock Exchange and the consent of the CSRC to the registration decision

340Foshan Electrical and Lighting Co. Ltd.

before implementation.(II) Equity Incentive Plan

In order to further improve the Company's long-term incentive mechanism fully mobilize the enthusiasm and

creativity of the Company's management and core staff effectively combine the interests of shareholders the

Company's interests and the personal interests of employees pay attention to the long-term development of the

Company and work together for it in accordance with the Company Law of the People's Republic of China the

Securities Law of the People's Republic of China the Administrative Measures for the Implementation of

Equity Incentives for Listed Companies (Domestic) and other relevant laws regulations and normative

documents as well as the provisions of the Articles of Association of the Company it is proposed to plan the

launch of the Restricted Stock Incentive Plan (hereinafter referred to as "Incentive Plan").The Incentive Plan is proposed to be in the form of restricted stock incentive. The source of the shares is the

repurchased RMB A ordinary shares in the special repurchased securities account of the Company and the

scope of the incentive objects are the directors senior management middle management and core and key

personnel of the Company excluding independent directors supervisors shareholders holding more than 5% of

shares individually or in aggregate or the actual controller and their spouses parents and children and the

number of restricted shares to be granted does not exceed 13 million shares representing approximately 0.95%

of the total share capital of the Company at present.The matter of the equity incentive plan is still in the planning stage and there is uncertainty whether it can be

implemented eventually.XVI. Other Significant Events

1. The Accounting Errors Correction in Previous Period

2. Debt Restructuring

Naught

3. Assets Replacement

Naught

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

341Foshan Electrical and Lighting Co. Ltd.

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 account managers custodians 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

Naught

6. Segment Information

LED packaging

General lighting and and component Offset among

Item Total

vehicle lamp products products and segments

other products

I. Operating revenue 5240011434.90 3579885727.44 -59931886.38 8759965275.96

II. Cost of sales 4139363944.10 3145045565.85 -60438008.42 7223971501.53

III. Income from investments to joint

2467060.071309748.51-1309748.512467060.07

ventures and associates

IV. Credit impairment loss -17343728.93 2003200.53 -64235.21 -15404763.61

V. Asset impairment loss -45335149.00 -46182229.38 -91517378.38

VI. Depreciation and amortization cost 232221176.22 375867590.94 608088767.16

VII. Total profits 257921463.39 130307220.67 -6511000.31 381717683.75

VIII. Income tax expense 21687405.69 9039564.19 147358.15 30874328.03

IX. Net profits 236234057.70 121267656.48 -6658358.46 350843355.72

X. Total assets 9573672136.23 6579901330.87 -866512347.40 15287061119.70

XI. Total liabilities 3897838225.60 2826270746.00 -37394683.51 6686714288.09

7. Other Significant Transactions and Events with Influence on Investors’ Decision-making

Naught

8. Other

(I) Plan of the Major Assets Reorganization by NationStar Optoelectronics

NationStar Optoelectronics intends to acquire 60% of equity (the final shareholding ratio is subject to the

specific share transfer agreement signed by the parties) in Yancheng Dongshan Precision Manufacturing Co.

342Foshan Electrical and Lighting Co. Ltd.

Ltd. (hereinafter referred to as “Target Company”) the wholly-owned subsidiary of Suzhou Dongshan Precision

Manufacturing Co. Ltd. (hereinafter referred to as “shareholder of the Target Company” or “DongshanPrecision”). Upon completion of the transaction NationStar Optoelectronics will hold 60% of equity interest in

the Target Company and the Target Company will become a majority-owned subsidiary of the Company and be

included in the scope of the Company's consolidated financial statements. As of the disclosure date of this

Report NationStar has actively organized various intermediaries to actively carry out due diligence

investigation as well as audit and appraisal of the underlying assets in accordance with relevant regulations.(II) 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

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). The project is

currently progressing in an orderly manner.(III)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 30 June 2022

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.XVII. Notes of Main Items in the Financial Statements of the Company as the Parent

1. Accounts Receivable

(1) Category of Accounts Receivable

Unit: RMB

Ending balance Beginning balance

Carrying amount Bad debt provision Carrying amount Bad debt provision

Item Withdra Carrying Withdra Carrying

Proporti wal Proporti wal

Amount Amount value Amount Amount value

on proporti on proporti

on on

Account 112208 1.13% 112208 100.00% 0.00 112208 1.00% 897666 80.00% 224416

343Foshan Electrical and Lighting Co. Ltd.

s 27.14 27.14 27.14 1.72 5.42

receivab

le for

which

bad debt

provisio

n

separatel

y

accrued

Of

which:

Account

s

receivab

le for

which

112208112208112208897666224416

bad debt 1.13% 100.00% 0.00 1.00% 80.00%

27.1427.1427.141.725.42

provisio

n

separatel

y

accrued

Account

s

receivab

le for

which 979581 647061 914875 110864 519503 105669

98.87%6.61%99.00%4.69%

bad debt 821.17 45.17 676.00 1819.86 20.95 1498.91

provisio

n

accrued

by group

Of

which:

(1)

Commo

921740647061857034102200519503970055

n 93.03% 7.02% 91.26% 5.08%

497.7545.17352.585643.5620.95322.61

business

portfolio

(2)

Internal 578413 578413 866361 866361

5.84%7.74%

business 23.42 23.42 76.30 76.30

portfolio

990802759269914875111986609269105893

Total 100.00% 7.66% 100.00% 5.44%

648.3172.31676.002647.0082.675664.33

Individual withdrawal of bad debt provision by single item: RMB11220827.14

344Foshan Electrical and Lighting Co. Ltd.

Unit: RMB

Ending balance

Name

Carrying amount Bad debt provision Withdrawal proportion Reason for withdrawal

Expectedly

Customer A 11220827.14 11220827.14 100.00% irrecoverable for

involvement in lawsuit

Total 11220827.14 11220827.14

Please refer to the relevant information of disclosure of bad debt provision of other accounts receivable if adopting the general

mode of expected credit loss to withdraw bad debt provision of accounts receivable.□Applicable □ Not applicable

Disclosure by aging

Unit: RMB

Aging Ending balance

Within 1 year (including 1 year) 792004489.20

1 to 2 years 139049799.35

2 to 3 years 17633235.95

Over 3 years 42115123.81

3 to 4 years 6563656.53

4 to 5 years 20564402.16

Over 5 years 14987065.12

Total 990802648.31

(2) Bad Debt Provision Withdrawn Reversed or Recovered in the Reporting Period

Bad Debt Provision Withdrawn Reversed or Recovered in the Reporting Period:

Unit: RMB

Changes in the Reporting Period

Beginning

Category Reversal or Ending balance

balance Withdrawal Write-off Other

recovery

Bad debt

provision

8976661.722244165.4211220827.14

withdrawn

separately

Bad debt

provision 51950320.9 12869499.5

113675.3264706145.17

withdrawn by 5 4

group

60926982.615113664.9

Total 113675.32 75926972.31

76

345Foshan Electrical and Lighting Co. Ltd.

Note: In the current period the provision for expected credit losses was RMB15113664.96 and RMB0.00 of

expected credit losses was recovered or reversed.

(3) Accounts Receivable with Actual Verification during the Reporting Period

单位:元

Item Amount

No.1 113400.28

No.2 275.04

Of whichverification of significant accounts receivable:

Unit: RMB

Whether occurred because

Name of

Nature Amount Reason Procedure of related-party

the entity

transactions

The approval procedure is carried out

Payment for

No.1 113400.28 Irrecoverable according to the Company’s rules for Not

goods

managing bad debt.The approval procedure is carried out

Payment for

No.2 275.04 Irrecoverable according to the Company’s rules for Not

goods

managing bad debt.Total 113675.32

Notes to verification of accounts receivable:

The write-offs of accounts receivable during the period were all other small and sporadic amounts for which the approval process

had been performed in accordance with the Company's bad debt management system

(4) Top 5 of the Ending Balance of the Accounts Receivable Collected according to the Arrears Party

Unit: RMB

Proportion to total ending

Ending balance of accounts Ending balance of bad debt

Name of units balance of accounts

receivable provision

receivable (%)

No. 1 131509845.75 13.27% 3945295.37

No. 2 76077621.37 7.68% 2282328.64

No. 3 62916149.22 6.35% 2100690.83

No. 4 25857388.73 2.61% 2378852.92

No. 5 24804411.54 2.50% 2231110.45

Total 321165416.61 32.41%

346Foshan Electrical and Lighting Co. Ltd.

(5) The Amount of the Assets and Liabilities Formed due to the Transfer and the Continued Involvement

of Accounts Receivable

Naught

(6) Derecognition of Accounts Receivable due to the Transfer of Financial Assets

Naught

2. Other Receivables

Unit: RMB

Item Ending balance Beginning balance

Interest receivable 0.00

Dividend receivable 0.00

Other receivables 511036345.72 511056231.24

Total 511036345.72 511056231.24

(1) Interest Receivable

1) Category of Interest Receivable

Naught

2) Significant Overdue Interest

Naught

3) Information of Withdrawal of Bad Debt Provision

□Applicable □ Not applicable

(2) Dividend Receivable

Naught

(3) Other Receivables

1) Other Receivables Disclosed by Account Nature

Unit: RMB

Nature Ending balance Beginning balance

Other current accounts 499569435.12 497805458.10

Export VAT rebates 9247208.98 4674335.06

Performance bonds 2535349.17 5597832.99

347Foshan Electrical and Lighting Co. Ltd.

Rents and utilities 2211666.93 2564557.87

Staff loans and imprests 1467513.80 3486778.81

Total 515031174.00 514128962.83

2) Information of Withdrawal of Bad Debt Provision

Unit: RMB

First stage Second stage Third stage

Expected loss in the

Expected loss in the

Bad debt provision Expected credit loss of duration (credit Total

duration (credit

the next 12 months impairment not

impairment occurred)

occurred)

Balance of 1 January

763248.722309482.873072731.59

2022

Balance of 1 January

2022 in the Current

Period

Withdrawal of the

-192812.041114908.73922096.69

Current Period

Balance of 31

570436.683424391.603994828.28

December 2022

Changes of carrying amount with significant amount changed of loss provision in the current period

□Applicable □ Not applicable

Disclosure by aging

Unit: RMB

Aging Ending balance

Within 1 year (including 1 year) 107707632.83

1 to 2 years 402271482.67

2 to 3 years 1736367.27

Over 3 years 3315691.23

3 to 4 years 1049621.10

4 to 5 years 763885.44

Over 5 years 1502184.69

Total 515031174.00

3) Bad Debt Provision Withdrawn Reversed or Recovered in the Reporting Period

Information of bad debt provision withdrawn:

Unit: RMB

Changes in the Reporting Period

Beginning

Category Reversal or Ending balance

balance Withdrawal Write-off Other

recovery

Other

3072731.59922096.693994828.28

receivables

348Foshan Electrical and Lighting Co. Ltd.

Total 3072731.59 922096.69 3994828.28

Note: In the current period the provision for expected credit losses was RMB922096.69 and RMB0.00 of

expected credit losses was recovered or reversed.

4) Particulars of the Actual Verification of Other Receivables during the Reporting Period

Naught

5) 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 receivables bad debt provision

(%)

No. 1 Internal business

454153471.06 Within 2 years 88.18% 0.00

group

No. 2 Internal business

21486135.57 Within 1 year 4.17% 0.00

group

No. 3 VAT export tax

9247208.98 Within 1 year 1.80% 277416.27

refunds

No. 4 Internal business

8031040.17 Within 2 years 1.56% 0.00

group

No. 5 Internal business

3987471.15 Within 2 years 0.77% 0.00

group

Total 496905326.93 96.48% 277416.27

6) Accounts Receivable Involving Government Grants

Naught

7) Derecognition of Other Receivables due to the Transfer of Financial Assets

Naught

8) The Amount of the Assets and Liabilities Formed due to the Transfer and the Continued Involvement of Other

Receivables

Naught

3. Long-term Equity Investment

Unit: RMB

Ending balance Beginning balance

Item Carrying Depreciation Carrying Depreciation

Carrying value Carrying value

amount reserve amount reserve

232363123232363123106153676106153676

Investment to

8.418.416.026.02

349Foshan Electrical and Lighting Co. Ltd.

subsidiaries

Investment to

joint ventures 181931792. 181931792. 181545123. 181545123.and associated 66 66 09 09

enterprises

250556303250556303124308188124308188

Total

1.071.079.119.11

(1) Investment to Subsidiaries

Unit: RMB

Beginning Increase/decrease Ending Ending

balance Depreciation balance balance of

Investee Additional Reduced

(carrying reserves Other (carrying depreciation

investment investment

value) withdrawn value) reserve

FSL

Chanchang 82507350.0 82507350.0

Optoelectron 0 0

ics Co. Ltd.Foshan

Taimei Times

Lamps and 350000.00 350000.00

Lanterns Co.Ltd.Nanjing

Fozhao

Lighting 72000000.0 72000000.0

Components 0 0

Manufacturin

g Co. Ltd.Foshan

Electrical &

35418439.735418439.7

Lighting

66

(Xinxiang)

Co. Ltd.Foshan

Fozhao

15000000.015000000.0

Zhicheng

Technology 0 0

Co. Ltd.FSL Zhida

Electric 25500000.0 25500000.0

Technology 0 0

Co. Ltd.FSL

EUROPE 195812.50 195812.50

GMBH

Foshan 16685000.0 16685000.0

Haolaite 0 0

350Foshan Electrical and Lighting Co. Ltd.

Lighting Co.Ltd.Fozhao

(Hainan) 150000000. 50000000.0 200000000.Technology 00 0 00

Co. Ltd.Nanning

Liaowang 493880163. 493880163.Auto Lamp 76 76

Co. Ltd.Foshan

Kelian New

170000000.170000000.

Energy

0000

Technology

Co. Ltd.Foshan

Sigma

Venture 0.00 4226.45 4226.45

Capital Co.Ltd.Foshan

NationStar 121209024 121209024

0.00

Optoelectron 5.94 5.94

ics Co. Ltd.

106153676126209447232363123

Total

6.022.398.41

(2) Investment to Joint Ventures and Associated Enterprises

Unit: RMB

Increase/decrease

Gains

and Cash Ending

Beginni Adjust Withdra

losses bonus Ending balance

ng Additio Reduce ment of Change wal of

Investe recogni or balance of

balance nal d other s of impair

e zed profits Other (carryin depreci

(carryin investm investm compre other ment

under announ g value) ation

g value) ent ent hensive equity provisi

the ced to reserve

income on

equity issue

method

I. Joint ventures

II. Associated enterprises

Shenzh

enPrim

atronix

(Nanho 181545 24670 20803 181931

)123.0960.0790.50792.66

Electro

nics

Ltd.

1815452467020803181931

Subtota

123.0960.0790.50792.66

351Foshan Electrical and Lighting Co. Ltd.

l

1815452467020803181931

Total

123.0960.0790.50792.66

(3) Other Notes

Naught

4. 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 business 3140930568.54 2545166965.71 3548713016.46 3011542500.00

Other business 173106570.74 138938600.08 169595356.00 142496679.53

Total 3314037139.28 2684105565.79 3718308372.46 3154039179.53

Information related to transaction value assigned to residual performance obligations:

The amount of revenue corresponding to performance obligations of contracts signed but not performed or not

fully performed yet was RMB0.00 at the period-end.

5. Investment Income

Unit: RMB

Item Reporting Period Same period of last year

Long-term equity investment income

8704927.4338645385.25

accounted by cost method

Long-term equity investment income

2467060.072260497.27

accounted by equity method

Investment income from disposal of

7349443.02

long-term equity investment

Dividend income from holding of other

16055272.9323643370.02

investments in equity instruments

Investment income from financial

1595691.60971514.99

products and structural deposits

Other -9764664.95 6013450.00

Total 19058287.08 78883660.55

6. Other

Naught

352Foshan Electrical and Lighting Co. Ltd.

XVIII. Supplementary Materials

1. Items and Amounts of Non-recurring Profit or Loss

□ Applicable □ Not applicable

Unit: RMB

Item Amount Note

Gain/Loss arising from disposal of non-

-8216871.49

current assets

Government grants recognized in the

current period except for those acquired

in the ordinary course of business or

68903156.89

granted at certain quotas or amounts

according to the government’s unified

standards

Capital occupation charges on non-

financial enterprises that are recorded 339583.00

into current profit or loss

Current net profit or loss of subsidiaries

acquired in business combination under

22504245.08

the same control from period-beginning

to combination date

Gain/loss from change of fair value of

trading financial assets and liabilities

and investment gains from disposal of

trading financial assets and liabilities -19057137.27

and available-for-sale financial assets

other than valid hedging related to the

Company’s common businesses

Reverse of provision for impairment of

accounts receivable individually 1203963.23

conducting impairment test

Other non-operating income and

10557819.17

expenses other than the above

Less: Income tax effects 4465855.78

Non-controlling interests effects 62919728.02

Total 8849174.81 --

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

353Foshan Electrical and Lighting Co. Ltd.

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 4.13% 0.1708 0.1692

Company

Net profit attributable to

ordinary shareholders of the

4.12%0.16420.1627

Company after deduction of

non-recurring profit or loss

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

Naught

4. Other

Naught

Wu Shenghui legal representative

Foshan Electrical and Lighting Co. Ltd.

6 April 2023

354

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