The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. Midea Group Co., Ltd.
The Report for the Third Quarter of 2015 October 2015
The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. Section I Important Reminders
1.1 The Board of Directors, the Supervisory Committee as well as all the directors, supervisors and senior management staff of Midea Group Co., Ltd. (hereinafter referred to as the “Company”) have warranted that this Report contains no false records, misleading statements or material omissions. And they shall be jointly and severally liable for the factuality, accuracy and completeness of the information given in this Report.
1.2 All the directors have attended the Q3 report review board meeting.
1.3 The financial statements contained in this Report have not been audited by a certified public auditors (CPAs) firm.
1.4 Mr. Fang Hongbo, Chairman of the Board and President of the Company, and Ms. Yuan Liqun, responsible person for theCompany’s financial affairs, have represented and warranted that the financial statements in this Report are factual, accurate and complete.
1.5 This Report has been prepared in both Chinese and English. Should there be any discrepancy between the two versions, the Chinese version shall prevail.
The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. Section II Financial Highlights& Changes in Shareholders
I Major accounting data and financial indexes
Does the Company adjust retrospectively or restate accounting data of previous years due to changes in accounting policy or correction of any accounting error?
□ Yes√ No
||||||||
|-|-|-|-|-|-|-|
||30 Sept. 2015||31 Dec. 2014||Increase/decrease (%)||
|Total assets (RMB’000)|134,346,267.15||120,292,088.16||11.68%||
|Net assets attributable to shareholders|47,681,320.04||39,470,499.84||||
||||||20.80%||
|of the Company (RMB’000)|||||||
|||YoY increase/decrease||||YoY|
||Jul.-Sept. 2015|||Jan.-Sept. 2015|||
|||(%)||||increase/decrease (%)|
|Sales revenues (RMB’000)|28,865,271.89|-9.10%||111,374,415.67||2.10%|
|Net profits attributable to shareholders|2,687,980.08|||11,012,102.69|||
|||14.73%||||23.00%|
|of the Company (RMB’000)|||||||
|Net profits attributable to shareholders|||||||
||1,942,547.54|-0.93%||9,375,584.54||8.66%|
|of the Company after extraordinary|||||||
|gains and losses (RMB’000)|||||||
|Net cash flows from operating activities||||17,970,483.89|||
||--|--||||29.72%|
|(RMB’000)|||||||
|Basic EPS (RMB Yuan/share)|0.63|12.50%||2.60||22.64%|
|Diluted EPS (RMB Yuan/share)|0.63|12.50%||2.59||22.17%|
|Weighted average ROE (%)|5.75%|-0.60%||25.46%||0.11%|

 Total share capital of the Company on the last trading session before disclosure:
|||
|-|-|
|Total share capital of the Company on the last trading sessionbefore disclosure (share)||
||4,265,714,504|

Whether the Company's share capital changed and the change affected the owners' equity due to reasons such as the issuance of new shares, allotment of shares, equity incentive plans, and repurchases during the time from the end of the Report Period to the date when this Report is released
□ Yes√ No
Items and amounts of extraordinary gains and losses
√ Applicable□ Inapplicable
Unit:RMB’000
||||
|-|-|-|
|Item|Amount as of Jan.-Sept. 2015|Note|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
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|Gains/losses on the disposal of non-current assets (including the||
||-112,520.56|
|offset part of asset impairment provisions)||
|Government grants recognized in the current period, except for||
|those acquired in the ordinary course of business or granted at||
||972,255.42|
|certain quotas or amounts according to the country’s unified||
|standards||
|Gain/loss on entrusting others with investments or asset||
||1,008,769.95|
|management||
|Gain/loss on debt restructuring|5,157.17|
|Gains and losses on change in fair value from tradable financial||
|assets and tradable financial liabilities, as well as investment||
|income from disposal of tradable financial assets and tradable||
||419,620.53|
|financial liabilities and financial assets available for sale, except||
|for effective hedging related to the normal businesses of the||
|Company||
|Reversal of impairment provisions for the accounts receivable on||
||341.34|
|which impairment tests were carried out separately||
|Non-operating income and expenses other than the above|140,774.83|
|Less: Income tax effects|505,422.96|
|Minority interests effects (after tax)|292,457.57|
|Total|1,636,518.15|

Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to thePublic—Extraordinary Gains and Losses, or classifies any extraordinary gain/loss item mentioned in the said explanatory announcement as a recurrent gain/loss item
□ Applicable√ Inapplicable
No such cases in the Report Period.
II Total number of shareholders and shareholdings of the top ten shareholders at the period-end
1. Total number of common shareholders and shareholdings of the top ten common shareholders at the period-end
Unit: share
||||||||
|-|-|-|-|-|-|-|
|Total number of common shareholders at the|||||||
||86,834||||||
|period-end|||||||
|Shareholdings of the top ten common shareholders|||||||
|Name of shareholder||Nature of|Shareholdin|Number of the|Number of|Pledged or frozen|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
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|-|-|-|-|-|-|-|-|-|
||shareholder|g percentage|shares held||restricted shares|shares|||
|||(%)|||held|Status of||Number of|
|||||||shares||shares|
|Midea Holding Co., Ltd.|Domesticnon-state-ownedcorporation|35.08|1,496,250,000||1,496,250,000||||
|||||||Pledged||253,530,000|
|Rongrui Equity Investment (Zhuhai)Partnership (limited partnership)|Domesticnon-state-ownedcorporation|7.14|304,500,000||0||||
|China Securities Finance Co., Ltd.|State-ownedcorporation|2.99|127,545,960||0||||
|Fang Hongbo|Domesticindividual|2.14|91,326,995||90,000,000||||
|Tianjin CDH Jiatai Equity InvestmentPartnership (limited partnership)|Domesticnon-state-ownedcorporation|1.83|78,000,000||0||||
|Huang Jian|Domesticindividual|1.76|75,063,997||75,000,000||||
|Ningbo Maysun Equity Investment Partnership(limited partnership)|Domesticnon-state-ownedcorporation|1.76|75,000,000||75,000,000||||
|Yuan Liqun|Domesticindividual|1.42|60,500,000||60,000,000||||
|CDH M-Tech (HK) Co., Ltd.|Overseascorporation|1.41|60,000,000||0||||
|CDH Spark (HK) Co., Ltd.|Overseascorporation|1.35|57,500,000||0||||
|Shareholdings of the top ten non-restricted common shareholders|||||||||
|||Number of non-restricted||Type of shares|||||
|Name of shareholder||common shares held at the|||||||
|||||Type|||Number||
|||period-end|||||||
|Rongrui Equity Investment (Zhuhai) Partnership (limitedpartnership)||304,500,000|||||||
|||||RMB ordinary shares|||304,500,000||
|China Securities Finance Co., Ltd.||127,545,960||RMB ordinary shares|||127,545,960||
|Tianjin CDH Jiatai Equity Investment Partnership (limitedpartnership)||78,000,000|||||||
|||||RMB ordinary shares|||78,000,000||
|CDH M-Tech (HK) Co., Ltd.||60,000,000||RMB ordinary shares|||60,000,000||
|CDH Spark (HK) Co., Ltd.||57,500,000||RMB ordinary shares|||57,500,000||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
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|-|-|-|-|
|Central Huijin Investment Ltd.|52,316,600|RMB ordinary shares|52,316,600|
|Fidelity Investments Management (HK) Ltd.－Clients’ Capital|35,990,029|RMB ordinary shares|35,990,029|
|UBS AG|33,167,480|RMB ordinary shares|33,167,480|
|Merrill Lynch International|32,383,329|RMB ordinary shares|32,383,329|
|China Life Insurance Company Ltd.－Dividend－IndividualDividend-005L-FH002Shen|31,397,701|||
|||RMB ordinary shares|31,397,701|
||Mr. Fang Hongbo and Ms. Yuan Liqun, both individual shareholders,|||
||serve as the board chairman and a senior executive respectively in|||
||Midea Group. CDH Jiatai, CDH M-Tech and CDH Spark are related|||
||parties to each other, with a combined stake of 4.59% in Midea Group.|||
|Explanation of the associated relationship or/and acting-in-concert||||
||The Company does not know if any associated relationship exists|||
|parties among the above-mentioned shareholders||||
||among other shareholders of tradable shares or if other shareholders of|||
||tradable shares belong to acting-in-concert parties specified in the|||
||Administrative Measures for Information Disclosure Regarding|||
||Changes of Shareholdings in Listed Companies.|||
|Top ten non-restricted common shareholders taking part in||||
||Inapplicable|||
|securities margin trading (if any)||||

Note: Up to 15 October 2015, according to the latest register of shareholders (including the top 100 shareholders) provided by the Shenzhen branch of China Securities Depository and Clearing Co., Ltd, China Securities Finance Co., Ltd directly holds 127,545,960 shares (a stake of2.99%) in the Company, ranking as theCompany’s second biggest shareholder with tradable shares. Meanwhile, dozens of funds jointly hold 101,069,000 shares (a stake of2.40%) in the Company through an asset management scheme of China Securities Finance Co., Ltd. In addition, Central Huijin Investment Ltd directly holds 52,316,600 shares (a stake of1.23%) in the Company, ranking as theCompany’s sixth biggest shareholder with tradable shares. The aforesaid 12 shareholders all together hold 280,931,560 shares in the Company, representing a stake of6.62%.
Did any of the top 10 common shareholders or the top 10 non-restricted common shareholders of the Company carry out any agreed buy-back in the Report Period?
□ Yes√ No
No such cases in the Report Period.
2. Total number of preference shareholders and shareholdings of the top ten preference shareholders at the period-end
□ Applicable√ Inapplicable
The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. Section III Significant Events
I Major changes in main accounting statement items and financial indicators within the Report Period, as well as the reasons for the changes
√ Applicable□ Inapplicable
Unit:RMB’000
|||||||||||
|-|-|-|-|-|-|-|-|-|-|
||||30||31|||||
||||||||Increase/de||Main reasons for the|
||Balance sheet items||September||December|||||
||||||||crease (%)||change|
||||2015||2014|||||
|Monetary funds||9,317,623.10||6,203,282.81||50.20%||The business scale grew and theoperating efficiency improved||
|Derivative financial assets||233,141.63||162,513.84||43.46%||Fair value changes of derivativefinancial instruments||
|Notes receivable||25,817,870.76||17,097,233.37||51.01%||Sales increased||
|Dividends receivable||12,384.26||45,943.22||-73.04%||Dividends from associates||
|Other receivables||2,040,093.07||1,180,767.53||72.78%||Sales increased||
|Inventories||8,565,322.09||15,020,030.26||-42.97%||The operating efficiencyimproved||
|Available-for-sale financial assets||3,998,949.88||1,655,494.72||141.56%||Equity investment increased||
|Savings absorbed and amounts due frombanks and other financial institutions||76,511.30||7,493.81||920.99%||Operational changes in thefinance subsidiary||
|Derivative financial liabilities||165,972.11||74,960.70||121.41%||Fair value changes of derivativefinancial instruments||
|Notes payable||23,734,326.46||12,648,496.99||87.65%||Procurement increased||
|Interest payable||6,737.13||22,912.17||-70.60%||The U.S. commercial papersdecreased||
|Dividends payable||194,704.59||93,799.03||107.58%||Profits distribution bysubsidiaries||
|Non-current liabilities due within oneyear||0||611,900.00||-100.00%||All the non-current liabilities duewithin one year were repaid||
|Long-term borrowings||7,416.80||19,205.03||-61.38%||Some long-term borrowings wererepaid||
|Bonds payable||0||153,026.30||-100.00%||Due bonds were honored||
|Specialized payables||116,311.16||851,825.49||-86.35%||An alteration and relocationamount was received||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. The business scale grew and the Retained profits 28,570,042.99 21,814,315.69 30.97%
operating efficiency improved
|||||||||||
|-|-|-|-|-|-|-|-|-|-|
||Income statement items||January-Sept||January-Sept||Increase/De||Main reasons for the|
||(January-September)||ember 2015||ember 2014||crease (%)||change|
|Interest income||656,236.20||503,212.87||30.41%||The business of the financesubsidiary expanded||
|Handling charge and commission income||3,203.05||1,566.93||104.42%||The business of the financesubsidiary expanded||
|Interest expenses||448,162.77||243,027.70||84.41%||The business of the financesubsidiary expanded||
|Financial expenses||100,874.91||-11,698.64||962.28%||Interest income decreased||
|Asset impairment losses||87,844.03||257,035.18||-65.82%||The growth in accountsreceivable slowed down||
|Gains on fair value changes||45,766.08||-598,637.76||107.65%||Fair value changes of thederivative financial instruments||
|Investment gains||1,593,820.49||839,388.23||89.88%||Gains on financial productsincreased||
|Non-operating income||1,224,383.79||706,470.73||73.31%||Governmental subsidy increased||
||Cash flow statement items||January-Sept||January-Sept||Increase/De||Main reasons for the|
||(January-September)||ember 2015||ember 2014||crease (%)||change|
|Net cash flows from investing activities||-9,849,714.92||-24,179,641.66||59.26%||Changes in investment andfinancial products||
|Net cash flows from financing activities||-6,899,879.20||-1,314,530.93||-424.89%||Borrowings decreased||

II Progress, influence and solutions of significant events
√ Applicable□ Inapplicable
1. The Pre-Plan for the First Repo of Some Public Shares was reviewed and approved at the
30th
Meeting of the First Board of Directors on 26 June 2015 and later at the Second Special General Meeting for 2015 on 13 July 2015. According to the Pre-Plan, the Company would repurchase some of its shares under the price of RMB48.54/share and the total price for the repo should not exceed RMB1 billion. 29,591,644 shares were bought back during the period from 21 July 2015 to 31 July 2015, accounting for0.69% of theCompany’s total shares. With the highest price at RMB35.74/share and the lowest at RMB30.69/share, the total repo price stood at RMB999,997,670.86, reaching the limit. As such, this repo plan has been carried out. And the Company cancelled
the repo shares of 29,591,644 with the Shenzhen branch of China Securities Depository and Clearing Co., Ltd. on
6 August 2015.
The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. 2. In order to prepare for the fast-growing market demand for robots as well as to push forwardMidea’s strategy of automation and form a competitive edge in cost, the Company and Yaskawa Electric (China) Co., Ltd, a subsidiary solely owned by the Japan-based Yaskawa Electric Corporation, reached consensus upon amicable negotiation and signed a joint venture contract on 4 August 2015 regarding a joint investment of RMB400 million in the incorporation of Guangdong Yaskawa Midea Industrial Robot Co., Ltd and Guangdong Midea Yaskawa Service Robot Co., Ltd.
||||
|-|-|-|
|Overview of the significant event|Date of disclosure|Website for disclosure|
|Announcement on the Cancellation of the First Repo Shares & theCorresponding Share Changes|||
||7 August 2015|www.cninfo.com.cn|
|Announcement of Midea Group Co., Ltd on the Release of the RobotBusiness Strategy & the Incorporation of a Robot Joint Venture withYaskawa Electric|||
||5 August 2015|www.cninfo.com.cn|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. III Undertakings made by the Company and its shareholders interested in5% or more of the shares of the Company made in the Report Period or subsisting to the Report Period
√ Applicable□ Inapplicable
|||||||
|-|-|-|-|-|-|
||Undertaki||Undertaking|||
|Undertaking||Details of undertaking||Term|Particulars on the performance|
||ng giver||date|||
|||1. Undertaking of Midea Holding Ltd. (hereinafter referred to as "Midea||Apart from the|1. There has been no violation of this undertaking.|
|||Holding"), and He Xiangjian, respectively the controlling shareholder and actual||first item of||
|||controller of Midea Group Co., Ltd., towards the lock-up period of shares.||u n d e r takings,||
|||He Xiangjian and Midea Holding have undertaken as follows: Within 36 months from||its duration||
|Undertakings||||||
|||the listing date of Midea Group's stocks, they will neither transfer or entrust others to||validity spans||
|given in|Controllin|||||
|||manage their directly and indirectly held shares of Midea Group issued prior to this||36 months from||
|offering|g|||||
|||issuance, nor sell them to Midea Group. If they break the above undertaking, they will||the day of||
|documents or|shareholde||2013-3-28|||
|||assume all liabilities arising therefrom.||Midea Group’s||
|shareholding|r, actual|||||
|||2. Undertaking of Midea Holding and the actual controller He Xiangjian towards||listing which is|2. There is no violation of this undertaking.|
|alternation|controller|||||
|||the maintenance of the independence of Midea Group.||18 September||
|documents||||||
|||He Xiangjian and Midea Holding have undertaken as follows: He Xiangjian, Midea||2013 to||
|||Holding and their controlled enterprises will remain independent from Midea Group in||18 September||
|||respect of personnel, finance, assets, business and institutions, etc. in accordance with||2016, all other||
|||relevant laws and regulations and regulatory documents. They will faithfully fulfill the||items are||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
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|above undertaking, and assume the corresponding legal liability. If they fail to fulfill their|indefinite.||
|obligations and responsibilities conferred by the undertaking, they will bear the|||
|corresponding legal liabilities according to relevant laws, rules, regulations and|||
|regulatory documents.|||
|3. Undertaking of Midea Holding and the actual controller He Xiangjian towards||3. There has been no violation of this undertaking.|
|avoiding competition within the industry.|||
|In order to avoid possible competition within the industry between Midea Group and|||
|Midea Holding and its controlled enterprises as well as He Xiangjian, his immediate|||
|family and his controlled companies, He Xiangjian and Midea Holding have undertaken|||
|as follows:|||
|(1) None of the entities or individuals mentioned above is or will be engaged in the same|||
|or similar business as the existing main business of Midea Group and its controlled|||
|companies. They are not or will not engage or participate in such business that is|||
|competitive to the existing main business of Midea Group and its controlled companies|||
|by controlling other economic entities, institutions or economic organizations;|||
|(2) If Midea Group and its controlled companies expand their business on the basis of the|||
|existing ones to those where the above mentioned related entities or individuals are|||
|already performing production and operation, as long as He Xiangjian is still the actual|||
|controller of Midea Group, and Midea Holding the controlling shareholder, they will|||
|agree on solving the problem of competition within the industry arising therefrom, within|||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
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|a reasonable period;||
|(3) If Midea Group and its controlled companies expand their business scope on the basis||
|of the existing ones to those where the above mentioned related subjects have not gone||
|into production or operation, as long as He Xiangjian is still the actual controller of||
|Midea Group, and Midea Holding the controlling shareholder, they would undertake as||
|not to engage in any business competing with the new ones of Midea Group and its||
|controlled companies;||
|(4) In accordance with effective laws, regulations or other regulatory documents of||
|People's Republic of China, as long as He Xiangjian is identified as the actual controller||
|of Midea Group, and Midea Holding the controlling shareholder, they will not change or||
|terminate this undertaking.||
|(5) He Xiangjian and Midea Holding shall faithfully fulfill the above undertaking, and||
|assume the corresponding legal responsibilities. If they fail to fulfill their obligations and||
|responsibilities conferred by the undertaking, they would bear the corresponding legal||
|responsibilities according to relevant laws, rules, regulations and regulatory documents.||
|4. Undertaking of Midea Holding and the actual controller He Xiangjian towards|4. There has been no violation of this undertaking.|
|the regulation of related transactions.||
|In order to regulate matters of related transactions that may occur in the future between||
|Midea Group and Midea Holding and its controlled companies as well as He Xiangjian,||
|his immediate family and his controlled companies, He Xiangjian and Midea Holding||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
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|-|
|have undertaken as follows:|
|(1) They will regulate any related transactions with Midea Group and its controlled|
|companies using their utmost efforts to reduce them. For unavoidable related transactions|
|with Midea Group and its controlled companies, including but not limited to commodity|
|trading, providing services to each other or as agent, they will sign legal normative|
|agreements with Midea Group, and go through approval procedures in accordance with|
|related laws, regulations, rules, other regulatory documents, and relevant provisions of|
|the Articles of Association of Midea Group. They guarantee to offer fair prices for|
|related transactions, and fulfill the information disclosure obligations in respect of the|
|related transactions according to related laws, regulations, rules, other regulatory|
|documents, and relevant provisions of the Articles of Association of Midea Group. They|
|also guarantee not to illegally transfer funds or profits from Midea Group, or damage the|
|interests of its shareholders at their advantages during the related transactions.|
|(2) They shall fulfill the obligation of withdrawing from voting that involves the above|
|mentioned related transactions at the general meeting of Midea Group;|
|(3) The related subject mentioned above shall not require Midea Group to offer more|
|favorable conditions than those to any independent third party in any fair market|
|transactions.|
|(4) In accordance with effective laws, regulations or other regulatory documents of|
|People's Republic of China, as long as He Xiangjian is identified as the actual controller|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
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|of Midea Group, and Midea Holding the controlling shareholder, they shall not change or||
|terminate this undertaking.||
|(5) He Xiangjian and Midea Holding will faithfully fulfill the above undertaking and||
|assume the corresponding legal liabilities. If they fail to fulfill their obligations and||
|responsibilities conferred by the undertaking, they will bear the corresponding legal||
|responsibilities according to relevant laws, rules, regulations and regulatory documents.||
|5. Related undertaking by He Xiangjian, the actual controller of Midea Group, on|5. So far, this shareholding transfer has not brought|
|Midea Trade Union Committee transferring its limited equity of Midea Group.|about any loss caused by any dispute or potential|
|On 4 January , 2001, the Midea Trade Union Committee signed the "Equity Transfer|disputes. There has been no violation of this|
|Contract" with five people, i.e. He Xiangjian, Chen Dajiang, Feng Jingmei, Chen|undertaking.|
|Kangning and Liang Jieyin, where it transfered all limited equity of Midea Group (22.||
|85%) respectively to those five people. According to the confirmation letter issued by||
|members of the Midea Trade Union Committee at that time, the equity transfer price was||
|determined after mutual discussion on the basis of their true opinions, therefore there was||
|no dispute or potential dispute.||
|On 28 June, 2013, Foshan Shunde Beijiao General Union, superior department of Midea||
|Trade Union Committee, issued a confirmation letter to the fact that Midea Trade Union||
|Committee funded the establishment of Midea Group Co., Ltd. In addition, the letter also||
|confirmed that the council of Midea Trade Union Committee is entitled to dispose any||
|property of the committee, and such property disposal does not need agreement from all||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
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|staff committee members.||
|Midea Holding and He Xiangjian, respectively the controlling shareholder and actual||
|controller of Midea Group Co., Ltd. have undertaken as follows: For any loss of Midea||
|Group caused by any dispute or potential dispute arising from the matters of equity||
|transfer mentioned above, they are willing to assume full liability for such loss.||
|6. Undertakings on Issues about Payment of the Staff Social Insurance and the||
|Housing Provident Fund involved in Midea Group's Overall Listing|6. So far, the payment of the staff social insurance|
|Midea Holding and He Xiangjian: Midea Holding have undertaken to be liable for (1)|and the housing provident fund has not brought|
|paying such expenses and related expenses on time based on the requirements of relevant|about any controversy or potential disputes. There|
|state departments, if Midea Group is required to be liable for the payment of staff social|has been no violation of this undertaking.|
|insurance and the housing provident fund and the payment required by relevant state||
|authorities prior to this merger, (2) paying corresponding compensation for all direct and||
|indirect losses incurred by Midea Group and its subsidiaries due to this merger, (3)||
|indemnifying and holding harmless Midea Group and its subsidiaries in time from such||
|expenses where Midea Group and its subsidiaries are required to pay them in advance.||
|7. Undertakings on issues about asset alteration, asset flaw and house leasing of||
|Midea Group and its subsidiaries|7.1 The Process of Property Ownership Certificate:|
|Midea Holding and He Xiangjian have undertaken as follows:|The Report discloses that the Company is trying to get|
|(1) Midea Holding will do its utmost to assist and urge Midea Group (including its|the Property Ownership Certificate for 177 of its|
|subsidiaries) to complete renaming procedures of related assets, such as land, houses,|properties, which cover an area of 2,148,485.65 square|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
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|-|-|
|trademarks, patents and stock rights, declared in the related files of this merger. Midea|meters. So far, 51 applications have been approved, the|
|Holding will be liable for all compensations of losses caused by issues about renaming|total area covers 1,638,892.27 square meters, which|
|procedures of related assets mentioned above to Midea Group.|accounts for 76.28% of total area; 11 applications are|
|(2) Midea Holding shall do its utmost to assist Midea Group (including its subsidiaries)|under process, covering an area of 447,465.15 square|
|to apply for ownership certificates of land and property declared in related files of this|meters, accounting for 20.83% of the total area. These|
|merger.|11 properties are in possession of ownership certificates|
|(3) For those houses without ownership certificates due to incomplete formalities in the|have not brought about any controversy or dispute.|
|past, Midea Holding shall assist Midea Group (including its controlled subsidiaries) in|Another property with an area of 1,966.69 square|
|going through relevant construction-related formalities again and obtaining the|meters (0.09% of the total area) has been disposed. The|
|corresponding house ownership certificates. If the competent authorities require Midea|remaining 114 properties, spanning an area of|
|Group to dismantle buildings that can not acquire the real estate registration procedures|60,161.54 square meters account for 2.8% of the total|
|re-application, Midea Holding shall do its utmost to provide assistance and be liable for|area. These properties are all small unit size auxiliary|
|any related expenses used in dismantling such buildings by Midea Group (including its|facilities such as security booth, transformer room,|
|subsidiaries).|power room, pump room, gas station and so on, for|
|(4) Under any circumstances that Midea Group suffers from losses incurred through no|which property ownership certificates cannot be granted|
|longer using those properties or failing to obtain or collect in time, the ownership|or applied for. So far these 114 properties have not been|
|certificates of those properties currently being used or any losses caused by other|required to be dismantled by competent departments so|
|reasons, Midea Holding shall compensate any loss for these reasons in time and in full.|that these buildings are still in regular use, which has|
|Midea Holding shall compensate the actual loss Midea Group suffers, from any|not brought about any controversy or any company loss|
|circumstances above resulting from penalties subjected to by competent authorities or|caused by disputes. There is no violation of|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
|||
|-|-|
|through claims by any third party.|undertakings.|
|(5) Based on issues of defective house leasing declared in related files of this merger,|7.2 The Use of Rental Houses of This Company|
|Midea Holding shall provide sufficient compensations for all economic losses incurred|The Report discloses that as of 31 December 2012, our|
|by Midea Group (including its subsidiaries) where the leasehold relations above become|company used 113 leasing houses in total, of which our|
|invalid or other disputes occur, which are caused by rights claims from a third party or by|company can't get the property certificate of 100 leasing|
|means of an administrative authority exercising a right and therefore results in any|houses from the leasing party. So far the contracts of 82|
|economic losses due to eviction from rental houses, or any penalties subjected to by|out of the 113 rental houses haven't been signed to|
|competent government departments or any recourse from related parties.|extend the leasehold. The property certificates of 2 of|
|(6) Based on the issues of defective land leasing declared in related files of this merger,|the remaining 31 houses have been obtained while the|
|when leasehold relations become invalid caused by defects of land leasing or when other|other 29 certificates haven't been obtained. These 29|
|disputes occur, resulting in any economic losses to Midea Group (including its|rental houses haven't rendered our company any|
|subsidiaries) or through any penalties administered by competent government|economic loss or penalty caused by defective property|
|departments. Likewise if the lessor can't compensate for losses caused by such defective|rights, which result in removing to other rental houses.|
|leasing, Midea Holding shall compensate Midea Group for losses caused by such|7.3 Land Use Rights of Leasing Use|
|defective land leasing|The "Report" discloses that as of 31 December, 2012,|
|Midea Holding will compensate any losses of Midea Group where a violation of|our company has had one case of using rental houses,|
|guarantees and undertakings referred to previously occurs or such guarantees and|covering a total area of 57,506.95 square meters for|
|undertakings are not consistent with the reality.|which the lessor of the rental land mentioned above did|
||not provide any legal ownership files showing or|
||detailing ownership of this land. So far this rental land|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
||
|-|
|has not rendered our company any controversy or any|
|loss caused by disputes. There has been no violation of|
|undertakings.|
|7.4 The Procedures of Renaming Land Owner|
|Under Process Caused by the Alteration of the|
|Company's Name|
|The Report discloses that there are still 10 cases in the|
|process of registering a new land owner caused by|
|changing the company's name of our company and its|
|subsidiaries. So far, five cases have been approved and|
|the other five cases are still under review, which have|
|not rendered any loss to the company. There has been|
|no violation of undertakings.|
|7.5 Processing the Renaming Procedures of Some|
|Trademarks|
|So far, 8 of the 62 trademarks cases involved in the|
|Report have applied for cancellation of the subjects|
|through their owners and these trademarks shall no|
|longer be in use. The company will not apply for the|
|renaming procedures for those trademarks. The|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
|||||||
|-|-|-|-|-|-|
||||||renaming procedures of the remaining 54 cases have|
||||||been processed and this undertaking has been fulfilled.|
||||||There has been no violation of this undertaking.|
|||||36 months from||
|||||18 September||
|||Shareholders of Midea Group, Ningbo Maysun, Fang Hongbo, Huang Jian, Cai Qiwu,||||
|||||2013, the date||
|||Yuan Liqun, Huang Xiaoming, Li Jianwei, Zheng Weikang, promise that since Midea||||
||Other|||of Midea||
|||Group is listed on the Shenzhen Stock Exchange Center, the transferal or delegation of|2013-3-28|||
||shareholde|||Group’s listing,|There has been no violation of this undertaking.|
|||others to manage these issued shares who have direct or indirect ownership of Midea||||
||rs|||to 18||
|||Group, has been forbidden for a period of 36 months. Midea Group is not allowed to buy||||
|||||September||
|||back those shares either.||||
|||||2016||
|||1. In strict accordance with the rules of the CSRC, the Shenzhen Stock Exchange and the||||
|||Company regarding the use of raised funds, the Company shall have a special account for||||
|||||The||
|||its raised funds and use the funds only for the previously set purposes.||||
|||||undertakings||
|||2. The funds raised in this private issue (after the issue expenses) shall all be used as||||
|Undertakings|The|||shall expire||
|||working capital.|2015-6-15||There has been no violation of this undertaking.|
|given in time|Company|||when the raised||
|||3. The Company shall not use the funds raised in this private issue to make any financial||||
|of IPO or||||funds have been||
|||investment such as purchasing held-for-trading financial assets and available-for-sale||||
|refinancing||||used up.||
|||financial assets, lending the funds to others and entrusted investments or to directly or||||
|||indirectly invest in marketable securities.||||
||Xiaomi|Xiaomi Technology has given an undertaking that it shall not transfer the shares that it||||
||||2015-6-26|36 months from|There has been no violation of this undertaking.|
||Technolog|had subscribed for in this private offering of Midea Group within 36 months from the||||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
|||||
|-|-|-|-|
||y|completion date of this offering (26 June 2015, the listing date for this offering).|the listing date|
||||of this private|
||||offering, i.e. to|
||||26 June 2018|
|Whether the||||
|undertaking is||||
||Yes|||
|fulfilled in||||
|time||||
|Specific||||
|reasons for||||
|failing to||||
|fulfill any||||
||Inapplicable|||
|undertaking||||
|and plan for||||
|the next step||||
|(if any)||||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. IV Operating result forecast for the year of 2015
Warning of possible loss or considerable YoY change of the accumulated net profit made during the period-start until the end of the next Report Period according to predictions as well as any explanations for these reasons:□ Applicable√ Inapplicable
V Securities investment
□ Applicable√ Inapplicable
No such cases in the Report Period.
VI Shareholdings in other listed companies
□ Applicable√ Inapplicable
No such cases in the Report Period.
VII Investments in financial derivatives
√ Applicable□ Inapplicable
Unit:RMB’0,000
|||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|
|||||||||||Proportion of||
|||Relate||||||||||
|||||||||||the closing||
|||d-part|||||||||Actual|
|||||Initial|||Opening|Impairme|Closing|investment||
||Relati|y|Type of||||||||gain/loss in|
|Operator||||investment|Start date|End date|investment|nt|investment|amount in the||
||onship|t r ansac|derivative||||||||Report|
|||||amount|||amount|provision|amount|Company’s||
|||tion or|||||||||Period|
|||||||||||closing net||
|||not||||||||||
|||||||||||assets||
|Futures|||Futures|||||||||
||No|No||-327.94|2015-01-01|2015-12-31|-327.94|0.00|149.04|0.00%|1,448.21|
|company|||contracts|||||||||
||||Forward|||||||||
|Bank|No|No|exchange|-19,490.04|2015-01-01|2015-12-31|-19,490.04|0.00|-15,240.51|-0.32%|60,523.60|
||||contracts|||||||||
|Total||||-19,817.98|||-19,817.98|0.00|-15,091.47|-0.32%|61,971.81|
|Capital source for derivative||||||||||||
|||||All the Company’s own funds||||||||
|investment||||||||||||
|Disclosure date of the board||||||||||||
|||||2015-03-31||||||||
|announcement approving the||||||||||||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
|||
|-|-|
|derivative investment (if any)||
|Disclosure date of the general||
|meeting announcement approving|2015-01-22|
|the derivative investment (if any)||
||In order to reduce the price risk of the Company's bulk purchases of raw materials as a result of significant|
||fluctuations in raw material prices, the Company not only carried out futures business for some of the|
||materials, but also made use of bank financial instruments and promoted forex funds business, with the|
||purpose of reducing the risks associated with exchange and interest rate fluctuations, realizing the|
||preservation and appreciation of forex assets, reducing forex liabilities, and achieving locked-in costs. The|
||Company has undertaken extensive evaluation and risk control with regard to derivative investment|
||positions, details of which are as follows:|
||1. Legal risk: The Company's futures business and forex funds businesses are conducted in compliance with|
||laws and regulations, with clearly defined responsibilities and obligations between the Company and|
||agencies.|
||Control measures: The Company has designated relevant departments with the responsibility for enhancing|
||expertise in laws, regulations and market rules, conducting strict examination and verification of contracts,|
||defining responsibility and obligations, and strengthening compliance checks, so as to ensure that the|
||Company's derivatives investment and position operations meet the requirements of the laws and|
||regulations and internal management system of the Company.|
||2. Operational risk: Risks caused by imperfect internal processes, staff, systems and external issues may|
|Analysis of risks and control|cause the Company to incur losses during the course of its futures business and forex funds business.|
|measures of derivative products held|Control measures: The Company has not only developed relevant management systems that clearly define|
|in the Report Period (including but|the assignment of responsibility and approval process for the futures business and forex funds businesses,|
|not limited to market risk, liquidity|but has also established a well-developed monitoring mechanism, aimed at effectively reducing operational|
|risk, credit risk, operational risk,|risk by strengthening its risk control over the business, decision-making and trading processes.|
|legal risk, etc.)||
||3. Market risk: Uncertainties caused by changes in the prices of bulk commodities and exchange rate|
||fluctuations in foreign exchange markets could lead to greater market risk in the futures business and forex|
||funds business. Meanwhile, the inability to raise sufficient funds in a timely manner in order to establish|
||and maintain hedging positions in futures operations, or forex funds required for performance in forex funds|
||operations that are unable to be credited into account could also result in loss and default risks.|
||Control measures: The futures business and forex funds business of the Company are always conducted by|
||adhering to prudent operation principles. For futures business, futures transaction volumes and applications|
||have been strictly determined according to the requirements for production and operations, and a stop-loss|
||mechanism has been implemented. Furthermore, to determine the prepared margin amount which may be|
||required to be supplemented, a futures risk measuring system has been established to measure and calculate|
||the margin amount already in use, floating gains and losses, margin amount available and margin amount|
||required for intended positions. As for forex funds business, a hierarchical management mechanism has|
||been implemented, whereby the operating unit which has submitted applications for funds business should|
||conduct a risk analysis on the conditions and environment that could affect the operating profit and loss,|
||evaluate the possible greatest revenue and loss, and report the greatest acceptable margin ratio or total|
||margin amount, so that the Company can update the operating status of the funds business on a timely basis|
||thus ensuring the arrangement of proper funds before expiry dates.|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
|||
|-|-|
|Changes in market prices or fair||
|values of the invested derivatives||
||1. Profit/loss from futures hedging contracts incurred during the Report Period was RMB14,482,100;|
|during the Report Period. Analysis of||
||2. Profit/loss from forward forex contracts incurred during the Report Period was RMB605,236,000;|
|the derivative’s fair value should||
||3. Public quotations in futures market or forward forex quotations announced by Bank of China are used in|
|include the specific methods of use||
||the analysis of the derivatives fair value.|
|and the relevant assumptions and||
|parameters.||
|Whether significant changes||
|occurred to the Company’s||
|accounting policy and specific||
||No change|
|accounting principles of derivatives||
|in the Report Period compared to the||
|previous Report Period||
||The Company's independent directors are of the view that: the futures hedging business is an effective|
||instrument for the Company to eliminate price volatility and implement risk prevention measures through|
|Specific opinion from independent||
||enhanced internal controls, thereby improving the operation and management of the Company; the|
|directors on the Company’s||
||Company's foreign exchange risk management capability can be further improved through the forex funds|
|derivatives investment and risk||
||business, so as to maintain and increase the value of foreign exchange assets; the abovementioned|
|control||
||investment in derivatives can help the Company to fully realize its competitive advantages. Therefore, it is|
||practical for the Company to carry out derivatives investment business when the risks are controllable.|

 VIII Visits received during the Report Period
√ Applicable□ Inapplicable
||||||
|-|-|-|-|-|
||||Type of||
|Date|Place|Type of visit||Visitor|
||||visitor||
||The||||
|2015-7-7||Field research|Institution|Fidelity Investment|
||Company||||
||The||||
|2015-7-8||Field research|Institution|AIA|
||Company||||
||The||||
|2015-7-9||Field research|Institution|Fidelity Fund|
||Company||||
||The||||
|2015-7-14||Field research|Institution|UBS Global Asset Management (Singapore)|
||Company||||
||The||||
|2015-7-17||Field research|Institution|Sinolink Securities|
||Company||||
||The||||
|2015-7-17||Teleconference|Institution|Yunsong Capital|
||Company||||
|||||SWHK, UG, Fullgoal Fund, Nuode Fund, China Merchants Fund, Rosefinch,|
|||Strategy|||
|2015-7-24|Shanghai||Institution|APS, Orient Securities Asset Management, Huashang Fund, CITIC Securities|
|||meeting|||
|||||International|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
||||||
|-|-|-|-|-|
|||||Essence Securities, Baishan Investment, Baoying Fund, Bisheng asset, Bosera|
|||||Funds, Fortune Securities Assset Management, Chongzhi Asset, Dachang|
|||||FMC, Deutsche Bank, First Capital, Orient Securities, Wells Fargo Funds,|
|||||Gaoguan Investment, Hillhouse Capital, Goldman Sachs Gao Hua Securities,|
|||||Everbright Pramerica Fund, Everbright Trust, GF Securities, Sinolink|
|||||Securities, Guotai Junan Securities, UBS SDIC, Guosen Securities,|
|||||Homeocapital, Hongliu Investment, Houde Asset, Citibank, CR Yuanta Fund,|
|||||Huatai Securities, HSBC Jintrust, Jitian Investment, Jiayin Securities,|
|||||BoCom-Schroders Fund, Greenwoods Asset, Invesco-Great Wall, King Tower|
|||||China Growth Fund, kaiyu Capital, Kunpeng investment, Lanhai Investment,|
|||Business|||
||The|||Macquaire Capital Securities, Morgan Stanley, China Southern Fund, Penghua|
|2015-8-31||results|Institution||
||Company|||Fund, Pingshi Investment, Qian Hai Life Insurance, Qian Hai Rui Sui, PICC|
|||presentation|||
|||||Assets, Rongtong Fund, Credit Suisse, UBS Securities, Shangcheng Assets,|
|||||Shenwan Hongyuan, YJA Investments, Sino Life Asset Management Co.,Ltd.,|
|||||Tianma Asset, Co-power Investment, Spruces Capital, Galaxy Securities,|
|||||Yinhua Fund, Ginkgo Investment, Ginkgo Investment, Xingyu Investment,|
|||||Golden Trust Sinopac Fund, Yunsong Capital, Great Wall Fund, Great Wall|
|||||Self-operation, Changjiang Securities, Long-term Investment, Chang Xin|
|||||Asset Management, Zheshang Securities, RIGHT SHARE, Central Asset,|
|||||CICC, China-Europe Rabbit Fund, CITICS, CITIC Asset Management,|
|||||Zhuoyue Dingsheng, Allianz, GMT capital, Janchor Partners Limited,|
|||||Jpmorgan, Oxbow Capital Management, Stone, Yiheng Capital, Zeal AM|
|||||JP Morgan Asset Management, Value Partners Ltd, FIL Investment|
|||||Management (Hong Kong) Limited, Baring Asset Management Asia Ltd HK,|
|||||Harvest Global Investments Limited, Och-Ziff Capital Management, Acion|
|||||Partners, Bosvalen Asset Management, Evenstar Capital, ICBC International|
|||||Capital Limited, Lbn Advisers Ltd, Millennium Capital Management (Hong|
|2015-9-1|Shenzhen|Road show|Institution||
|||||Kong) Ltd, Neuberger Investment Management Asia Limited, Pictet Asia Ltd,|
|||||Point72 Asset Management, Springs Capital, TPG-Axon Capital Management,|
|||||Goldman Sachs Investment Partners, UBS Global Asset Management (Hong|
|||||Kong) Limited, RBC Investment Management (Asia) Ltd, NF Trinity Capital|
|||||(Nan Fung), Myriad Asset Management Limited|
|||||Wellington Management Company, Sumitomo Mitsui Trust Bank, Ginkgo|
|||||Capital, Boyu Cappital, Lbn Advisers, Cathay Life Insurance, Lloyd George|
|||||Advisory, Tt International, CITIC Securities, Cloud Ridge Capital|
|||Strategy|||
|2015-9-7|Shenzhen||Institution|Management, Harvest Fund Management, Tpg Axon Cappital Management,|
|||meeting|||
|||||Kiara Advisors, Edmond De Rothschild, Trivest Advisors, Shanghai|
|||||Chongyang Investment, China Reinsurance Group, Fountaincap Research &|
|||||Investment|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
||||||
|-|-|-|-|-|
|||||Morgan Stanley Investment Management, APAC, Deepwater Capital, Harvest|
|||||Global Investments Limited, China Investment Corporation, Senrigan Capital|
|||Strategy||Group Ltd, Taconic Capital, Trilogy Partners Limited, Alphalex Capital|
|2015-9-8|Shenzhen||Institution||
|||meeting||Management Limited, Indus Capital Partners LLC, UBS Wealth Management|
|||||Asia, Baring Asset Management Asia Ltd HK, China Investment Corporation,|
|||||ICBC International Capital Limited, Wellington Management Co LLP|
|||||Sumitomo Mitsui AM Co Ltd, 1832 Asset Management L.P, Invesco Hong|
|||||Kong Ltd, One North Capital Pte Ltd, Schroder Investment Management|
|||||(Hong Kong) Ltd, Sparx Asia Investment Advisors Ltd, Sparx Asia|
|||||Investment Advisors Ltd, BNY Mellon Investment Management Hong Kong|
|||||Limited, Petrel Capital, Portfolia Inc., Samsung Asset Management Hong|
|||Strategy||Kong, Schroder Investment Management (Hong Kong) Ltd, Teng Yue|
|2015-9-10|Shanghai||Institution||
|||meeting||Partners, Government of Singapore Investment Corporation Pte Ltd, GIC|
|||||(Shanghai) Co. Ltd., HAI Tong Asset Management (HK) Ltd, Ellis Munro|
|||||Asset Management, Matthews International CAP MGT, Turiya Advisors Asia,|
|||||Athenaeum Limited, Tiger Pacific Capital LP, Tokio Marine Asset|
|||||Management PTE LTD, ABU Dhabi Investment Authority, Genesis Capital|
|||||Investment (HK) Limited, Neuberger Berman China Ltd, Pinpoint China Fund|
|||||T Rowe Price International Ltd, Allianz, Barings Asset Management, Midas|
|||||International Asset Management Ltd., Mirae Asset Global Investment, Funde|
|||Strategy||Asset Management (HK) Ltd., Goldman Sachs Asset Management, Huatai|
|2015-9-11|Shenzhen||Institution||
|||meeting||Financial Holdings HK Ltd, Munsun, Orient Finance Holdings (HK) Ltd.,|
|||||Pinpoint Asset Management, Sift Capital, Sinolife, FMR, Janchor Partners,|
|||||Ashmore Investment Management|
||The||||
|2015-9-14||Teleconference|Institution|Cadian Capital Management|
||Company||||
||The|||China Life Insurance, FH Trust, Central Reinsurance Corp., Fund Push, Fubon|
|2015-9-14||Teleconference|Institution||
||Company|||Life Insurance, JS Funds, FH Trust, Prudential, MassMutual Mercuries Life|
|||||Alta Advisers, Cederberg Capital, Credo Capital, Laxey Partners (UK) Ltd,|
|||||Sloane Robinson LLP, Visium Asset UK LLP, J.P. Morgan Asset|
|||||Management, NN Investment Management, Nomura Asset Management,|
|||||Pictet Asset Management, Lansdowne, Manulife Asset Management,|
|||||Millennium Management, Schroders, Veritas Asset Management, Wellington|
|||Strategy||Management International Ltd, Investec Asset Management, Aviva Investors,|
|2015-9-15|Britain||Institution||
|||meeting||Carrhae Capital, Columbia Threadneedle, FIM Asset Management, Hermes|
|||||Fund Managers, Genesis, Henderson Global Investors, Deutsche Asset and|
|||||Wealth Management, Carmignac, Columbia Threadneedle, Pioneer|
|||||Investments, GLG Partners, First State Stewart Investments, BlackRock,|
|||||Martin Currie Investment, Baillie Gifford, Edinburgh Partners, Standard Life|
|||||Investments|
|2015-9-15|The|Field research|Institution|Goldman Sachs|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd.
||||||||
|-|-|-|-|-|-|-|
|||Company|||||
|||The|||||
||2015-9-16||Field research||Institution|ABC-CA Fund, Singapore Government Funds|
|||Company|||||
|||||||Wellington Management Co. LLP, Invesco Taiwan Ltd, Invesco Hong Kong|
|||||||Ltd, Mackenzie Investments, Norges Bank, Comgest S.A., Templeton|
|||||||Investment Counsel LLC, Newport Asia LLC, UBS Global Asset Mgt (Hong|
|||||||Kong), Khazanah Nasional Berhad, Pictet Gem London, Eastspring|
|||||||Investments Singapore (MAIN), Indus Capital Partners LLC, Baring Asset|
||||Strategy|||Management (Asia) Ltd, BOCI-Prudential Asset Management Limited,|
||2015-9-17|Hong Kong|||Institution||
||||meeting|||Neuberger Berman Asia Ltd, Bessemer Investment Management LLC, Pine|
|||||||River Capital Mgmt (HK) Ltd, Allianz Global Investors Asia Pacific,|
|||||||Manulife Asset Management (HK) Ltd, Soros Fund Management LLC, Global|
|||||||Long Short Master Ireland Ltd, Global Long Short Master Ireland Ltd, JP|
|||||||Morgan Asset Mgmt UK Ltd (GEM Team), Capital Research Global|
|||||||Investors, First State Investment (Singapore)|
|||The|||||
||2015-9-21||Field research||Institution|Thornburg|
|||Company|||||
|||||||Tiger Pacific, Nezu, JPMorgan Asset Management, Allianz Global Investors,|
|||||||Greystone, JK Capital, One North Capital Pte Ltd, Prime Capital, Teng Yue|
||||Strategy||||
||2015-9-21|Shenzhen|||Institution|Partners, AXA Investment Managers, Bosera Fund Management, City|
||||meeting||||
|||||||National Rochdale, Comgest, Indus Capital, Keywise Capital, Route One|
|||||||Investment Company, Sumeru Capital, UBS|
|||The|||||
||2015-9-22||Field research||Institution|Hermes Investment Management|
|||Company|||||
|||The||||Daiwa Asset Management, Bessemer Investment Management, Hermes|
||2015-9-22||Field research||Institution||
|||Company||||Investment Management, Newport Asia LLC, Wells Capital Management|
|||The|||||
||2015-9-22||Field research||Institution|Mitsubishi UFJ Trust International|
|||Company|||||
|Main talking points with investors andmaterials provided by the Company||||Main talking points with investors included: (1) the status quo and outlook of the industry;(2) the Company’s condition of business and development strategies; and (3) otherinformation provided in the periodical reports and announcements disclosed by theCompany.Materials provided by the Company: the Company’s periodical reports, announcements andother information disclosed.Besides institutional investors, the Company pays great attention to communications withindividual investors and other minority investors, replying to investors’ concerns andsuggestions via phone, email, the interactive Q&A platform of the stock exchange, etc.|||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. IX Irregular provision of guarantees
□ Applicable√ Inapplicable
No such cases in the Report Period.
X Occupation of theCompany’s funds by the controlling shareholder or its related parties for non-operating purposes
□ Applicable√ Inapplicable
No such cases in the Report Period.
The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. Section IV Financial Statements
I Financial statements
Balance Sheet
Prepared by: Midea Group Co., Ltd. Unit:RMB’000
||||||
|-|-|-|-|-|
|Assets|30 September 2015||31 December 2014||
||Consolidated|The Company|Consolidated|The Company|
|Current assets:|||||
|Monetary funds|9,317,623.10|14,680,503.81|6,203,282.81|8,452,623.95|
|Deposits in the Central Bank|1,174,438.29||1,279,592.47||
|Deposits in other banks andfinancial institutions|2,104,593.55||2,126,444.99||
|Derivative financial assets|233,141.63||162,513.84||
|Notes receivable|25,817,870.76|2,822,631.23|17,097,233.37|693,828.61|
|Accounts receivable|10,771,235.94||9,362,102.75||
|Accounts paid in advance|1,723,858.16|27,494.28|1,414,470.45|1,102.42|
|Loans and advances granted|6,037,029.18||5,940,800.47||
|Interest receivable|||||
|Dividend receivable|12,384.26|872,350.14|45,943.22|280,771.02|
|Other accounts receivable|2,040,093.07|6,531,241.17|1,180,767.53|2,418,306.21|
|Inventories|8,565,322.09||15,020,030.26||
|Assets held for sale|||||
|Non-current assets due within 1year|||||
|Other current assets|31,581,986.07|22,316,609.54|26,593,892.46|22,892,049.61|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. Total current assets
99,379,576.10 47,250,830.17 86,427,074.62 34,738,681.82
||||||
|-|-|-|-|-|
|Non-current assets:|||||
|Available-for-sale financial assets|3,998,949.88|1,222,645.08|1,655,494.72|1,230,277.80|
|Held-to-maturity investments|||||
|Long-term accounts receivable|||||
|Long-term equity investment|956,150.33|21,608,360.64|951,874.39|16,548,882.73|
|Investing real estate|138,838.10|287,818.87|171,634.90|323,355.75|
|Fixed assets|18,631,440.22|1,314,426.56|19,521,814.06|1,653,024.17|
|Construction in progress|806,670.78|196,964.72|661,882.29|42,386.34|
|Engineering materials|||||
|Disposal of fixed assets|||||
|Intangible assets|3,337,858.86|257,331.55|3,431,958.12|280,656.35|
|R&D expense|||||
|Goodwill|2,948,594.50||2,931,791.41||
|Long-term deferred expenses|763,601.94|62,288.91|758,576.10|68,787.68|
|Deferred income tax assets|3,005,429.68|724.32|3,779,987.55|4,483.56|
|Other non-current assets|379,156.76||||
|Total of non-current assets|34,966,691.05|24,950,560.65|33,865,013.54|20,151,854.38|
|Total assets|134,346,267.15|72,201,390.82|120,292,088.16|54,890,536.20|

 Legal representative: Fang Hongbo Person-in-charge of the accounting work: Yuan Liqun Chief of the accounting division: Chen Jianwu
The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. Balance Sheet (Continued)
Prepared by: Midea Group Co., Ltd. Unit:RMB’000
||||||
|-|-|-|-|-|
|Liabilities and shareholders’equity|30 September 2015||31 December 2014||
||Consolidated|The Company|Consolidated|The Company|
|Current liabilities:|||||
|Short-term borrowings|5,255,758.14||6,070,879.03|500,000.00|
|Borrowings from the CentralBank|||||
|Customer bank deposits andamounts due to banks and otherfinancial institutions|76,511.30||7,493.81||
|Intra-group borrowings|||||
|Derivative financial liabilities|165,972.11|2,423.68|74,960.70|54.78|
|Financial assets sold andrepurchased|511,702.46||||
|Notes payable|23,734,326.46||12,648,496.99||
|Accounts payable|17,120,037.76|7,301.43|20,137,454.46|2,671.39|
|Accounts received in advance|3,649,653.28||3,992,540.46||
|Payroll payable|1,667,890.34|5,149.53|2,199,776.95|16,865.00|
|Tax payable|2,548,977.47|146,050.77|3,280,150.71|51,951.23|
|Interest payable|6,737.13|266,413.64|22,912.17|217,050.96|
|Dividend payable|194,704.59||93,799.03||
|Other accounts payable|1,009,065.88|51,007,475.24|1,223,548.76|36,057,338.71|
|Liabilities held for sale|||||
|Non-current liabilities duewithin 1 year|||611,900.00||
|Other current liabilities|23,794,458.77||22,778,936.05||
|Total current liabilities|79,735,795.69|51,434,814.29|73,142,849.12|36,845,932.07|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. Non-current liabilities:
||||||
|-|-|-|-|-|
|Long-term borrowings|7,416.80||19,205.03||
|Bonds payable|||153,026.30||
|Long-term payables|||||
|Specific payables|116,311.16||851,825.49||
|Estimated liabilities|23,938.23||25,573.83||
|Deferred income|369,315.29||342,235.91||
|Deferred income tax liabilities|22,858.49||25,917.24||
|Other non-current liabilities|||||
|Total non-current liabilities|539,839.97||1,417,783.80||
|Total liabilities|80,275,635.66|51,434,814.29|74,560,632.92|36,845,932.07|
|Shareholders’ equity:|||||
|Share capital|4,265,714.50|4,265,714.50|4,215,808.47|4,215,808.47|
|Other equity instruments|||||
|Of which: preference shares|||||
|Perpetual bonds|||||
|Capital reserves|14,560,928.10|6,239,623.58|13,024,883.19|5,356,080.10|
|Less: treasury stock|||||
|Other composite income|-945,673.79|-30.67|-774,298.83||
|Surplus reserves|1,189,791.32|1,189,791.32|1,189,791.32|1,189,791.32|
|Provisions for general risks|40,516.92||||
|Retained profits|28,570,042.99|9,071,477.80|21,814,315.69|7,282,924.24|
|Total equity attributable toshareholders of the Company|47,681,320.04|20,766,576.53|39,470,499.84|18,044,604.13|
|Minority interests|6,389,311.45||6,260,955.40||
|Total shareholders’ equity|||||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. 54,070,631.49 20,766,576.53 45,731,455.24 18,044,604.13
||||||
|-|-|-|-|-|
|Total liabilities andshareholders’ equity|134,346,267.15|72,201,390.82|120,292,088.16|54,890,536.20|

 Legal representative: Fang Hongbo Person-in-charge of the accounting work: Yuan Liqun Chief of the accounting division: Chen Jianwu
The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. Income Statement
Prepared by: Midea Group Co., Ltd. Unit:RMB’000
||||||
|-|-|-|-|-|
|Item|January-September 2015||January-September 2014||
||Consolidated|The Company|Consolidated|The Company|
|I Operating revenues|112,033,854.92|683,222.28|109,588,937.73|534,175.93|
|Including: Sales income|111,374,415.67|683,222.28|109,084,157.93|534,175.93|
|Interest income|656,236.20||503,212.87||
|Handling charge andcommission income|3,203.05||1,566.93||
|II Operating costs|100,582,801.85|1,062,011.67|98,437,374.16|529,872.11|
|Including: Cost of sales|82,112,451.41|20,688.84|81,481,479.40|20,174.08|
|Interest expenses|448,162.77||243,027.70||
|Handling charge andcommission expenses|1,564.10||1,204.73||
|Taxes and associatecharges|737,243.39|2,713.93|621,111.05|10,663.23|
|Selling and distributionexpenses|11,598,555.14||10,761,772.36||
|Administrative expenses|5,496,106.10|366,530.80|5,083,442.38|257,056.21|
|Financial expenses|100,874.91|672,618.93|-11,698.64|247,659.87|
|Asset impairment loss|87,844.03|-540.83|257,035.18|-5,681.28|
|Add: Gain/(loss) from change infair value (“-” means loss)|45,766.08|-2,368.90|-598,637.76|-35,657.94|
|Gain/(loss) from investment(“-” means loss)|1,593,820.49|6,480,996.38|839,388.23|3,871,395.51|
|Including: share of profits inassociates and joint ventures|78,080.83|17,323.41|49,190.10|1,215.68|
|III Business profits (“-” meansloss)|13,090,639.64|6,099,838.09|11,392,314.04|3,840,041.39|
|Add: non-operating income|1,224,383.79|62,080.40|706,470.73|13,581.02|
|Including: Gains ondisposal of non-current assets|41,433.56|23,874.31|52,031.73|42.01|
|Less: non-operating expense|184,525.29|8,525.50|223,702.62|9,707.07|
|Including: Losses ondisposal of non-current assets|138,447.08|3,734.46|175,127.20|8,769.43|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. IV Total profits (“-” means
14,130,498.14 6,153,392.99 11,875,082.15 3,843,915.34 loss)
||||||
|-|-|-|-|-|
|Less: Income tax expense|2,301,994.20|149,030.96|2,035,610.94|54,512.17|
|V Net profits (“-” means loss)|11,828,503.94|6,004,362.03|9,839,471.21|3,789,403.17|
|Including: Net profitachieved by combined partiesbefore the combinations|||||
|Net profit attributable toshareholders of the Company|11,012,102.69|6,004,362.03|8,952,956.27|3,789,403.17|
|Minority shareholders’income|816,401.25||886,514.94||
|VI After-tax net amount ofother composite incomes|-335,083.27|-30.67|-338,546.68||
|After-tax net amount ofother composite incomesattributable to owners of theCompany|-171,374.96|-30.67|-307,849.07||
|(I) Other compositeincomes that will not bereclassified into gains and losses|||||
|1. Changes in netliabilities or assets with a definedbenefit plan uponre-measurement|||||
|2. Enjoyable shares inother composite incomes ininvestees that cannot bereclassified into gains and lossesunder the equity method|||||
|(II) Other compositeincomes that will be reclassifiedinto gains and losses|-171,374.96|-30.67|-307,849.07||
|1. Enjoyable shares inother composite incomes ininvestees that will be reclassifiedinto gains and losses under theequity method|-3,903.89|-30.67|||
|2. Gains and losses onfair value changes ofavailable-for-sale financial assets|-89,148.82||-2.50||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. 3. Gains and losses on
reclassifying held-to-maturity
investments into
available-for-sale financial assets
||||||
|-|-|-|-|-|
|4. Effective hedginggains and losses on cash flows|67,083.77||-205,497.94||
|5. Foreign-currencyfinancial statement translationdifference|-145,406.02||-102,348.63||
|6. Other|||||
|After-tax net amount ofother composite incomesattributable to minorityshareholders|-163,708.31||-30,697.61||
|VII Total composite incomes|11,493,420.67|6,004,331.36|9,500,924.53|3,789,403.17|
|Attributable to owners of theCompany|10,840,727.73|6,004,331.36|8,645,107.20|3,789,403.17|
|Attributable to minorityshareholders|652,692.94||855,817.33||
|VIII Earnings per share|||||
|(I) Basic earnings per share(RMB Yuan/share)|2.60||2.12||
|(II) Diluted earnings pershare (RMB Yuan/share)|2.59||2.12||

Legal representative: Fang Hongbo Person-in-charge of the accounting work: Yuan Liqun Chief of the accounting division: Chen Jianwu
The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. Income Statement
Prepared by: Midea Group Co., Ltd. Unit:RMB’000
||||||
|-|-|-|-|-|
|Item|July-September 2015||July-September 2014||
||Consolidated|The Company|Consolidated|The Company|
|I Operating revenues|29,158,784.51|213,239.18|31,880,719.37|168,600.18|
|Including: Sales income|28,865,271.89|213,239.18|31,753,306.09|168,600.18|
|Interest income|292,403.82||126,354.65||
|Handling charge andcommission income|1,108.80||1,058.63||
|II Operating costs|26,950,389.47|392,705.83|29,419,094.89|331,256.12|
|Including: Cost of sales|22,233,545.67|6,347.50|24,138,196.09|12,106.43|
|Interest expenses|131,091.28||51,474.27||
|Handling charge andcommission expenses|675.82||477.12||
|Taxes and associate charges|168,607.62|1,776.35|174,283.28|5,829.08|
|Selling and distributionexpenses|2,612,455.75||3,138,092.30||
|Administrative expenses|1,891,348.97|100,910.47|1,734,117.98|84,042.66|
|Financial expenses|101,652.51|284,406.06|276,855.06|230,522.71|
|Asset impairment loss|-188,988.15|-734.55|-94,401.21|-1,244.76|
|Add: Gain/(loss) from change in fairvalue (“-” means loss)|263,230.09|-8,994.90|189,715.92|-27,328.82|
|Gain/(loss) from investment (“-”means loss)|412,615.64|1,672,607.35|412,941.14|372,323.97|
|Including: share of profits in associatesand joint ventures|34,954.32|11,261.09|14,212.71|1,170.91|
|III Business profits (“-” means loss)|2,884,240.77|1,484,145.80|3,064,281.54|182,339.21|
|Add: non-operating income|573,792.38|11,936.62|153,047.67|5,103.51|
|Including: Gains on disposal ofnon-current assets|3,261.08|23,874.31|12,000.30||
|Less: non-operating expense|84,108.92|4,066.22|90,590.60|836.98|
|Including: Losses on disposal ofnon-current assets|61,002.46||75,335.81||
|IV Total profits (“-” means loss)|3,373,924.23|1,492,016.20|3,126,738.61|186,605.74|
|Less: Income tax expense|493,987.91|31,996.33|504,895.47|50,670.52|

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. V Net profits (“-” means loss) 2,879,936.32 1,460,019.87 2,621,843.14 135,935.22
||||||
|-|-|-|-|-|
|Including: Net profit achieved bycombined parties before thecombinations|||||
|Net profit attributable toshareholders of the Company|2,687,980.08|1,460,019.87|2,342,823.51|135,935.22|
|Minority shareholders’ income|191,956.24||279,019.63||
|VI After-tax net amount of othercomposite incomes|-458,608.76|-30.67|52,659.54||
|After-tax net amount of othercomposite incomes attributable toowners of the Company|-386,133.13|-30.67|116,414.24||
|(I) Other composite incomesthat will not be reclassified into gainsand losses|||||
|1. Changes in net liabilities orassets with a defined benefit plan uponre-measurement|||||
|2. Enjoyable shares in othercomposite incomes in investees thatcannot be reclassified into gains andlosses under the equity method|||||
|(II) Other composite incomesthat will be reclassified into gains andlosses|-386,133.13|-30.67|116,414.24||
|1. Enjoyable shares in othercomposite incomes in investees thatwill be reclassified into gains andlosses under the equity method|1,517.25|-30.67|-2,917.31||
|2. Gains and losses on fairvalue changes of available-for-salefinancial assets|-100,067.14||18.33||
|3. Gains and losses onreclassifying held-to-maturityinvestments into available-for-salefinancial assets|||||
|4. Effective hedging gainsand losses on cash flows|-293,331.53||191,796.36||
|5. Foreign-currency financialstatement translation difference|5,748.29||-72,483.14||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. 6. Other
||||||
|-|-|-|-|-|
|After-tax net amount of othercomposite incomes attributable tominority shareholders|-72,475.63||-63,754.70||
|VII Total composite incomes|2,421,327.56|1,459,989.20|2,674,502.68|135,935.22|
|Attributable to owners of theCompany|2,301,846.95|1,459,989.20|2,459,237.75|135,935.22|
|Attributable to minorityshareholders|119,480.61||215,264.93||
|VIII Earnings per share|||||
|(I) Basic earnings per share (RMBYuan/share)|0.63||0.56||
|(II) Diluted earnings per share(RMB Yuan/share)|0.63||0.56||

Legal representative: Fang Hongbo Person-in-charge of the accounting work: Yuan Liqun Chief of the accounting division: Chen Jianwu
The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. Cash Flow Statement
Prepared by: Midea Group Co., Ltd. Unit:RMB’000
||||||
|-|-|-|-|-|
|Item|January-September 2015||January-September 2014||
||Consolidated|The Company|Consolidated|The Company|
|I Cash flows from operating activities:|||||
|Cash received from sale of commodities andrendering of services|92,229,531.23||78,057,006.28||
|Net increase in customer bank deposits andamounts due from banks and other financialinstitutions|69,017.49||104.31||
|Net increase in loans from the Central Bank|||-59,709.63||
|Cash received as interest, handling chargesand commissions|659,439.25||504,779.80||
|Tax refunds received|3,216,937.11||2,909,213.40||
|Cash received in relation to other operatingactivities|3,700,556.13|14,319,778.45|1,754,268.97|19,292,418.87|
|Subtotal of cash inflows from operatingactivities|99,875,481.21|14,319,778.45|83,165,663.13|19,292,418.87|
|Cash paid for goods and services|53,838,373.36||38,895,396.31||
|Net increase in lendings to and advances forcustomers|67,921.97||2,362,954.65||
|Net increase in funds deposited in the CentralBank and amounts due to banks and otherfinancial institutions|-141,562.29||417,840.83||
|Cash paid as interest, handling charges andcommissions|451,072.44||245,672.29||
|Cash paid to and for employees|8,776,444.53|147,910.08|7,876,851.14|29,958.39|
|Various taxes paid|6,747,190.75|14,243.77|6,913,017.12|6,722.99|
|Cash paid in relation to other operatingactivities|12,165,556.56|6,138,998.45|12,600,226.71|1,632,429.98|
|Subtotal of cash outflows from operatingactivities|81,904,997.32|6,301,152.30|69,311,959.05|1,669,111.36|
|Net cash flows from operating activities|17,970,483.89|8,018,626.15|||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. 13,853,704.08 17,623,307.51
||||||
|-|-|-|-|-|
|II Cash flows from investing activities:|||||
|Cash received from withdrawal of investments|6,736.94|12,000.00|5,440,020.00|24,901.98|
|Cash received as returns on investments|1,529,728.78|4,917,338.05|682,830.12|3,492,060.54|
|Net cash received from disposal of fixedassets, intangible assets and other long-termassets|212,939.60|354.15|1,299,396.24|36,984.39|
|Net cash received from disposal ofsubsidiaries or other business units||273,077.20|||
|Cash received in relation to other investingactivities|||||
|Subtotal of cash inflows from investingactivities|1,749,405.32|5,202,769.40|7,422,246.36|3,553,946.91|
|Cash paid to acquire fixed assets, intangibleassets and other long-term assets|1,898,205.21|394,332.40|1,610,167.83|179,619.71|
|Cash paid for investment|9,703,810.37|4,832,289.84|29,296,675.30|22,372,749.70|
|Net cash paid to acquire subsidiaries and otherbusiness units|-2,895.34||695,044.89||
|Cash paid in relation to other investingactivities|||||
|Subtotal of cash outflows from investingactivities|11,599,120.24|5,226,622.24|31,601,888.02|22,552,369.41|
|Net cash flows from investing activities|-9,849,714.92|-23,852.84|-24,179,641.66|-18,998,422.50|
|III Cash flows from financing activities:|||||
|Cash received as capital contributions|1,651,108.79|1,637,648.82|||
|Including: Cash received by subsidiaries asinvestments from minority shareholders|13,459.97||||
|Cash received as borrowings|19,484,159.90||36,914,176.05|2,700,000.00|
|Cash received from issuance of medium-termnotes|||||
|Cash received from issuance of short-termfinancing bonds|||||
|Cash received in relation to other financingactivities|||||
|Subtotal of cash inflows from financing|||||

The Report for the Third Quarter of 2015 of Midea Group Co., Ltd. activities 21,135,268.69 1,637,648.82 36,914,176.05 2,700,000.00
||||||
|-|-|-|-|-|
|Cash repayments for borrowings|22,253,996.93|500,000.00|33,441,969.54|2,840,000.00|
|Cash paid for medium-term notes|||1,000,000.00|1,000,000.00|
|Cash paid for short-term financing bonds|||||
|Cash paid for interest expenses anddistribution of dividends or profits|4,781,153.29|5,233,029.55|3,786,737.44|3,950,745.81|
|Including: dividends or profits paid bysubsidiaries to minority shareholders|476,028.33||342,464.38||
|Cash paid in relation to other financingactivities|999,997.67|999,997.67|||
|Sub-total of cash outflows from financingactivities|28,035,147.89|6,733,027.22|38,228,706.98|7,790,745.81|
|Net cash flows from financing activities|-6,899,879.20|-5,095,378.40|-1,314,530.93|-5,090,745.81|
|IV Effect of foreign exchange rate changes oncash and cash equivalents|-17,500.92||-8,090.92||
|V Net increase in cash and cash equivalents|1,203,388.85|2,899,394.91|-11,648,559.43|-6,465,860.80|
|Add: Opening balance of cash and cashequivalents|5,272,238.35|6,879,717.05|16,763,873.80|13,809,135.41|
|VI Closing balance of cash and cashequivalents|6,475,627.20|9,779,111.96|5,115,314.37|7,343,274.61|

 Legal representative: Fang Hongbo Person-in-charge of the accounting work: Yuan Liqun Chief of the accounting division: Chen Jianwu
IIAuditor’s report
Is this Report audited by a CPAs firm?
□ Yes√ No
This Report is un-audited by a CPAs firm.
Midea Group Co., Ltd.
Legal Representative: Fang Hongbo
29 October 2015