Business Plan MAYINLAY JEWELLERY HOLDINGS (HONG KONG) COMPANY LIMITED APRIL,2009 Business Plan Foreword Mayinlay Jewellery Holdings (Hong Kong) Company Limited (hereinafter referred to as ―Mayinlay Jewelry‖ or the ―company‖), as a jewelry enterprise of fast growth integrating independent R&D, production and marketing, will set up 100 medium and high class chain retail stores of its own brands by 2011 committing itself in the prospect of becoming the symbolic brand in the jewelry industry of China. Its average annual growth of estimated sales volume is 68% with a sales volume growth from HKD 90 million of 2008 to HKD 389 million of 2011. The annual growth rate of profit will be 84% with the growth of profit from the HKD 7.7 million of 2008 to HKD 54.42 million of 2011. The profit margin will achieve 90%. The earnings per share will be HKD 1.81 in 2011 with a gross profit rate of 26.67%, which is 14% higher than that of a listed jewelry company. It is going to transfer part of its equity to raise at least HKD 30 million in June 2009 to lay the foundation for its business expansion in retail market. 1 Business Plan CONTENTS OPERATION OVERVIEW ................................................................................................................... 3 ⅠCORPORATE PLAN ....................................................................................................................... 12 COMPANY OVERVIEW.......................................................................................................................... 12 LEGAL SYSTEM ................................................................................................................................... 18 PRODUCT INTRODUCTION AND TECHNOLOGY RESEARCH & DEVELOPMENT....................................... 19 HONORS AND INTELLECTUAL PROPERTY RIGHT .................................................................................. 26 COMPANY PROSPECT PLANNING ......................................................................................................... 27 MANAGEMENT TEAM AND STAFF ........................................................................................................ 27 ACCOUNTING AND LEGAL AFFAIRS ..................................................................................................... 41 ISSUANCE AND SAFETY MEASURES ..................................................................................................... 42 ⅡMARKETING PLAN ....................................................................................................................... 43 OVERVIEW AND TARGET OF MARKETING STRATEGY ........................................................................... 43 MACROECONOMIC AND ENVIRONMENT ANALYSIS .............................................................................. 44 MARKET ANALYSIS ............................................................................................................................. 51 SALES POLICY ..................................................................................................................................... 58 SUPPLIER PRESENTATION .................................................................................................................... 66 PRESENTATION OF MAIN CUSTOMERS AND INTRODUCTION TO RELATED BUSINESS ............................ 68 EVALUATION OF MARKETING BENEFIT................................................................................................ 71 Ⅲ FINANCIAL DOCUMENTS ......................................................................................................... 73 OVERVIEW OF CAPITAL DEMAND ........................................................................................................ 73 REPORT OF FUND USE ......................................................................................................................... 73 BASIC ASSUMPTION AND PARAMETERS OF FINANCIAL EVALUATION ................................................... 75 ANALYSIS ON REVENUE AND COST EXPENSES OF RETAIL STORES ...................................................... 77 ESTIMATION ON THREE-YEAR SALES REVENUE .................................................................................. 78 COST ESTIMATION ............................................................................................................................... 79 PREPARE FINANCIAL STATEMENTS ...................................................................................................... 80 PROFITABILITY ANALYSIS ................................................................................................................... 82 CONCLUSION ON FINANCIAL EVALUATION .......................................................................................... 84 2 Business Plan Operation Overview 1. Project Background China’s jewelry industry has undergone unprecedented development during the last 20 years. Its output value grows from 0.1 billion to 100 billion and the number of its practitioners increases up to 2 million from 20 thousand. China has become one of the largest diamond markets in Asia with an annual diamond consumption of USD 1.1 billion; the largest consumption country of platinum in the world with an annual sales volume of 1.4 to 1.5 million ounces; the fourth largest consumption country of gold with an annual gold jewelry demand of about 200 tons, and also the largest consumption market of jade and emerald. Now, China’s jewelry industry has entered a new stage featuring in all-round development. The emergence of industry clusters results in the formation of various characteristic jewelry industry bases. Many famous brands come into being. Product design begins to convey more Chinese elements and the patented products of independent property rights emerge. Definitely, China’s jewelry consumption has occupied an important position in the world and the trend of China’s jewelry market will give direct influence on the tendency and price of the international market. In 2008, the international financial crisis gave obvious impact on 3 Business Plan worldwide jewelry industries. As a matter of fact, jewelers are optimistic about our domestic market, which has a great potential although shrinking foreign markets influenced the performance of the jewelry industry. The financial crisis mainly influences the enterprises depending on foreign orders. Its influences on those who are mainly engaged in domestic market are within the scope of purchase capacity changes and consumers’ confidence in the future. China’s jewelry industry will keep on its upward develop trend as long as the domestic economy and demand do not slip in general. On one hand, facing the financial crisis, the governments of all countries are implementing loose fiscal and monetary policies and consumers psychologically have the prominent demand of retaining asset value, which makes jewelry, as rare resource, undoubtedly the best choice for them. On the other hand, financial tsunami brings great opportunity to jewelry industry together with the remarkable challenge. At present, domestic jewelry enterprises are at the turning point of strategic transformation, development of independent brands and retailing terminals. This project aims at financing for the further expansion of retailing business, the advancement of design and processing capabilities in order to form a complete industrial chain and to strengthen the core competence and anti-risk capacity. Meanwhile, the competition among enterprises has now expanded to the industry chain level. Mere 4 Business Plan processing and manufacture will no longer meet the demand of the current trend. Only complete industrial chains can give sustainable competitive advantages and vitality to enterprises by the reinforcement and perfection of raw materials, R&D, design and end-consumption. This project aims at financing for the further expansion of retailing business and the advancement of design and processing capabilities in order to form a complete industrial chain and to strengthen the core competence and anti-risk capacity of our enterprise. 2. Operation Overview As the financing subject of this project, Mayinlay Jewellery Holdings (Hong Kong) Limited Company is a jewelry enterprise of fast growth integrating independent R&D, production and marketing. It is mainly engaged in the production and sales of middle and high-class inlaid products of diamonds, rubies, jade and emerald. Mayinlay Jewellry has been persisting in the operation concept and tenet of ―good faith oriented, quality and brand first, fashion leading‖ bearing the ambition of carrying forward national jewelry culture and promoting national jewelry industry. Upholding the management concept of ―the combination of humanity and science, the unification of individuals and teamwork‖, it commits itself in building the brand of Mayinlay Jewellry. Mayinlay Jewellry promotes its development with technology development and independent innovation while building a united corporation management 5 Business Plan team with advanced management technique, producing delicate jewelry by exquisite crafts. MAYINLAY Investment Consultant (SHENZHEN) Co., Ltd. is solely funded by Mayinlay Jewellery Holdings (Hong Kong) Limited Company in China. It is authorized to run Shenzhen Mayinlay Jewelry Co., Ltd. and Shenzhen Sufeiya Industrial Co., Ltd. as its subsidiaries. With the joint effort of the whole staff, Mayinlay persists in implementing the philosophy of ―R&D, implementation and credibility‖. Besides, it organizes rich and colorful cultural and social activities for its staff to form its unique corporation culture and strong cohesion, which reliably ensures the sustainable development of the Company. In recent years, our business has great development. In 2007, our sales volume achieved HKD 71.38 million, with a growth of 29.95% compared with the previous year. Influenced by the financial crisis and increased uncertain elements of the global economy, the Company still realized the sales volume of HKD 91.23 million in 2008, with a growth of 27.81% compared with the previous year. This shows its good growing trend in such unfavorable economic environment in the financial crisis, shown as follows: Sales Volumes of the Company in Recent Years 9123 10000 8000 7138 5493 6000 4000 6 2000 0 2006 2007 2008 Sales Volume (HKD10,000) Business Plan 3. Analysis of Competitive Advantages Mayinlay Jewelry is highly recognized by domestic and overseas customers and business partners for its good faith in operation and consideration in services, which lays solid foundation for its development. Its competitive advantages on management, market position, technology R&D, cost, customer resources, industrial chain and chain-store operation, etc. not only ensure its good performance in recent years, but also serve as the core competitiveness for future development. First, an excellent and professional management team. All the members of its top management have over 10 years’ operation and management experience and wide business relationship in the field as the earliest professionals engaged in jewelry in China. They witnessed the development of the jewelry industry in China from its very beginning. Board Chairman Lin Huifeng (William Lam), the former Sales General Manager of the Indian multinational company JB Group, is very familiar with the market demand of the jewelry industry. General Manager Zhu Hongzhan (Sammy Chu), the former General Purchase Manager of a subsidiary of JB Group, with an annual purchasing amount of nearly HKD 400 million, which ranks among the highest volumes of 7 Business Plan diamond purchases made by Chinese. Deputy General Managers Yuan Yanru (Eve Yuan) and Wang Yinghui (Hardy Wang) have the sales performance of over 100 million which proves their status as top sales talents in this field. The entire management team, from marketing and technology to finance, are experienced professionals full of vigor and vitality in the prime of life. Second, the advantage of raw material procurement. Our management team, with over twenty years of experience in raw materials of jewels, brings us mature and stable channels of raw material procurement and good reputation. We have established stable cooperation with several DTC sightholders from whom we directly procured loose stones of high quality at low prices. We also have special personnel on direct procurement of loose stones from DTC sightholders in overseas diamond distribution centers, such as Belgium, India, and etc., which saves intermediate steps to effectively reduce procurement cost and time. Therefore, our raw material procurement prices are much lower than the average level in the field. Third, faithful customer resources. We have taken up a leading market position with our broad distribution relationships and high product quality and established sound sales network and market consisting of 200 cooperators and distributors. Famous jewelry sellers in China, such as Laomiao Gold, Batar Jewelry and Laofengxiang etc., are 8 Business Plan our long-term customers. In respect of customer development, we get rid of the disadvantage of random customer finding for ordinary products and adopt the strategy of choosing and classifying faithful customers to implement differentiated management. We put forward the principle of properly maintaining big customers and managing small customers that is, mainly maintaining big customers, developing small customers and regarding small customers as reliable and low-risk points of profit growth. Fourth, familiarity with the target market. As an information and marketing center of jewelers, we acquired plenty of first-hand and true marketing information and we clearly know the demand of nationwide consumers on sales trend, product orientation and fashionable styles, etc. Fifth, powerful R&D capacity. At present, our techniques have reached the middle and high level in the field. We have a jewelry promotion and technology R&D center that launches product series as scheduled and styles meet the requirements of the mass market and realizing technology innovation during development. Every year we develop and release new products of 3,600 varieties according to international fashion trends. The number of our best-selling styles is 6,800 to 8,000, which are developed by integration and optimization observing our domestic market tendency. In style R&D and innovation, we exceed our competitors greatly. Besides, we have been granted three 9 Business Plan national patents by now, under which the patented products have been put into the market. Sixth, complete industry chain. Compared with the single business of common jewelry manufacturers, our business covers three sectors, i.e. retail, wholesale and processing. Our complete industry chain brings the advantages of multi-competence to us and diversifies the risks of operation. Meanwhile the relation and support of the links of the industry chain bring our products greater competence. 4. Financing Instructions Mayinlay Jewelry has stable distribution customers and stable channels of high-quality raw materials procurement with main global material suppliers. Through years of practice, we know well about customers’ consumption habits with fine manufacturing techniques and we have elementarily forged the brand and tried in retail sale. Our current capital may realize conventional development. However, provided we enter the retail market rapidly, our performance development will be in leaps and bounds. Our anticipated financing amount is over RMB 30 million for the first phase, which will be mainly employed in retail business promotion, adding processing equipment and inventory of finished goods. Further financing will follow up upon the completion of the first-phase in order to realize the plan of establishing 100 retail stores within 3 years. 10 Business Plan We have been placing the investors’ maximum capital appreciation at retreat in the most important position and will persist in the operational target of ―value maximization‖. The three investors’ retreat modes are mainly IPO (Initial Public Offering), stock transfer or company buy-back and liquidation or bankruptcy. The IPO mode is the most successful with profit of listing exceeding those of the other two modes. 11 Business Plan ⅠCorporate Plan Company Overview 1. Company Introduction Name of Company: Mayinlay Jewellery Holdings (Hong Kong) Limited Company Registered Address: Rooms A&B, 13F, Chasegold Tower, 100 Ma Tau Wai Road, Hunghom, Kowloon, Hong Kong Time of Establishment: 23 January, 2009 Total Shares: 30,000,000 2. Main Business (1) High-grade jewel trade: Procure high-quality jewelry like ruby, sapphire, emerald and opal and rough diamond for cutting and processing in domestic China and distribute them to big domestic retailers. (2) Wholesale of finished products: Independently operate an exhibition hall of finished jewelry wholesale of mainly diamond-inlaid K-gold products; secondary products are K-gold with inlaid medium and high-end emerald, rubies and sapphires. (3) Product processing: Possess a processing center mainly processing PT, diamond-inlaid K-gold products; secondary products are K-gold with inlaid medium and high-end emerald and diamonds. 12 Business Plan (4) Integrated solution service for distributors: There are a few big enterprises have capacity and talents to provide this service, which is a feature service of Mayinlay Company embodying differentiation. A. Provide a series of services from product integrating, product concept designing, shaping, and processing to advertising and promotion by combining current market condition and fashion trend and in correspondence to customers’ demand. So far, feature products have been developed, promoted and sold jointly with multiple chain retail brands. B. To provide better service for medium and small jewelry brands, multiple series of products and other auxiliary goods are developed including show tools, brochures, slides, hanging flags and banner advertisement, etc. for marketing terminals, winning marketing opportunities. 5. Retail modes: Self-managed chain business is to be adopted for this project and chain stores will be constructed and run by Mayinlay Jewelry. Chain stores will be firstly opened in the Pearl River Delta and the Yangtze River Delta to establish regional famous brands and then business will be developed in other districts of the country for construction of a national brand. 3. Development Strategy Preliminary development stage: 2009-2010 13 Business Plan The Company has accumulated stable customers and suppliers in the past two years. Financing is needed in the current stage through entering the retail market by purchasing existing jewelry retail shops. It is planned to purchase ten retail shops. Purchasing will enable reasonable utilization of the current network and reduce cost and investment risk. Fast development stage: 2010-2011 Accumulate operation experience of jewelry retail shops and reinforce finished goods wholesale, product development, equipment renewal, factory expansion and employee training for rapid development. Stage of advantage establishment: 2011 The Company establishes perfect industry chain and competitive advantage. Consider refinancing and constructing flagship stores and medium-end standard shops in other districts like the Yangtze River Delta to stably increase market share. Consider retail business in other modes such as constructing league shops. 4. Main potential risk elements The Company may face the following risks during development: Market risks: In spite of the good marketing performance in early operation of the Company, there will be competition with the existing famous retailers and subsequent components after entering the retail market. It is hard to predict accurately the final market share achieved in competition, therefore uncertainty exists in the development perspective. 14 Business Plan Financial risks: Continuous input of great deal of capital is required for the series of purchasing plans, retail business and scale expansion of the processing factory afterwards. In current situation, equity financing is needed to solve the capital problem; otherwise the implementation of the above plans will be influenced. Risks of raw materials: Though the raw materials of the Company are mainly from first-grade foreign jewelry suppliers and the good relationship with them are maintained, loose stones as non-renewable resource has growing price in the long run, which will have unfavorable influence on production cost and sales volume of diamonds the Company. Risks of operation modes: During the promotion of chain business, capital shortage restricts the development of the main business and it is big challenge of the Company to guarantee the increase of operation efficiency and profiting capacity during continuous business expansion, as with increasing competition, the expansion of chain business may have the risk of reduction of the gross profit rate and net profit rate. Force majeure and unpredictable incidents may cause investment loss of the Company. 5. Countermeasures for risks For market risks: 15 Business Plan Ameliorate the feedback system of market consumption information while enhancing marketing and set reasonable product prices to increase the profiting capacity of the Company. Accelerate product design and supply, enhance market strain capacity, adjust duly product structure and increase the output of popular goods. Further improve product quality and reduce cost, increase the comprehensive competitive capacity and market adaptation capacity of products. For financial risks: The Company will implement financing in multiple channels and cooperate with famous financial institutions in a long term for uniform operation and planning of capital and to enhance routine management. Meanwhile, communication with the finance circle will be maintained for active capital operation for maximum payback for investors. In case of financing failure, the current situation of the Company enables operation with a slower speed. For risks of raw materials: From a long-term perspective, the increase of prices shows investment value of this project in certain degree, which can be taken as a sales point of product marketing. To avoid the operational risk, the Company will in one hand continue to reinforce the cooperative relationship with suppliers to stabilize the prices of raw materials, and in the other hand 16 Business Plan will implement the strategy of brand creation during development, maintaining customers and prices through high-quality products and eliminating the influence of market prices fluctuation on the product prices of the Company. Meanwhile, after successful of this financing, the Company will purchase rough diamond factories and seats of Shanghai Diamond Exchange to further stabilize raw material supply. For risks of operation modes: The main reasons for the profit loss of current enterprises of jewelry chain business are incomplete industry chain resulting in excessive product cost, or not high standard of designing and processing and not strong product originality, or not enough understanding of the market and consumption trends resulting in unbalance of profit and loss of sales volume. The risks are controllable for this project unlike the chain business of other enterprises since raw material procurement, feedback and collection of market information, its own processing and design capacities and good relationship in the industry chain are favorable conditions for chain business. 17 Business Plan Legal System 1. Enterprise character: public company 2. Equity structure Mayinlay Jewellery Holdings (Hong Kong) Co., Ltd Sole proprietorship Mayinlay Investment Consultation (Shenzhen) Co., Ltd Authorized operation Authorized operation Shenzhen Mayinlay Jewelry Co., Ltd. Shenzhen Sufeiya Industrial Co., Ltd Notes: (1) Lin Huifeng is the big shareholder and actual controller of the above four companies. (2) At present, Mayinlay Investment Consultation (Shenzhen) Co., Ltd. has started to negotiate its merger and acquisition with the jewelry manufacturer of the brand Karlssa Fare from Guangdong DKD Group, and will start to conduct the retail business of Mayinlay jewelry of Mayinlay Investment Consultation (Shenzhen) Co., Ltd. by this platform. (3) Mayinlay Jewellry Company is applying for the Important Culture Enterprise in Shenzhen, and it is forecasted that it will be applied 18 Business Plan successfully in Jun. to Jul. 2009. (4) Sufeiya Company is applying for the national high-tech enterprise attestation, it is forecasted that the application can be finished in Jul.-Oct., 2009. There are only 2 jewelry enterprises in Shenzhen that have passed the attestation, once succeeded, the income tax can be reduced to 15% and the VAT (value-added tax) will be refunded 3%, therefore, it can reduce the cost greatly, and improve the core competitiveness. (5) Within three years, Mayinlay Investment Consultation (Shenzhen) Co., Ltd. plans to acquire 51% of shareholding or above of Shenzhen Mayinlay Jewelry Co., Ltd. and Sufeiya Company. Product Introduction and Technology Research & Development 1. Overview on Product Now, the company owns 4 great businesses, including: high-class diamond trade, jewelry finished products wholesale, jewelry finished products manufacture and overall solutions for distributors. The company develops the products with aiming at the target market and customer group by supporting the development of the above businesses, including: high-class diamond, jewelry finished products and overall 19 Business Plan solutions for distributors. 2. Product Category The products of Mayinlay Company mainly include high-class diamond, jewelry finished products and overall solution service for distributors. The products are classified in the following by different product categories: (1) High-class diamond: include diamond, high-class rubies and sapphires, emerald and rare jewels etc., this kind of products take the polished diamond as primary, and also include medium/high-class pearl, polished rubies and sapphire, emerald, profiled rubies and sapphire and rare diamond. (2) Finished products of jewelry: PT and K-gold set with diamond products, K-gold set with medium/high-class pearl, emerald and diamond etc. Finished products for jewelry are divided into two businesses: finished products wholesale and finished products manufacture, the products takes K-gold set with diamond as primary, and also include PT set with diamond, K-gold set with medium/high-class pearl, emerald and diamond etc. 3. Product Combination Mode Take classical style as primary and luxury style supplementation, and match with fashionable and popular styles. Products of classical styles: 20 Business Plan 70% of the total output; luxury styles: 20%, and; popular styles: 10%. 4. Product Styles The jewelry products of Mayinlay absorb the excellences of the classical jewelry widely, with highly praise on the elegant layout and harmonious shape principle. Based on the great works of forerunners, Mayinlay incorporates the currently fashionable design innovatively, and embeds the novel elements into the classical design, to create the inherent but not traditional classical. The classical style focuses on the harmony of the overall shape as well as the change and stereo on the line, and the luxury style stresses on the representation of details on the harmony of the overall shape as well as the innovation on the design and craft. 5. Price Structure of Products There is certain demanding in the popular and high-class jewelry consumption at home, but the manufacture in the finished products of the high-class jewelry has developed just at the beginning stage. By aiming at this market vacancy, this company locates as the exquisite and high-quality jewelry manufacturer, and launches the medium/high-class jewelry by meeting this segment of the market. It also launches the medium-class jewelry products for the public market, to form the complementary combination of medium/high-class products and medium-class products, and minority of low-class products are as supplementary. 21 Business Plan Divide in cost price partition of product (see figure): ·Low-class product <RMB 3000, account for 10% ·Medium-class product RMB3000-10000, account for 65% ·High-class product >RMB10000, account for 25% 6. Product R&D Achievements For the specific research & development achievements on product, this company launches the required classical style and luxury style series, products and multiple chain retail brands applicable for the target market continuously at the current stage in accordance with the planned direction, and develops, promotes and sales the featured products. 6.1 Classical styles Research and develop new products by the international fashion trend every year, and the number for the launched styles through self research & development is about 3500; integrate and optimize about 6800-8000 22 Business Plan popular styles in the market by the national market trend. 6.2 Patent technology: Description: Metal Diamond Mount (invention patent) Patent No.: 200810180288.X Description for promotion: Star Diamond ―Star Diamond‖ is the mounting matched with little diamonds set in, and is one of the patent products of this company and developed for the medium-class jewelry market. The structure for ―Star Diamond‖ is that one main diamond surrounded by nine little diamonds set in the metal mounting with a shape like diamond, which simulates the visual effect of the big diamond. It costs just 1/20 of a single diamond with equivalent size, and the visual effects between them is very similar, thus it can replace the single diamond directly to be set in various jewelry products, to remain its decoration beauty at the same time of reducing cost greatly. The whole production process is controlled by the computer and fabricated by the machine from Switzerland; use another patent technology ―Tiffany Setting‖ to set diamond, and the applied technology is leading in the manufacturing industry of finished products of jewelry. This company has developed multiple series of products based on the invention of ―Star Diamond‖. Description: Braille jewelry (utility model patent) Patent No.: 200820180496.5 23 Business Plan Description: Micro-setting craft (invention patent) Patent No.: 200810134484.3 Description for Promotion: Cut Claw Micro-setting 6.3 Theme series products: 【Angel Wings】Faith diamond series ―Angel Wings‖ faith diamond series is launched for the high/medium-class jewelry market. Most jewelry products in the current jewelry market still adopt the old mode and traditional thought in the shape, promotion and package, the product shape lacks the innovation and a sense of design, an the promotion mode is single. The company launches the products with faith value as core value and angel wings as design element according to the market features and requirements. This series not only can represent the product’s decoration value, and the more important point is that it also shows the faith value of jewelry. With Angel wings as design element, it stands for hope, protection and peace, and the style is elegant and classical. This series product is the visual representation of faith and dream and the spirit support of keeping faith for ladies with good taste. For men buyers, it more represents the care and love to the other person. 【The One , The Only】fashionable diamond series ―The One, The Only‖ is specially launched for spring 2009 by Mayinlay, 24 Business Plan ―The One, The Only‖ is a fashionable diamond series specially launched for Spring 2009 by Mayinlay, which incorporates the characteristics of elegant, romantic and exquisite, and is made by the patent of diamond combination mounting – ―Star Diamond‖ supplemented with the patent technology ―Tiffany Setting‖. 【 The One, The Only 】 fashionable diamond series exhibits the unique charming of diamond and noble metal, combines the noble PT with the elegant rose gold perfectly, and deduces the mystic and luxury fashionable art exactly. This company also provides series assistant articles for product selling for matching the launch of main series products, besides the products-selves, including: magazine advertisement, soft article on magazine, album, hanging flag, shop window advertisement, outdoor advertisement, training material for employees of end retailer, to win the best selling choice for retail customers. 6.4 Overall solutions for distributors Until now, we has cooperated with multiple chain retail brands to develop, promote and sell featured products together by incorporating the market situation and fashion trend, and matching the requirements of customers, to provide perfect series service for customers, from product integration, product concept development, shape design, production processing to publicity and promotion. For example,【Beloved】and 【Smart】series through cooperation with jewelry brand ― Hong Kong 25 Business Plan King Taifook‖. Honors and Intellectual Property Right 1. Design Prizes 2003 Tahitian Pearl Trophy Asia Second place 2003 Tahitian Pearl Trophy Asia Third place 2004 ―China Gold Capital" 2nd National Gold Jewelry Design Contest Second place 2005 Tahitian Pearl Trophy Asia Champion 2006 1st National Jewelry Exquisites Contest Excellent prize 2007 HRD International Diamond Design Contest Entry prize 2008 China International Jewelry Design Contest Third prize There are still several works selected for multiple international jewelry design contests. 2. Company Trademark and LOGO 26 Business Plan Company Prospect Planning 1. Three-year Planning To become a jeweler holding 100 medium and high class chain retail stores of its own brands within 3 years. 2. Company Vision Be the leading brand of the jewelry industry in China. 3. Company Philosophy Good faith is more precious than diamonds. Management Team and Staff 1. Organization Structure The departments of this company are established on the principle of ―scientific management, clear rights & responsibilities, incentive and restraint mechanism‖, to realize the logical division & collaboration and unified responsibilities, rights & benefits, and ensures the efficient running of the operating activities of the company duly, accurately, exactly and flexibly. For the organization structure of the company, please see the figure as below: 27 Business Plan Board of Directors Audit Committee Board of supervisors Wage and employee relation committee Chairman General Manager Vice G.M All departments 2. Introduction on management team and consultants (1) Introduction on management team Mr. Lin Huifeng (William Lam) 34-year-old; graduated from Shenzhen Polytechnic, and majored in jewelry design and craft. Chairman and CEO of the Company. Shenzhen people; born in a jewelry aristocratic family; one of the earliest GIC and GIA appraiser in China. With 10-year jewelry profession experience; held the General Manager position for J.B. Group, which is an Indian transnational diamond company in 1999-2005, and achieved annual sales of RMB 60,000,000; founded MAYINLAY Jewelry Co., Ltd. in 2006. Deeply influenced by Chinese traditional culture, is very fond of the calligraphy and has certain attainments in it, once won national excellent work prize; likes social intercourse and sports; frequently organizes the personnel in the profession to carry on 28 Business Plan the discussion and exchange on profession, economy, management and so on. Loves the jewelry profession very much. With rich profession experience, keen judgment ability to jewelry profession development, unique investment judgment, as well as respectable moral character and accomplishment, Chairman William Lin leads the Company to develop rapidly and steadily. Mr. Zhu Hongzhan (Sammy Chu) 51-year-old; General Manager of the Company. With rich profession experience; engaged in the jewelry profession in Hong Kong for 27 years. Entered into the profession in 1982; worked at the jewelry purchase in India, Belgium, Israel and other countries; one of few Chinese people who went abroad for purchasing jewelry material at that time. Started managing own jewelry company in 1992, which achieved annual sales of about 80,000,000 HK dollars during 10 years. Afterward was hired to take charge of the purchase for all raw materials by Sugem (Hong Kong) Limited subordinated to J.B. Group, which is an Indian transnational diamond company, for 6 years, during the time reached nearly 400,000,000 HK dollars of annual purchase amount, becomes one of Chinese people who purchase the most diamonds in the world. In 2007 joined this Company, established the purchase department in Hong Kong, and is responsible for the purchase of raw material specially. As years of purchase experiences knows the 29 Business Plan superiority well on the products of any big diamond manufacturer in India, Israel, Belgium and so on, and maintains good relations with various raw materials suppliers. Ms. Yuan Yanru (Eve Yuan) 38-year-old; graduated from the Department of Foreign Languages, Northeast Normal University; Bachelor's degree. Deputy General Manager of the Company. Engaged in Chinese jewelry profession for 17 years since entering it in 1992, is one of professionals who earliest works at the jewelry profession in China. In 2000-2008 was hired by Amy Diamond Co., Ltd., which is an Indian transnational diamond company, and is one of founders of Shanghai Amy Diamond Co., Ltd., as well as key executives of this company, achieved annual sales of 120,000,000 Yuan, was one of top saleswomen in jewelry profession. In 2008 joined this Company to be Deputy General Manager. Mr. Wang Yinghui (Hardy Wang) 30-year-old; majored in jewelry design and appraisal of Chinese Tongji University; Bachelor's degree. Deputy General Manager of the Company. Held the Sales Director position for listed Zhejiang Diamond Holding Co., Ltd., in 2000-2005 took charge of the sales in Shenzhen where is a key area of the Company at that time, his annual sales reached nearly 30 Business Plan 100,000,000 Yuan, became one of top salesmen in jewelry profession. Managed own jewelry business in 2005-2007, has a set of precious attainments in the jewelry management, and joined MAYINLAY to hold the Deputy General Manager position in 2007. Mr. Zhen Junwei (David Chen) 28-year-old; Master's degree of Sichuan Normal University; on-the-job graduate student. Financial Director of the Company. Chinese licensed auctioneer, with the title of intermediate accountant. Held the Senior Manager position for Shenzhen Small & Medium Enterprises Credit Guarantee Center Co., Ltd. in 2002-2008, once handled the loan business for more than 40 small and medium-sized enterprises, which amounts to over RMB 3,000,000,000; concurrently held the Financing Consultant position for Shenzhen Jindingxin Pawn Shop Co., Ltd., listed Shenzhen Clou Electronics Co., Ltd. and Shenzhen Sunlord Electronics Co., Ltd. in 2003-2008. Mr. Xiao Jinxiong 58-year-old. Deputy Financial Director of the Company. Engaged in the finance work more than 30 years, in 1986-2002, held the Chief position for Financial Department of Shenzhen Television Station; with strong sense of responsibility, good communication ability and team spirit, broad social relationship, excellent financial analysis, financing and fund administration and dispatch ability. Held the 31 Business Plan Financial Director position for Shenzhen Lujinjiang Jewelry Co., Ltd. in 2003-2006, has rich experience in financial strategy plan on the jewelry profession. Joined MAYINLAY to hold the Financial Director position in 2006. Ms. Huang Liwen (Cecilia Wong) 32-year-old; graduated from Shenzhen Polytechnic, and majored in jewelry design and craft. Marketing Director of the Company. With 10-year experience in jewelry profession, after graduation worked in several well-known jewelry companies including two large-scale listed HK companies as well as domestic well-known jewelry enterprises to take charge of product development and planning, marketing and so on, and successively led many large-scale new product projects and exhibition projects. Once participated in lots of domestic and international jewelry design competition, and obtained many important awards including champion of Tahitian Pearl Trophy Asia and so on. Presently is responsible for the routine work of promotion and R&D center in the Company, including market development, product R&D and promotion and so on. Mr. Mao Jiarui (Garry Mao) 33-year-old. Graduated from Shenzhen Polytechnic, and majored in jewelry design and craft. Technical Director of the Company. With 10-year experience in jewelry profession, worked in several 32 Business Plan well-known jewelry companies to take charge of marketing, planning market investigation and study and design on popular style. As a result of deep love to handicraft, by integrating with years of marketing and design experience in modern jewelry manufacture, proposed many craft innovations, is one of inventors on“Po Zhua Wei Xiang”patent. With rich experience in the R&D of jewelry craft, and the products manufactured by him are more suitable to market and consumer. Presently is responsible for the routine work of production and technology R&D center in the Company, including technical R&D, quality monitoring and so on. (2)Introduction on consultants Mr. Zhu Zhongyi 65-year-old; Professor and Master Tutor on Authentication of Jewelry; Standing Vice Chairman of Shenzhen Polytechnic Labor Union, and the member of the Shenzhen NPC Standing Committee. Technical adviser of the Company. Mr. Yang Mingxing 47-year-old; majored in Gemology and Mineralogy; Doctor’s degree. Technical Adviser of the Company. Promoted to be the Professor of Gemological Institute China University of Geosciences (Wuhan) in 2003. Held the vice-president of Gemological Institute China University of Geosciences (Wuhan), which 33 Business Plan specially is responsible for the development, concurrently was the Chief of Jewelry Testing Center China University of Geosciences. The main social concurrent posts includes: Deputy Secretary-general for Appraisal Committee of Gems & Jewelry Trade Association of China, Vice-chairman for Gems & Jewelry Trade Association of Hubei Province, Vice-chairman for Appraisal Committee of Gems & Jewelry Trade Association of Wuhan City and so on. Attained FGA certificate and DGA certificate of the British Jewellers' Association in 1997; attained CGC certificate of Gems & Jewelry Trade Association of China in 1998; attained the US certificate of ―Techniques of Professional Jewelry Appraising‖ in 2002. Mr. Hu Chuyan 47-year-old; Technical Adviser of the Company. Associate Professor; Master Tutor. Engaged in jewelry teaching for many years in Guilin Institute of Technology before studying for the doctorate in July, 2002. Had been a teacher of Shenzhen Polytechnic until now from 2002. Worked at the jewelry manufacture and mosaic craft, jewelry and jade appraisal, gem inclusion, jade teaching and scientific research for a long time. Owns deep attainments in geology, gemology and jewelry technology and so on, and published over 40 scientific research dissertations. CGC member. Mr. Cao Yang 34 Business Plan 53-year-old; Senior Economist. Marketing Consultant of the Company. Once held the Investment Analyst position for JP, presently is the Independent Director of Hong Kong Huanguan Group, Special Invited Researcher of Beijing Gold Economic Development Research Center, Chief Analysis of Shenzhen Jiesheng Financing and Special Consultant of joint loan and guarantee business of China Construction Bank Shenzhen Branch. Engaged in strategic research work on the jewelry industrial development for a long time, has original opinion and rich operation experience in the jewelry brand cultivation, modern enterprise system establishing, gold investment and financing analysis, industry economic development program and so on, as well as in the investment, financing, property capitalization and IPO of jewelry enterprise. A renowned expert of profession development matters in jewelry field, as well as one of strategy advisers in Shenzhen’s jewelry industrial development. Mr. Shen Wei 41-year-old; double Bachelor’s degree in Law of Peking University and Accounting of Nanjing University of Science and Technology. Counselor of the Company. Attorney, Registration Number: 19020811016404. Principal of Labor Law and Business Secret Protection Law Department of Guangdong Rong-guan Law Office. Member of Guangdong Law Society, Labor and 35 Business Plan Social Insurance Law Service Committee of Shenzhen Lawyers Association. Independent Director, Senior Attorney, high-level HR Specialist and Economist of listed companies. Has deep fundamental research and practice experience to labor law, business secret protection law, law of corporation and so on. Is good at handling the lawsuits and non-lawsuit service including labor law, business secret protection law, law of corporation and so on, has highly comprehensive professional quality. 2. Employment plan The table of employment plan for retail shops and processing departments of the Company in next three years as follows: A. Flagship stores Name of Department Population Sales team 35~40 Logistics 4 Store Manager 1 Commodity controller 1 Maintenance department 1 Total 42~ 47 B. Standard stores Name of Department Population Sales team 12~18 Logistics 2 Store Manager 1 Total 15~21 C. Processing departments Name of Department Population Name of Department Population Sales Department 50-60 Setting Department 1000-1200 Commodity Department 30-40 Polishing Department 500-550 36 Business Plan Stone Matching Department 20-25 Gold Plating Department 100-120 Dispatching Department 20-25 Casting Department 20 R&D Center 200-220 Wax Injection Department 50-60 Grinding Department 500-550 QC Department 30-40 3. Succession Planning (1) The Company has established good training, practice and cooperation with Gemological Institute China University of Geosciences (Wuhan), to provide high quality professionals for the Company. Gemological Institute China University of Geosciences (Wuhan) is one of the earliest and biggest gemology education and research institution in China, as well as one of 3 national CGC training stations before examination. Within 14 years since the establishment, it has developed many advanced jewelry appraisal instrument, simultaneously, it also trained large quantities of professionals for Chinese jewelry industry, changed the lagging Chinese jewelry education, and accelerated the development of domestic jewelry education. Yang Mingxing, the Dean of this Institute is one of consultants of the Company. On May 16, 2009, the Company reached agreement with this Institute officially to become the only practice base in Shenzhen of Gemological Institute China University of Geosciences (Wuhan). The Company may choose suitable professional according to its developing requirement. (2) Cooperates with the head-hunting company to advertise for outstanding jewelry professionals for high-end talent reserve of the 37 Business Plan Company. (3) Continues to employ the outstanding talents of enterprise and shop purchased by the Company after passing unified training. 4. Primary departmental post responsibility Sales Department Conducts the work under the guidance of General Manager. Takes charge of the sales routine work; Establishes the sales strategy and sales program of the Company, pays special attention to the market investigation and study, develops the market positively, enhances the market share unceasingly; Builds sales network, visits the customer periodically or non-periodically, establishes the feedback network on customer information, solutes the difficulty of customer; Prepared departmental management and assignment, as well as reward means. Strengthens the study of clerk, improves the comprehensive quality and market regulation ability unceasingly; Perfects the delivery procedure, pays special attention to the product tracing management; Coordinates the Design Department to complete the product mix adjustment, satisfies the market requirement unceasingly. Pays special attention to the customer reception; Finishes the sales work economic activity analysis earnestly, 38 Business Plan according to the market tendency, adjusts the marketing strategy at right moment; Fulfills the sales contract strictly, urges and receives the payment for goods promptly; rationalizes the price based on the market at right moment; Grasps customer’s management and credit degree, and keeps the secret of the Company; Is responsible for the collection, reorganization, filing and management of the operation data; Completes other tasks delivered by the leader of the Company. Finance Department Participates in management and operation of the Company, and main financial personnel should participate in significant economic activity and contract conclusion and signing of the Company; Prepares corporate finance control system of the Company, after reporting the Company for approval, carries out specifically and supervises its fulfillment; Establishes and fulfills the budget, use the fund of the Company effectively. Administrative & Personnel Department Logs in the website of the Company every day, carries on normal examination and maintenance, makes the reply to conventional mail promptly, reports to the related leader to special event; 39 Business Plan Handles the procedure advertising for personnel, replies the telephone consultation, arranges the interview notice and detailed program; Establishes all personnel file, renews promptly and guarantees the reality and validly of all material; Is responsible for handling staff's administrative procedure (including probation, promotion, transfer, salary adjustment, demission, asking for leave, overtime, vacation and so on), as well as daily check, surveillance and statistical examination on work attendance; According to the Company's request and staff's practical need, prepares monthly training plan. Design Department Assigns the special user of the computer for design, and pays attention to its using security and condition strictly; According to the requests of the Company arranges the tool controller for correct purchase, use and storage; Handles the project work according to the Company's design procedure, and the handover procedure should be perfect and clear; Is responsible for the template processing technology control, guarantees the manufacturing craft for product scientific and reasonable; Storages and absolutely keeps secret to the product design, development, as well as firsthand information to design and product; 40 Business Plan Fulfills decision-making of the Company, proposes the suggestion that is advantageous for the Company, collects the market information, coordinates the upper-level department, and takes charge of the localization and style control of product. Accounting and Legal Affairs 1. Accounting system International accounting standards; China’s Accounting Standards for Business Enterprises 2. Financial software Kingdee financial software 3. Legal affairs The Company invites professional law office and counselors to handle its legal affairs. Name: Guangdong Rong-guan Law Office Address: 47/F, Tower A, United Plaza, No. 5022, Binhe Road, Shenzhen Tel: 0755-82901311 Website: www.szlzgw.com Counselor: Shen Wei, Attorney Duties: Handling the Company's economic contracts, rules and regulations, labor contracts and legal disputes. 41 Business Plan Issuance and Safety Measures 1. The Company have all its employees covered by social insurance according to the Labor Law. 2. The Company’s monitoring and burglarproof system is directly linked to the network of police station, and is preparing to purchase the business insurance from Hong Kong Insurance Company. 3. The company enters into confidentiality agreement with its staff. All computers in the Company are monitored. All mails and transmitted documents have backup for reference momentarily; regarding the staff that do not use computers, the company controls them through its strict management system; only backbone staff have the access to key technologies. 42 Business Plan ⅡMarketing Plan Overview and Target of Marketing Strategy 1. Overview of core marketing strategy We adopt low price & differentiation strategies for both the finished product manufacture and raw material wholesale business, i.e. our products are priced at the bottom range for products of the same quality and type and differentiated from competitive products of similar prices. ① Low price strategy: The technology R&D, network management system and stable goods supply channel of the Company provide favorable condition for the implementation of low price product strategy. For example, in an large product category, the technology and craft applied in each product shall be the same or close to each other to improve the productive efficiency effectively; perfect network management system simplifies the personnel system effectively and improves work efficiency, thus the lost caused by human errors; and the Company and the senior managers’ rich experience on supply channel maintaining brings more cost advantages. ② Differentiation strategy: ―Differentiation‖ mainly comes from three aspects including craft, appearance and concept culture. Firstly, the Company put great emphasis on the application of new craft, it takes the 43 Business Plan lead among like product in aspect of craft R&D; secondly, the appearance of the product is unique, the innovation meeting customers’ demand is the starting point for appearance improvement; thirdly, different from other jewelry product stressing their decoration value and sign value, the Company pays more attention to intrinsic culture of product, which coincides with the great ancient Chinese culture. 2. Marketing objectives Maintaining and promoting brand value and product quality; Annotating product quality perfectly; Improving the customer satisfaction; Increasing the sales in 2009 by 1.3 times than that in 2008; Promoting 56% of profit margin in comparison with 2008. Macroeconomic and Environment Analysis 1. Macroeconomic environment ① National economy grows continuously while the living standard of residents are steadily improved. In recent years, the national economy of our country has been developed continuously, steadily and rapidly, in 2008 the GDP reaches up to RMB30.067 trillion, increased by 9.0% than the previous year; the annual disposal income per capita is RMB15,781 Yuan, increased by 14.5% than the previous year, and after adjusting for inflation, the actual 44 Business Plan growth rate is 8.4%, which is one of the few years in which the growth rate of urban per capita disposable income is higher than that of GDP. See following figure for the annual disposal income per capita and its growth rate in 2003-2008: Disposal Income Per Capita and Income Growth Rate of Urban Residents in 2003-2008 18000 20.00% 15781 16000 8000 14.00% 11759 12000 10000 17.00% 13786 14000 10493 12.20% 9422 8472 9.00% 11.00% 10.40% 9.60% 8.40%8.00% 7.70% 6000 5.00% 4000 2.00% 2000 0 -1.00% 2003 2004 2005 2006 Amount (Yuan) 2007 2008 Growth rate Data source: Natural Bureau of Statistics of China With the fast development of domestic economy in China, residents’ income level is improved constantly. The capacity of consumption correspondingly increases. The enhanced desire for high-grade consumable goods promoted consumption expenditure. ② Total retail amount of commodities maintains fast growth, and residents’ consumption structure upgrades faster. Along with fast development of national economy, the sales growth rate of commodities market in our country increases quickly, which presents 45 Business Plan a steady improvement situation. In 2007, annual gross retail sales of commodities reaches RMB8.921 trillion, increased by 16.8% than 2006, the increase rate is 3.1% than the previous year. In 2008, annual total retail amount of commodities reaches RMB10.8488 trillion, increased by 21.6%, the increase rate is 4.8% than the previous year. See following figure for the change of commodities retail market in last six years: Total Volume of Social Retail Sales and Growth Rate in 2003-2008 120000 108488 100000 60000 40000 21.60% 20.00% 89210 76410 80000 16.80% 67177 52516 59501 13.30% 12.90% 25.00% 15.00% 13.70% 10.00% 9.10% 5.00% 20000 0 0.00% 2003 2004 2005 2006 Amount (Billion Yuan) 2007 2008 Growth rate Influenced by the income growth of urban residents, the investment and recreational consumption is a trend, like gold, silver and diamond jewelry, holiday gift and other commodities will continue to be sold well, and the upgrade of resident consumption structure will speed up obviously. 46 Business Plan ③China's economy prospect in 2009 under financial crisis At present, because of the common phenomenon of credit crisis and confidence crisis in financial industry, the vitality of capital market and credit market becomes weak, the commercial bank is reluctant to lend, the finance support to real economic activities of industry and commerce is decreased greatly and the risk of financial crisis is spreading to real economy gradually. The growth prospect of the three economic entities including Unite State, European Union and Japanese is pessimistic, the economic cycle synchronism of each country caused by economic globalization will enlarge the risk of sub-prime crisis to the real economy of the world, obviously Chinese economy with high net export demand will be surely influenced, and each economic indicator faces the pressure of downturn. Under this background, to stimulate domestic consumption, Chinese government released an economic stimulus plan up to RMB 4 trillion in November, 2008, which is a great support to domestic economy growth. At the same time, at Central Economic Working Conference held in December of 2008, the government officially proposed that Chinese GDP growth rate in 2009 will be 8%. And Premier Wen Jiabao interpreted the possibility of achieving this goal from aspects of our need and possibility, government's pledge and responsibility, confidence and hope. 47 Business Plan Generally speaking, our country is standing in the watershed export-oriented economy to internal-oriented economy, while the later mainly consists of investment demand and consumption demand, the final consumption demand is the most important. To achieve the goal of ―guarantee 8%‖, there will be more preferential measures to release to drive domestic demand in aspect of macroscopic policies. Therefore the commodities including high-class commodities, especially under the sharp shrinkage of overseas market demand, confront the best opportunities to enter domestic market and complete the strategic transformation. 2. Jewelry industry environment in Shenzhen The prospect of global jewelry industry is in China; the prospect of Chinese jewelry industry is in Shenzhen. The development of Shenzhen jewelry industry originates from the establishment of Shenzhen Special Economic Zone beside Hong Kong-the important collecting and distributing center of jewelry production and marketing of Asia. After over 20 years’ development, Shenzhen has become a city of the fastest overall development and the largest scale of jewelry industry. By the end of 2006, Shenzhen has about 2100 registered jewelry enterprises, 2200 self-owned brands, including 17 Chinese Famous brands, 5 top China brands and a large numbers of other well-known brands of jewelry. Shenzhen jewelry industry has a total processing value of RMB50 48 Business Plan billion, its market share of the products takes up 70% of the domestic industry. Its gold, platinum and diamond processing business volume occupy 80-90% of annual turnover of Shanghai Gold Exchange, Shanghai Platinum Exchange and Shanghai diamond Exchange. Shenzhen is known as manufacturing base and trading center of Chinese jewelry, and keeps ahead in the domestic jewelry industry. Shenzhen International Jewelry Fair is the biggest jewelry trade platform in China, and ranks the fourth in the world, and it is also the ―wind vane of Chinese jewelry industry‖. The jewelry industry has already become one of the five economic pillars in Shenzhen, Shenzhen Municipal Government established Shenzhen jewelry industry base in August, 2004 and set up a special agency responsible for equipment foundation, industry chain facilities, financing and promotion to release the core cohesion of the base, which speeds up the internationalization of Shenzhen jewelry industry. The base has following function: Firstly, it strengthens the allocation ability of jewelry industry. Concentration of industry overcomes the uneconomic resource utilization for single enterprise; complementary supply expands the effective demand. Optimized allocation of production factors including natural resource, knowledge resources, capital resources and environmental resources, makes the industry a magnetic field with more 49 Business Plan cohesion, and the effect of production factors allocation is realized to a larger extent. Secondly, it strengthens the internal connection of jewelry industry. Through forward linkage and backward linkage of product structure, the linkage mode integrating competition, cooperation and interaction has been formed gradually; and to realize technology innovation, market leading and scale development of industry cluster through optimized allocation of production factors. Thirdly, it highlights the brand advantage in jewelry industry. The governmental guidance and policy support can promote the effect of industry cluster effectively. After the formation of industry cluster, the zone feature, industry feature, enterprise feature and product feature will constitute the brand effect of competitive industry together. Fourthly, it sublimates the cultural value of jewelry industry. The government guides the development of jewelry industry and takes the cultural pursue, cultural marking and cultural market as a standard for cluster identification, through which to deepen jewelry culture connotation, and it is advantageous to promote the internal factors linkage in industry cluster and common value accumulation. The company select Shenzhen as the base, which is one of the important design towns and core cities of modern design, because Shenzhen jewelry industry has above comprehensive advantages in aspects of 50 Business Plan industry source allocation, industry cluster, brand and culture, etc., from above analysis, we see that macroeconomic policies and industry policies provide advantageous support platform for the Company’s development. Market Analysis 1. Condition of market With the rapid development of mainland China’s economy, the consumption orientation of residents has obviously changed and people gradually begin pay attention to high-grade commodities from daily necessaries, mainly focusing on the value maintenance and collection of commodities with high added value, while gold and silver jewelry has such kind of value. According to the statistical data of National Bureau of Statistics, in the retail sales of wholesale and retail industry above designated in 2007, the retail sales of gold and silver jewelry was RMB45.98, a 41.7% increase than that of 2006, and the annual growing rate from 2003 to 2007 reaches 28.8%. According to the statistical data of Gems and Jewelry Trade Association of China, the gross sales of jewel of China is RMB170 billion in 2007, jewelry market of China ranks the third in the world after that of America and Japan. The jewelry market in our country will continue to keep at the growth rate of above 15% in the coming years. By the end of 2007, there were over 50,000 51 Business Plan different kinds of registered jewelry enterprises and over 3 million people engaged in this jewelry industry of China. Among them, about 40,000 companies engaged in jewelry retail trade with 1.5 million staff. As forecasted by China Jewelry Association, the expenditure of jewelry market in China is shown as follows: Billion USD Nationwide Market Expenditure on Jewelry 2300 2500 1850 2000 1360 1460 1500 1130 1110 1180 1240 1000 500 0 2000 2001 2002 2003 2004 2005 2010E2015E Expenditure 30.00% 20.00% 10.00% 0.00% -10.00% Growth rate Data source: China Securities Journal Currently, the jewelry can be classified into metallic jewelry, jewel and jade jewelry and other jewelry in Chinese market. Following is the analysis to relevant market. Jade jewelry: jade jewelry is made through crafts of grinding, sculpting, embedding and adhesion. This kind of jewelry is more and more popular with people because of beauty and high state. The common kinds of jade include diamond, ruby, sapphire, crystal, emerald, pearl, amber and topaz, etc. Platinum jewelry: according to the newest statistic data of International Platinum Association, in 2007, during the traditional sales seasons of Spring Festival and Valentine’s Day, the sales amount of platinum 52 Business Plan jewelry increased 23.4% than previous year. According to the market investigation of the association in 2007, the platinum jewelry was loved by the majority of Chinese consumers. According to the investigation focused on the wedding market, it is found that consumers buy platinum most in the wedding jewelry market in China. See the following chart: Metal Types of Wdding Jewelry 100.00% 80.00% 60.00% 40.00% 20.00% 0.00% Platinum Pure gold White K gold Yellow K gold Data source: China God and Jewelry, 2007 Diamond jewelry: The consumption of diamond jewelry increases at the speed of 16% per year in inland cities. According to DeBeers Diamond Promotion Center’s investigation on Beijing, Shanghai and Guangzhou, each newlywed’s average consumption on diamond jewelry is RMB5, 820. Among wedding jewelry, 81% of it is diamond ring, 14% of it is single diamond pendant and the rest are earrings and brooches. With the growth of residents’ income in our country, the purchasing power of diamond jewelry will continue to increase. Wedding market: Wedding market will serve as the major drive for jewelry market in the coming years. There are about 1,000 newlyweds getting married every year with a total consumption of RMB250. Especially, those born in mid-1980, a birth boom period in China, will 53 Business Plan get married in 2007 to 2012. Based on the stability of married people, the total consumption amount of wedding is increasing constantly. Based on the stable marry rate, the total consumption is increasing without stop at present. As an important part of wedding industry, the consumption of wedding jewelry will bring jewelry market the new hot-point. 2. Analysis on competition situation and rivals The enterprises of jewelry in mainland China mainly spread in Guangdong, Shandong, Shanghai, Fujian and Zhejiang. Guangdong’s jewelry production ranks first place in domestic jewelry market, of which Shenzhen and Panyu are the main processing bases. The domestic market share of gold and jewelry enterprises of Shenzhen ranks the first place in domestic market, thus Shenzhen is known as ―Jewelry City‖. The jewelry processing industry in the mainland is developing rapidly, and processing of emerald, seawater pearl and freshwater pearl as well as the design and processing of pure gold have reached the advanced international level, which makes it the second largest diamond processing center in the world. China has great potentials of consumption market, which attracts many international jewelry tycoons to share this market. DeBeers—the globally largest diamond seller, Cartier—famous French clock tycoon with over 150 years’ history, International Publicity Association of Tahitian Pearl, Hong Kong famous jewelry brands—Chow Tai Fook and 54 Business Plan TSE SUI LUEN as well as other barons have entered into Chinese market one after another. With the coming of foreign brands in Chinese market, Competitions in the field of jewelry consumables among domestic brands and foreign brands will heat up. The main rivals of the company include TTF Modern Jewelry Manufacturing Company, LJ. Jewelry Making Company, Gold Mill Jewelry Company, Sanbailiang Jewelry Company and OCA Industry Company. The target market and product type of them have following features: Name Company of Target market Type of Product Developing and making jewelry products of modern styles focused on the middle and high-end fashionable retail brands of jewelry of the top and secondary cities in China as well as European and American market LJ. Jewelry Developing and making jewelry Making products of modern styles focused Company on middle and high-end popular brands of in top and secondary cities in China Gold Mill Developing and making the jewelry Jewelry Co., products of modern styles focused Ltd. on the middle and high-end fashionable retail brands of jewelry in top and secondary cities in China as well as North American and West European market Sanbailiang Developing and making jewelry Jewelry Co., products of American and European Ltd. styles focused on middle and high-end popular brands of in top and secondary cities in China TTF Modern Jewelry Manufacturer 55 Main products: K-gold jewelry with diamond-inlaid; Supplementary products: middle and high-end K-gold jewelry of colorful jewel-inlaid K-gold jewelry with diamond-inlaid, middle and high-end K-gold jewelry of colorful jewel-inlaid K-gold jewelry with diamond-inlaid, middle and high-end K-gold jewelry of colorful jewel-inlaid K-gold jewelry with diamond-inlaid, middle and high-end K-gold jewelry of colorful jewel-inlaid Business Plan OCA Industrial Co., Ltd. Developing and making jewelry K-gold jewelry with products of modern styles focused diamond-inlaid on middle and high-end fashionable brands of in top and secondary cities in China In comparison with us, the above-mentioned rivals mainly are similar to the Company in the aspect of enterprise scale and product positioning, etc. In the market competition, the rivals have following disadvantages: first, in terms of raw materials purchase, high purchase cost; second, inferior processing and design capabilities, thus they can’t produce the proper products meeting the requirements of the market in time, and the processing cost is high; third, poor accuracy of grasping the market. Therefore, the Company’s products have high performance-price ratio and popularity. If the financing of retail terminal construction can be realized successfully to improve the industry chain of the company, the company shall exceeds the rivals above in aspects of sales scale, profiting capacity and developing mode. 3. Marketing channel In mainland China, jewel retail and wholesale are realized in following channels: jewelry shoppe in shopping mall, chain store, supermarket, franchised store and professional market. The investigation of Hong Kong Trade Development Council in 2007 indicates that the department store is still the main marketing channel, and franchised store comes second. 56 Business Plan Jewelry shoppes in shopping malls are the earliest and most mature marketing mode, which is the earliest marketing mode. The jewelry brands with high popularity set shoppes in each department store and shopping mall. In recently years, more and more large-scale jewelers are inclined to develop the form of chain operation and franchised stores, which result in the fierce competition of shoppe of shopping mall. Due to the policy limitation and unfamiliarity to the inland market, majority of transnational jewelry companies set the shoppe in the large-scale department store, they usually adopt the franchise and agency modes, for example, in the previous two years, Chow Tai Fook and TSE SUI LUEN are planning to build more franchised stores. Additionally, many informal special markets with retail and wholesale business have been formed in the manufacturing and wholesale base. With the popularization of internet and further understanding to online shopping, selecting the jewelry from the internet is more and more popular. In Apr. 2007, 21GEM said that about 5% of the jewelry sales in Shanghai were completed by on-line shopping. However, the network safety and secrecy of personal information of consumers are the key factors retarding the development of this sales channel. 57 Business Plan The nationwide diamond trading market and gold trading market are located in Shanghai, namely the Shanghai Diamond Exchange and Shanghai Gold Exchange respectively. Additionally, the exhibition held in inland China has become the best place for the enterprises to learn about the newest jewelry information home and abroad and to contact with relevant sellers. From the second half year of 2008 to the first half year of 2009, following exhibitions were hold: Time th Exhibition th Place 9 -12 , Oct. 2008 International of China Luxury Exhibition 22nd-26th, Oct. 2008 The Three News Exhibition of China, 2008 Guangdong Zhongyuancheng International Accessories Exchange Center, Changan, Dongguan 25th-28th, Oct. 2008 Fuzhou International Exhibition, 2008 Fuzhou International Convention and Exhibition Center 11th-15th, Nov. 2008 China International Jewellery Fair, 2008 China International Exhibition Center, Beijing 27th-30th, Nov. 2008 China (Shanghai)International Gold, Jewellery & Gem Fair Shanghai Exhibition Center 19th-22nd, Mar. 2009 Second Tianjing International Jewelry Exhibition, 2009 Tianjin International Exhibition Center Jewelry International Convention and Exhibition Center of Chongqing Nanping Sales Policy 1. Target market and product positioning 58 Business Plan Product categories and quality standards supporting sustainable development of each business are made in accordance with the resource advantages of the company and demands of target market: (1) High-class gem trade Positioning on middle and high-class jewelry retail brand clients in the first and second-tier cities, providing a full range of natural diamond, middle and high-class pearls, ruby, sapphire, emerald and other rare gems (2) Finished product wholesale Positioning on the jewelry retail brand clients in the first and second-tier cities, operating the exhibition hall of finished product wholesale and providing the finished product of jewelry including K gold with diamond-inlaid as the main products and the middle and high-class K gold inlaid with pearl, emerald and ruby sapphire comes the second. (3) Finished product processing Positioning on jewelry retail brand clients in the first and second-tier cities, providing the material processing business of PT and K gold jewelry inlaid with diamond, middle and high-class pearls, emerald, ruby and sapphire. (4) Complete solution service for distributors Positioning on the chain retail brand markets of first and second-tier cities, providing perfect integrated and customized services of jewelry 59 Business Plan products to clients, the services including product integration, product concept development, style design, processing, manufacturing and promotion, etc. Positioning on the middle and small jewelry brands in the first and second-tier cities, developing independently various series of products and sale auxiliaries including display property, brochure, lamp sheets used in sales terminal, hanging flag, print advertisement and other normal sale auxiliaries. (5) New jewelry retail Expand jewelry retail in the first and second-tier cities. The products include fashionable gold, 18K gold, PT gold and K gold inlaid with diamond, K gold inlaid with high-class pearl, emerald, ruby and sapphire products. 2. Sales target The target at the present stage is enlarging market share and ensure stable growth. 3. Price Policy In comparison with other jewelry brands, our products are priced at the bottom range for products of the same quality and type in the same price scope to improve the competitiveness of product price. Meanwhile, the source and price advantages of raw materials purchase and the all-in-one mode of production and marketing simplify make human resource 60 Business Plan system simple and the circulation rate of goods faster, thus the production and operation costs are lowered, by which the profit rate is ensured. 4. Mode of Sales We adopt the complex marketing mode of ―wholesale focusing on insiders + sale focusing on retail market‖. (1) Wholesale Exploiting finished products retail in northern region markets. After over 4-year operation, wholesale business already has stable purchase channels and clients resource. According to the analytical data of the market condition above, it is obvious that China’s jewelry market has huge development space. At present, the jewelry enterprises mainly spread in Guangdong province. The jewelry retailers in the northern regions need to purchase or place order for production in the distributing center in Guangdong due to the lack of local upstream suppliers, which increases the operation cost and prolongs the development cycle of new product. It is easy to be seen from this that there is huge market vacancy in retail market of finished jewelry products in the northern regions. With sustainable growth of domestic consuming capacity and the increasing demand for high-class jewelry products of domestic consumers, our company plans to establish finished products exhibition hall Changchun, Heilongjiang in Oct., 2009 to meet the demands of the 61 Business Plan old clients in northern regions and exploit the northern market to develop new client resource. (2) Sales of retail market Retail business. Entity shop: based on the vacancy of high-class jewelry products in wedding market, aiming at young consumers with higher consuming capacity in the first and second-tier cities and different from other brands featuring common modern fashion, our company positions the brand on the one combined with love and concept of traditional Chinese culture. Step one: our company plans to merge 51% or above of the equity of 10 retail shops of the jewelry brand ―Karlssa Fare‖ under Guangdong Dageda Dress and Adornments Design Center Co., Ltd. in 2010 to re-plan and re-build the image and enter the jewelry retail market by it. Step two: taking the important city Shenzhen or Hangzhou as the base to establish flagship store and then spreading to the market of the whole region. Step three: expanding chain business Brand introduce: establishing the sub-brand taking love as the concept when developing jewelry retail terminal and uniting the famous enterprises related to wedding business in each region, such as photographic studio and wedding company, where lovers who shall get married is the main part of customers, they have strong consumption 62 Business Plan goal and capacity. Our company, by mode of brand introduce, establishes brand shoppes in the stores to display the samples (silver jewelry inlaid with imitation stone) and to provide ordering service or customization service. This mode features low operation cost, obvious objective and has the most direct promotion effect to target customer group. As the landmark product, the sub-brand products are displayed in each retail terminal for sale through shoppe. Marketing experience: uniting the high-class chambers in the brand’s location to hold salons related to jewelry culture and knowledge, by which letting the customers experience the high-quality service provided by this brand. Meanwhile, our company provides the service of high-class products sale, customization and lease. E-business: establishing product and information database and strengthening the internal communication to effectively reduce the cost and time of internal data exchange and information communication of the company. Based on the brand popularity and reputation of the finished product wholesale and entity stores, building interaction community to develop E-business. 5. Sales target Our anticipated sales target in the coming three years is shown as follows: 63 Business Plan Sales Plan over Three Years Sales Volume (HKD 1×104) 6. Promotion plan (1) Target ●For industry Improve the clients’ recognition to our company’s new business, the popularity and reputation within the industry and consolidating the professional image of fine product manufacturer of our company. ●For retail market Initial stage of promotion: establishing brand popularity and consumers’ recognition for brand connotation. Middle stage of promotion: promoting sales. (2) Advertisement promotion strategy 64 Business Plan ●To cooperators of the industry, emphasizing the profession and credit of company. ●To retail market: different from other company’s products emphasizing the decoration value and signal value, the culture value of the product of our company is expressed in the advertisement. ●Media application strategy: Public fashion plane media MD (3) Plan of promotion activities ●To industry Object: middle and high-class retail brands owning above 20 chain stores within industry Activity: the following two methods can be considered for the promotion in off-season (June and July): one is labor expense discount and the other is to increase discount of finished product. ●To retail The following measures can be adopted: A. Member benefit B. Presenting C. Promotion of low-price products D. Discount E. Exhibition 65 Business Plan F. Lottery (4) Plan of public relation activities The following activities are included: A. Holding shareholder meeting periodically B. Releasing the information of the company through media C. Issuing the internal publication of the company D. Holding employees’ sodality periodically E. Uniting the social organization to hold love activities F. Cooperate with media to hold activities of public relation Supplier Presentation The suppliers of company are in the leading position in the field of diamond production and wholesale. For the jewelry industry, the trust between people is usually more important than the name of a company. Mr. Zhu Hongzhan, the general manager of the company engaged in purchase work for many years in India, keeping good and stable cooperative relationship with it, which provides reliable quality guarantee for the raw materials of company. Following are the main suppliers of our company: 1. J.B GROUP J.B GROUP is one of the largest diamond manufacturers in India as well as the world-famous diamond manufacturer, owning 13 diamond 66 Business Plan processing plants and 15,000 professional employees with annual output of 600,000 carats. It is one of the DTC suppliers controlling 40% of resources of diamond in the world as well as one of the main suppliers of MAYINLAY. 2. Leeheng Diamond Co., Ltd. Established in 1949, Leeheng Group is one of the largest diamond wholesalers with the best goodwill in Hong Kong. Currently, Leeheng Group has developed into a diamond comprehensive enterprise group integrating diamond grinding, wholesale, jewelry production and retail. The brand MaBelle under the group is the first chain store of diamond jewelry carrying out clearly-marked prices, whose market position has received the favorable comment of the general public and customers. MaBelle owns approximately about 50 exclusive stores in Hong Kong and about 40 shops in the Mainland China, which are developing rapidly. MaBelle is the chain store of diamond jewelry with the most branch stores, largest scale and widest network. In 2009, MAYINLAY and Leeheng Diamond Co., Ltd. will start overall cooperation. 3. Kiran Exports Kiran Exports is one of the largest diamond manufacturers in India as well as one of the DTC suppliers controlling 40% of resources of rough diamond in the world. The business volume of this company increases by 40% annually, ranking the first place in the world in the field of 67 Business Plan production and trade of diamond below 50 points. It owns over 20,000 workers in India and over 3,500 stores spreading in the world, which was awarded with the second only to the best diamond seller in the field of diamond trade by Gem Jewelry Export Promotion Council in 2007 and is one of the most important suppliers of our company. 4. H. K. Impex H. K. Impex is one of the largest diamond manufacturers in India, whose sales volume from 2007 to 2008 is 2.5 billion USD dollars, mainly purchasing the blank of rough diamond of mines beyond DTC control of Russia and Canada and is one of the most important suppliers of MAYINLAY. Besides the large-scale diamond suppliers above, our company keeps stable business contact with more than other 30 diamond suppliers, which provides the stable resource of raw material for our company. Presentation of Main Customers and Introduction to Related Business 1. Presentation of main customers Currently, all the main clients of the company are the famous jewelry sellers in China, owning years' operation experience and good reputation and providing many channels of distribution for the products of company. The most important five clients are: 68 Business Plan Shanghai Laomiao Gold Co., Ltd. Established in 1982, the predecessor of Shanghai Laomiao Gold Co., Ltd. is ―Shanghai Old Town God's Temple Arts and Crafts Shop‖, which is the first gold retail point in Shanghai after State Council approved recovering the sale of gold. The company is the famous brand in China, owning 62 chain stores and sales points, over 200 nationwide exclusive shops and thousands of employees, which is one of the few large-scale enterprises integrating commerce, industry, science and technology at home. Lao Fengxiang Shanghai Lao Fengxiang Co. Ltd. was developed from Lao Fengxiang jewelry store established in 1848. The originality of the trademark ―Lao Fengxiang‖ comes from ―Lao Fengxiang Jewelry Store‖. Lao Fengxiang Co., Ltd. is a larger-scale jewelry enterprise group, which integrates scientific research, industry and trade, owning over 60 chain stores, over 300 exclusive stores and over 1000 sellers. The marketing network of this company has covered 27 provinces, municipalities and autonomous regions by setting up chain store, image shoppe, priority dealer, franchised store and regional agent, etc., whereof there are over 40 chains stores spreading everywhere in Shanghai. Lao Fengxiang is the famous brand in China, which is listed as ―Top 500 of Asian brands‖ and ―Top 100 of Global Jewelries‖. 69 Business Plan Hong Kong King Tai Fook Jewelry Shenzhen King Tai Fook Jewelry Co., Ltd. under Hong Kong King Taifook Jewelry (Group) Co., Ltd. owns over 30 self-run jewelry stores in Guangdong and over 300 sales points in middle and large cities as well as 200 chain stores with the coverage rate of product above 98%. In 2006, it was awarded with ―China Top Brand‖. Batar Jewellry Batar Jewelry is a larger-scale gold jewelry enterprise integrating research and development, manufacturing, processing and sale, its wholly-owned subsidiary—Shenzhen Jin Batar Jewelry Co., Ltd. mainly develops jewelries. The company was awarded with ―Famous Brand of China’s Jewelry Industry‖ in 2004 and ―Famous Brand Product‖ in 2005. Zhenbrand Jewelry ―Zhenbrand Jewelry‖ Golden Jewelry Co., Ltd. was established in 1996. Currently, the Zhenbrand jewelry with over 10 years’ history and experience has become the famous brand in Guangdong and Chinese market; it has over 100 chain stores nationwide. Others In the client resource of our company, there are over 200 well clients keeping long-term cooperation relationship with our company. 2. Introduction to supporting service of product 70 Business Plan The company provides a series of high-quality services different from other common companies to clients when selling the jewelry products. When a new pattern enters the market, the company will tell the selling point to clients. There are various kinds of services, from the printing of brochure, design and innovation of product package and training of employee’s product presentation to advertisement, which have greatly reduced the cost of time in the middle step and strengthened competitiveness for the products of company actually. Evaluation of Marketing Benefit Generally speaking, the management level of company owning rich industry resources and sales dispatching system with real time monitoring, which are the two trumps of marketing policies. The industry resources of management level can bring the most excellent price and quality as well as credit payment period with the longest period for the step of raw material purchase, which makes the company enjoy the unique advantages in the aspect of product cost and capital turnover. The sales dispatching system with real time monitoring has not only shortened the delivery time, but also the more importantly, it has reflected the information of market consumption in different places of 71 Business Plan the country in time, through which the important information of consumption demands, such as product pattern, price and product services can be hold in time, which provides guarantee for the company to send best-selling product, adjust unmarketable product and make reasonable manufacturing policy timely. With the ―one head and one tail‖ trumps from raw material source to consumption terminal as well as the coordination of rational marketing policy and market plan, the marketing goal of company can be made rationally and the predicted goal can be realized with strong maneuverability for policy and plan. 72 Business Plan ⅢFinancial Documents Overview of Capital Demand 1. Project investment In order to develop the retail business, enlarge processing scale, intensify product development and improve brand image of company, the company will invest RMB30 million to purchase jewelry detail stores and processing plants, develop finished product wholesale, making R&D and update equipment. 3. Project financing RMB30 million will be directly financed by transferring part of equity of MAYINLAY Jewelry (Hong Kong) Co., Ltd. This is the first phase financing of our company and the financial analysis takes the first phase financing as premise without considering the factors of re-financing in the future. Report of Fund Use Within the RMB30 million, RMB10 million is used for merging 51% or above equity of 10 retail shops of jewelry brand ―Karlssa Fare‖ under Guangdong Dageda Dress and Adornments Design Center Co., Ltd., RMB5 million is used for purchasing the seat of member of Shanghai Diamond Exchange and a rough diamond processing plant, RMB5 73 Business Plan million is used for developing finished product wholesale, RMB6.5 million is used for the R&D and equipment upgrading and RMB3.5million is used for factory extension, training and management improvement. Following is plan of fund use chart: Financial Plan 12% 32% 22% 17% 17% Purchasing seat and rough diamond processing plant Product R&D and equipment upgrading Factory extension, training and management promotion Purchasing retail stores Wholesale of finished product Supplementary specification of plan of fund use: Project Amount Supplementary specification Merging 10 retail RMB10 Current scale: each store owns goods worth RMB1.5 million with the total stores of Karlssa million value RMB15 million. (The payment is made in three periods. RMB5 million Fare Jewelry should be paid at the first period, the other two periods of payment shall be made in 3-5 months. This method of payment is individually based on the establishment of credit in jewelry industry). Current sales scale of retail store: RMB3 million for each month (sales volume of 10 stores). The profit of each retail store is about 30%. These stores are positioned on terminal standard stores by our company, which is the initial attempt to conduct retail business. Purchasing seat and RMB5 The profit of rough diamond processing is high and the quality of supplied a rough diamond million diamond can be ensured, which is the strategic measure to stabilize the supply processing plant of raw material and improve the profit. Finished product RMB5 The delivery time of client can be shortened, winning best sales opportunity wholesale million for clients, it is the important measure to strengthen the relationship between clients and the company. 74 Business Plan Research and RMB6.5 Including two parts: first, RMB4.2 million will be used for research and development of million development of product, of which RMB1.5 million is used for R&D and product and RMB2.3 million is used for R&D equipments, two sets of Rapid Modeling equipment System Digital Wax 029 will be bought, and RMB0.4 million is used for the upgrading training of design personnel and equipment perfection. Second, RMB2.3 million is used for equipment upgrading, which is mainly used for purchasing 6 sets of CNC lathe WZX-350 CNC by the price of RMB316 thousand per set. RMB0.3 million is used for stabilizing the output and quality of hi-tech content. It is the attempt of machinery assembly line of company. The investment on advanced machines will be increased in the future. Factory extension, RMB3.5 RMB1.5 million will be used for extending factory and strengthening the training and million personnel allocation of plant to meet the demand of production environment management due to the constant development of business.RMB2 million will be used for promotion improving the management level, strengthening the training for all the personnel and improving work efficiency to make full preparation for the development in the later period. Total amount RMB30 million Basic Assumption and Parameters of Financial Evaluation 1. Evaluation Basis International Accounting Standards and current tax policies 2. Basic Data and Parameters Selection of Financial Evaluation (1) Financial price: Financial Evaluation refers that make analysis for the future benefit and expenses of the proposed project, and forecast price is adopted. During the forecast calculation, the relative price change and general price level change isn’t too great. (2) Method for costing: The price used for costing in the financial evaluation doesn’t include value-added tax, therefore, Financial Evaluation Reports in this report are prepared among the price exclude value-added tax. 75 Business Plan (3) Taxs and dues (current taxation type): ① Mayinlay (general taxpayer) VAT (value-added tax): 2%of tax incidence; Additional tax: 1% (construction tax); the equity will change; Sales tax: technology import/export; Additional tax: 1% (construction tax) Consumption tax: 5%; collected when retail is conducted; Additional tax: 1% (construction tax) Income tax: 18% ② Sufeiya (small scale) VAT (value-added tax: 3%; Additional tax: 1% (construction tax); the equity will change; Consumption tax: 5%; Additional tax: 1% (construction tax) Income tax: 18% (4) Operation expense: calculate and draw about 3% of the sales revenue. (5) Sales expense: calculate and draw about 5% of the sales revenue. (Including expenses of brand promotion, wages and commission for sales of personnel) (6) Calculation period of project: the calculation period of the financial evaluation of this project is three years. (7) Financial benchmark interest rate: set it to 15% by reference to the 76 Business Plan average benchmark interest of the recent years of this industry and the risk factors of the project. 3. Related Instructions (1) Money of account is $HK. (2) For Financial Evaluation Reports, please see attached forms at the end of the report. (3) In the calculation, the displayed values of some total items may be inconsistent with the accumulated sums of single values due to the number of the reserved decimal digits; it doesn’t mean that there is error in the calculation. Analysis on Revenue and Cost Expenses of Retail Stores According to the current operation level of the retail stores to be bought and development planning of this company, it is forecasted that the sales revenue per month for every retail store is $HK 0.6 million, and annual revenue is $HK 7.2 million. Expenditure patterns are shown in the following table: Item Jan.-Dec. (per month) Total (year) Rent (about 30% of sales) 180,000 2,160,000 Wages 26,000 312,000 Water and electricity 5,000 60,000 Publicity expense 6,000 72,000 Sponsoring expenses for shopping center 6,000 72,000 77 Business Plan Maintenance fee for site Total 1,000 12,000 224,000 2,688,000 As data shown above, the expenses per month for an retail store is $HK 224,000 taking up 37% of the revenue, plus the cost-to-income ratio 45% from retail business, and thus the net profit rate of the retail business is about 18% , about 10 percents higher average cost-to-income ratio 8.4% of the company. Therefore, the increase on the proportion of the revenue from the retail business in the total revenue of the company will improve the profit capability of the company further in the future. Estimation on Three-Year Sales Revenue According to the growth trend of sales revenue in recent years, following conclusions about sales revenue after marketing scale expansion shall be made: Table of Sales Revenue Forecast (Unit: $HK) Item 2009 2010 2011 Wholesale (diamond/colored gem) 95,896,071 116,904,965 136,177,857 Retail 53,275,595 87,678,724 155,631,837 Processing wholesale 63,930,714 87,678,724 97,269,898 Total 213,102,381 292,262,413 389,079,591 During the forecast period of the project, according to the market investigation and preparation, it is forecasted that the annual increase rate for the sales revenue of the company is about 68%, and the annual sales revenue in 2011 achieves $HK 380 million. 78 Business Plan Cost Estimation Table of Operating Cost Forecast (Unit: $HK) Item 2009 2010 2011 Wholesale (diamond/colored gem) 64,917,723 85,318,390 108,251,997 Including: diamond 44,902,666 71,613,596 86,867,986 20,015,057 13,704,794 21,384,011 Retail 30,831,413 47,703,574 79,910,421 Processing wholesale 59,816,257 78,489,069 92,099,226 Including: 18K gold inlaid ornaments 30,088,475 45,872,583 64,960,925 PT inlaid ornaments 18,836,669 16,308,243 18,092,201 Pure gold 10,891,113 16,308,243 9,046,100 155,565,393 211,511,033 280,261,644 Colored gem Total In terms of cost, with the development and accumulation of the brand and reputation of the company, the cost-to-income ratio for retail products reduces year by year; and that of the wholesale business of diamond and color gem is in the medium part, the cost-to-income ratio fluctuates from 75% to 80%; the cost-to-income ratio of processing wholesale of the inlaid ornaments is high, which is over 90%, the company will control the scale of this business properly, and transfer the strategic center to the retail gradually. 79 Business Plan Prepare Financial Statements 1. Income Statement Forecast Income Statement (Unit: $HK) Item 2009 2010 2011 I. Operating revenue 213,102,380.69 292,262,412.78 389,079,591.31 Less: cost of main operation 155,565,392.66 211,511,032.58 280,261,644.08 Tax and additional expense 1,649,052.61 2,443,994.64 3,933,340.16 Sales expenses 8,247,927.64 10,956,270.81 13,213,830.61 Operating expenses 6,154,920.63 9,010,013.59 11,245,639.93 Financial expenses -57,952.79 -76,780.26 -77,583.78 41,543,039.94 58,417,881.42 80,502,720.31 13,453,731.80 18,931,112.82 26,081,223.53 28,089,308.14 39,486,768.60 54,421,496.78 28,089,308.14 39,486,768.60 54,421,496.78 II. Total profit Less: Income tax expenses III. Net profit Including: net profit that belongs to the owner of the parent company 2. Cash Flow Statement Forecast 80 Business Plan Financial Cash Flow Statement (Unit: $HK) Item Line No. Year 2009 Year 2010 Year 2011 I. Cash flow from operating activities: 203,271,836.38 279,145,985.28 385,438,442.89 8 32,518,877.58 8,010,384.75 13,398,023.51 9 235,790,713.96 287,156,370.03 398,836,466.40 Cash paid for commodities or labor 10 164,225,604.91 231,994,972.17 317,732,230.97 Cash paid to and for employees 12 9,784,263.94 11,268,432.48 13,895,642.26 Taxes and fees paid 13 18,363,538.27 23,422,627.96 32,984,402.94 Other cash paid related to operating activities 18 14,918,997.78 15,527,218.19 15,351,071.64 Cash outflow subtotal 20 207,292,404.90 282,213,250.80 379,963,347.81 21 28,498,309.06 4,943,119.23 18,873,118.59 29 - - - 30 126,970.70 Cash paid for investment 31 25,964,496.20 Other cash paid related to investing activities 35 Cash outflow subtotal 36 26,091,466.90 - 3,757,318.05 37 -26,091,466.90 - -3,757,318.05 Cash received from accepting investment 38 3,000,000.00 Borrowings 40 Other cash received related to financing activities 43 3,000,000.00 - - -57,952.79 -76,780.26 -77,583.78 53 -57,952.79 -76,780.26 -77,583.78 Cash flow from financing activities net amount 54 3,057,952.79 76,780.26 77,583.78 IV. Foreign Currency Translation Gains (Losses): 55 -156,544.24 -3.39 V. Net increase of cash and cash equivalents: 56 5,308,250.71 5,019,896.10 Cash from selling commodities or offering labor 1 Refund of tax and fee received 3 Other cash received related to operating activities Cash inflow subtotal Cash flow generated from operating activities net amount II. Cash flow from investing activities: Cash from investment withdrawal 22 Cash from investment income 23 Net cash from disposing fixed assets, intangible assets and other long-term assets Other cash received related to investing activities Cash inflow subtotal Cash paid to buying fixed assets, intangible assets and other long-term investment Cash flow generated from investing activities net amount 25 28 3,757,318.05 III. Cash flow from financing activities: Cash inflow subtotal 44 Cash paid for debt 45 Cash paid for dividend, profit or interest 46 Other cash paid related to financing activities 52 Cash outflow subtotal 81 15,193,384.32 Business Plan Profitability Analysis 1. Related indexes calculation Index Calculated value Profit ratio of investment Note 81.33% Accounting rate of return 26.67% Average value of three-year calculation period of the project 13.56% Average value of three-year calculation period of the project Gross profit rate Net profit rate Investment payoff period 1.05 years 2. Profit-making Structure and Profitability Analysis The revenue composition and profit composition of the company by 2013 are respectively shown as follows according to the development planning of the company in combination with the market forecast: Composition Figure of Sales Revenue 20% 30% 50% Wholesale (diamond/color gem) Retail Processing wholesale Composition Figure of Gross Profit 5% 20% 75% Wholesale (diamond/color gem) Retail Processing wholesale It is obvious that the profit of processing profit is low. At that time, our 82 Business Plan retail business will make the profit requiring the ratio of 75% with the income at the ratio of 50%, which is an important reason for this financing for merger and acquisition and further expansion of retail business. 4. Comparison of main financial indexes with a listed company Shenzhen Fuqi Jewelry Co., Ltd. is the first Chinese jewelry company that is successfully listed on NASDAQ. Its head office is located in Shenzhen. Its main business includes designing, producing, processing and wholesaling PT and gold jewelry, which is operating in the mode similar to ours. It was successfully listed on NASDAQ on October 23, 2007. We made a comparison of gross and net profit margins of this project with those of Fuqi Jewelry as of Sep.30, 2008 (annual report not issued yet) as follows: Comparison of profitability Mayinlay Fuqi International 26.67% 13.56% 11.70% 7.00% Gross profit rate Net profit rate This project has obvious advantages over Fuqi Jewelry in both gross and net profit margins as shown in the above figure. 83 Business Plan Conclusion on Financial Evaluation According to the analysis above, it is clear that the gross profit rate and net profit rate of the project after being put into normal operation are 26.67% and 13.56% respectively, which has the obvious advantages compared wiht the gross profit rate 12% and net profit rate 7% of the listed company in the same industry, Fuqi Jewelry. Meanwhile, in the three years, the total sales volume is up to $HK 894,444,384.78 and total amount of net profit is up to $HK 121,997,573.52, average annual net profit is $HK 24,399,514.70, and the investment payoff period is 1.05 years, which indicate the project has good profitability, short investment payoff time and good investment value. Above all, the indexes of this project, including gross profit rate, net profit rate, return rate on investment and investment pay-back period, are on excellent level. The related financial data and evaluation indexes indicate that the project has strong profitability, and also has certain ability against risk at the same time. Therefore, this project is proved to be reasonable and feasible in the aspect of finance. 84
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