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Shareholders' Equity
 12 Months Ended
Dec. 31, 2014
Equity [Abstract]  
Shareholders' Equity

16.    SHAREHOLDERS’ EQUITY

Ordinary Shares

The authorized share capital consisted of 870,400,000 ordinary shares at a par value of US$0.00005 per share, of which 825,000,000 shares were designated as Class A ordinary shares, 35,400,000 as Class B ordinary shares, and 10,000,000 shares designated as preferred shares. The rights of the holders of Class A and Class B ordinary shares are identical, except with respect to voting and conversion rights. Each share of Class A ordinary shares is entitled to one vote per share and is not convertible into Class B ordinary shares under any circumstances. Each share of Class B ordinary shares is entitled to ten votes per share and is convertible into one Class A ordinary share at any time by the holder thereof. Upon any transfer of Class B ordinary shares by the holder thereof to any person or entity that is not an affiliate of such holder, such Class B ordinary shares would be automatically converted into an equal number of Class A ordinary shares. There were 40,000, 225,079 and 45,000 Class B ordinary shares transferred to Class A ordinary shares in the years ended December 31, 2012, 2013 and 2014, respectively.

As of December 31, 2014, there were 27,613,315 and 7,492,921 Class A and Class B ordinary shares outstanding, respectively. As of December 31, 2013 and 2014, there were no preferred shares issued and outstanding.

 

Retained Earnings

In accordance with the Regulations on Enterprises with Foreign Investment of China and their articles of association, the Company’s PRC subsidiaries, being foreign invested enterprises established in China, are required to make appropriations to certain statutory reserves, namely a general reserve fund, an enterprise expansion fund, a staff welfare fund and a bonus fund, all of which are appropriated from net profit as reported in their PRC statutory accounts. Each of the Company’s PRC subsidiaries is required to allocate at least 10% of its after-tax profits to a general reserve fund until such fund has reached 50% of its respective registered capital. Appropriations to the enterprise expansion fund and staff welfare and bonus funds are at the discretion of the Company’s subsidiaries.

In accordance with the China Company Laws, the Company’s VIEs must make appropriations from their after-tax profits as reported in their PRC statutory accounts to non-distributable reserve funds, namely a statutory surplus fund, a statutory public welfare fund and a discretionary surplus fund. Each of the Company’s VIEs is required to allocate at least 10% of its after-tax profits to the statutory surplus fund until such fund has reached 50% of its respective registered capital. Appropriations to the statutory public welfare fund and the discretionary surplus fund are made at the discretion of the Company’s VIEs.

General reserve and statutory surplus funds are restricted to set-off against losses, expansion of production and operation and increasing registered capital of the respective company. Staff welfare and bonus fund and statutory public welfare funds are restricted to capital expenditures for the collective welfare of employees. The reserves are not allowed to be transferred to the Company in terms of cash dividends, loans or advances, nor are they allowed for distribution except under liquidation.

 

     As of December 31,  
     2013      2014      2014  
     RMB      RMB      US$  
     (In thousands)  

PRC statutory reserve funds

      321,206         375,193         60,470   

Unreserved retained earnings

      34,204,180         47,284,579         7,620,891   
  

 

 

     

 

 

     

 

 

  

Total retained earnings

   34,525,386      47,659,772      7,681,361   
  

 

 

     

 

 

     

 

 

  

Under PRC laws and regulations, there are restrictions on the Company’s PRC subsidiaries and VIEs with respect to transferring certain of their net assets to the Company either in the form of dividends, loans, or advances. Amounts of net assets restricted include paid in capital and statutory reserve funds of the Company’s PRC subsidiaries and the net assets of the VIEs in which the Company has no legal ownership, totaling RMB3.72 billion and RMB7.54 billion (US$1.22 billion) as of December 31, 2013 and 2014, respectively.

Furthermore, cash transfers from the Company’s PRC subsidiaries to their parent companies outside of China are subject to PRC government control of currency conversion. Shortages in the availability of foreign currency may restrict the ability of the PRC subsidiaries and consolidated affiliated entities to remit sufficient foreign currency to pay dividends or other payments to the Company, or otherwise satisfy their foreign currency denominated obligations.

 

Accumulated Other Comprehensive Income (Loss)

The changes in accumulated other comprehensive income (loss) by component, net of tax, were as follows:

 

     Foreign
currency
translation
adjustment		     Unrealized
gains on
available-for-
sale
investments		     Total  
     RMB     RMB     RMB  
     (In thousands)  

Balance at December 31, 2012

      (89,714 )      11,436        (78,278 ) 
  

 

 

    

 

 

    

 

 

  

Other comprehensive income before reclassification

   190,322      730,504      920,826   

Amounts reclassified from accumulated other comprehensive income

   —        (62,132 )    (62,132 ) 
  

 

 

    

 

 

    

 

 

  

Net current-period other comprehensive income

   190,322      668,372      858,694   

Other comprehensive income attribute to noncontrolling interests

   62,680      —        62,680   
  

 

 

    

 

 

    

 

 

  

Balance at December 31, 2013

   163,288      679,808      843,096   
  

 

 

    

 

 

    

 

 

  

Other comprehensive loss before reclassification

   (445,710 )    (100,285 )    (545,995 ) 

Amounts reclassified from accumulated other comprehensive income

   —        (45,025 )    (45,025 ) 
  

 

 

    

 

 

    

 

 

  

Net current-period other comprehensive loss

   (445,710 )    (145,310 )    (591,020 ) 

Other comprehensive income attribute to noncontrolling interests

   (20,153 )    —        (20,153 ) 
  

 

 

    

 

 

    

 

 

  

Balance at December 31, 2014

   (302,575 )    534,498      231,923   
  

 

 

    

 

 

    

 

 

  

Balance at December 31, 2014, in US$

   (48,766 )    86,145      37,379   
  

 

 

    

 

 

    

 

 

  

The amounts reclassified out of accumulated other comprehensive income represent realized gains on the available-for-sale investments upon their sales, which were then recorded in “Other income, net” in the consolidated statements of comprehensive income.

The following table sets forth the tax effect allocated to each component of other comprehensive income for the years ended December 31, 2013 and 2014:

 

     Tax effect  
     2013      2014      2014  
     RMB      RMB      US$  
     (In thousands)  

Unrealized gains on available-for-sale investments

         

Unrealized holding gains during the year

      (1,157 )       1,680         271   

Reclassified for gains realized

      —           —           —     
  

 

 

     

 

 

     

 

 

  

Net unrealized gains

   (1,157 )    1,680      271   

Foreign currency translation adjustment

   —        —        —     
  

 

 

     

 

 

     

 

 

  

Other comprehensive income (loss)

   (1,157 )    1,680      271