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公司公告

深物业B:2010年第一季度报告全文(英文版)2010-04-25  

						SHENZHEN PROPERTIES & RESOURCES DEVELOPMENT (GROUP) LTD.

    THE FIRST QUARTERLY REPORT 2010

    §1 Important Notes

    1.1 The Board of Directors, the Supervisory Committee as well as directors, supervisors and senior

    executives of Shenzhen Properties & Resources Development (Group) Ltd (hereinafter referred to

    as “the Company”) individually and jointly accepted responsibility for the correctness, accuracy and

    completeness of the contents of this report and confirmed that there was no false information,

    misleading statement or material omissions.

    1.2 None of the directors demonstrated uncertainty or disagreement about the truthfulness, accuracy,

    and completeness of this quarterly report.

    1.3 All directors attended the Board meeting.

    1.4 The first quarterly financial report has not been audited by Accounting Firm.

    1.5 Mr. Chen Yugang, Chairman of the Board of the Company, Mr. Wang Hangjun, Person in

    Charge of Accounting Work and Ms. Shen Xueying, Manager of Financial Management

    Department, hereby confirmed that the Financial Report enclosed in the quarterly report is true and

    complete

    §2 Company Profile

    2.1 Main accounting data and financial indices

    Unit: RMB Yuan

    At the end of the

    reporting period

    At the end of last year Increase/decrease (%)

    Total assets 2,907,826,201.25 2,834,417,954.60 2.59%

    Owner’s equity attributable

    to shareholders of listed

    company

    664,418,684.53 661,442,553.12 0.45%

    Share capital (Share) 595,979,092.00 595,979,092.00 0.00%

    Net asset per share

    attributable to shareholders

    of listed company

    1.1148 1.1098 0.45%

    Reporting period Same period of last year Increase/decrease (%)

    Sales turnover (RMB

    Yuan)

    83,097,068.04 131,156,469.72 -36.64%

    Net profit attributable to

    shareholders of listed

    company (RMB Yuan)

    2,839,794.18 18,477,765.64 -84.63%

    Net cash flow arising from -19,498,084.97 180,749,289.03 -110.79%2

    operating activities (RMB

    Yuan)

    Net cash flow per share

    arising from operating

    activities (RMB Yuan/share)

    -0.0327 0.3033 -110.78%

    Basic earnings per share

    (RMB Yuan/share)

    0.0048 0.0310 -84.52%

    Diluted earnings per share

    (RMB Yuan/share)

    0.0048 0.0310 -84.52%

    Weighted average return on

    equity (%)

    0.43% 3.19% A decrease of 2.76 percent

    Weighted average return on

    equity after deducting

    extraordinary gains and

    losses (%)

    -0.08% 2.87% A decrease of 2.95 percent

    Items of extraordinary gains and losses Amount from 1 Jan. to 31 Mar. 2010

    Gains on disposal of non-current assets 706.36

    Gains and losses from change in fair value of

    transaction financial assets

    35,100.00

    Other non-operating income and expense other than

    abovementioned

    3,348,782.57

    Influence of income tax -9,684.40

    Total 3,374,904.53

    Note: Gains and losses from change in fair value of transaction financial assets are arising from stock yield; other

    non-operating income and expense other than the abovementioned is payment without being paid.

    2.2 Statement on total number of shareholders and shares held by the top ten shareholders not

    subject to trading moratorium

    Unit: share

    Total number of

    shareholders

    By the end of the reporting period, the Company has 45112 shareholders in total,

    including 35307 ones of A-share, 9805 ones of B-share

    Shares held by the top ten shareholders not subject to trading moratorium

    Full name of shareholders

    Shares not subject to trading moratorium

    held at the period-end

    Type of share

    ZENG YING 5,766,974

    Domestically listed

    foreign shares

    WANG ZHI HAI 3,195,151 RMB common shares

    SHEN LING 1,780,000 RMB common shares

    SHENZHEN JINNIUHONG

    TRADING CO., LTD.

    1,550,000 RMB common shares

    DONG BING YU 872,667 RMB common shares

    LI BING ER 730,015 RMB common shares3

    LI HONG MAO 671,020 RMB common shares

    LI LING 670,095 RMB common shares

    SUN HUNG KAI INVESTMENT

    SERVICES LTD-CUSTOMERS A/C

    560,000 Domestically listed

    foreign shares

    LIU YUN DE 550,000 RMB common shares

    Explanation on associated relationship

    among the above shareholders or

    consistent action

    The Company is not aware of whether there exists associated

    relationship or consistent action among the top ten shareholders holding

    trade shares or not.

    §3 Significant Events

    3.1 Significant changes in major accounting data, financial highlights and reasons for these changes.

    √Applicable □Non-applicable

    1. Closing balance of advances to suppliers was RMB 234,877,737.99, an increase of 401.20%

    compared with the year-begin, which was mainly caused by prepayment for land located in Xuzhou

    Tongshan and relevant taxation paid in advance by the Company increased in the reporting period;

    2. Closing balance of short-term borrowing was RMB 50,000,000.00, a decrease of 75.00%

    compared with the year-begin, which was mainly caused by repayment of bank loans in the

    reporting period;

    3. Closing balance of advances from customers was RMB 979,788,873.63, up 31.42% compared

    with the year-begin, which was mainly because of increase of payment for sale of “Shen

    Wuye-Shengang No. 1 Project in the reporting period;

    4. Non-current liabilities due within one year was zero, a drop of 100.00% compared with the

    year-begin, which was due to repayment at maturity in the reporting period;

    5. Closing balance of long-term borrowing was RMB 474,100,000.00, up by 79.94% compared

    with the year-begin, which was caused by new additional project-financing loan in the reporting

    period;

    6. In the reporting period, the Company realized operating revenue of RMB 83,097,068.04, a

    decrease of 36.64% than that of last year, which was mainly because that the Company, during the

    reporting period, has no new additional project that can be settled, the revenue carried down is

    arising from a small quantity of residual buildings of Imperial Garden Project, resulting in revenue

    from real estate business decreased over the same period of last year;

    7. In the reporting period, business tax and surcharges was RMB 7,093,878.83, down by 54.40%

    over the same period of last year, which was mainly because of decrease of revenue from real estate

    business in the reporting period, resulting in decrease in business tax and Land VAT;

    8. In the reporting period, financial expense was RMB 559,191.48, a drop of 83.10% than that of

    last year, which was mainly because of decrease of total current fund loan and reduction of bank

    loan interest rate over the same period of last year, as well as increase of interest income.

    9. In the reporting period, gains on change in fair value was RMB 35,100.00, a decrease of 94.63%

    than that of last year, which was caused by the decrease of market value of stocks held by the

    Company in the reporting period;

    10. In the reporting period, investment income was RMB 76,353.59, down by 86.27% over the

    same period of last year, which was caused by the decrease of income received by jointly-run

    enterprises in the reporting period;

    11. In the reporting period, income form investment on affiliated enterprises and jointly-run4

    enterprises was RMB 86,447.23, a drop of 85.41% over the same period of last year, which was

    caused by the decrease of profits realized by Shenzhen ITC Tian An Properties Co., Ltd. (the

    affiliated enterprise of the Company) in the reporting period;

    12. In the reporting period, net non-operation income and expense was RMB 3,359,582.57, up by

    130.24% over the same period of last year, which was mainly due to the increase of the subsidiary

    company’s payment without being paid;

    13. In the reporting period, income tax expense was RMB 1,097,949.52, a decrease of 80.28% over

    the same period of last year, which was caused by the greater decrease of profit achieved by

    Shenzhen Huangcheng Real Estate Co., Ltd.(the subsidiary of the Company) in the reporting

    period;

    14. In the reporting period, operating profit, total profit and net profit, which were achieved by the

    Company in the reporting period, respectively stood at RMB 578,161.13, RMB 3,937,743.70 and

    RMB 2,839,794.18, a drop of 97.44%, 83.62% and 84.63% respectively, which was mainly because

    that the Company, during the reporting period, has no new additional project that can be settled, the

    revenue that can be settled is arising from a small quantity of residual buildings of Imperial Garden

    Project, resulting in revenue from real estate business decreased over the same period of last year;

    15. From the beginning of year to the end of reporting period, net cash flow arising from operating

    activities was RMB -19,498,084.97, a decrease of 110.79% over the same period of last year, which

    was caused by increase of payment for land and taxation paid by the Company in the reporting

    period;

    16. From the beginning of year to the end of reporting period, net cash flow arising from investing

    activities was RMB -12,725,413.00, a decrease of 23215.39% over the same period of last year,

    which was caused by increase of cash paid to purchase fixed assets because the subsidiaries

    replaced taxi vehicles.

    17. rom the beginning of year to the end of reporting period, net cash flow arising from financing

    activities was RMB -149,669,109.80, a decrease of 230.67% over the same period of last year,

    which was because borrowing decreased and borrowings returned increased in the reporting period.

    3.2 Process of significant events and influence, as well as analysis and explanation on resolving

    proposal

    □Applicable √Inapplicable

    3.3 Special commitments made by the company, shareholders and actual controllers

    √Applicable □Inapplicable

    Shenzhen Construction Investment Holdings Co. (hereinafter referred to as “Construction

    Holdings”) and Shenzhen Investment Management Co. (hereinafter referred to as “Investment

    Management Company”) were nominal shareholders of the Company (Shares of the Company are

    registered under the name of these two companies.). Later, these two companies and Shenzhen

    Trade & Commerce Investment Holdings Co. combined on a legal basis and became one company

    known as Shenzhen Investment Holdings Co., Ltd. (hereinafter referred to as “Investment

    Holdings”). However, due to various reasons, the Company’s shares held by Construction Holdings

    and Investment Management Company has not been transferred to Investment Holdings, which is

    the actual controller of the Company.

    1. Investment Holdings stated that it would establish and perfect the internal control over

    undisclosed information of the listed company known by it, urge relevant insiders not to trade the

    shares of the Company by making use of the undisclosed information, not suggest other buying and

    selling shares of the Company, nor leak any undisclosed information of the Company. Meanwhile,5

    it would provide an insider name list to the Company in a timely, factual, accurate and complete

    way so that the Company could submit the name list to the Shenzhen Bureau of CSRC and the

    Stock Exchange for records.

    Execution situation: In the report period, it was found that no actual controller of the Company or

    insiders bought and sold stocks of the Company by taking advantage of undisclosed information of

    the Company. And the Company submitted monthly the particulars about the parties to which the

    undisclosed information had been submitted to CSRC Shenzhen Bureau for reference.

    2. Commitments made by non-tradable share holders in the share merger reform

    (1) The Company’s non-tradable share holders Construction Holdings and Investment Management

    Company made a common commitment to abide by laws, regulations and rules and perform

    prescribed commitment duties. And they also made special commitments as follows:

    Non-tradable shares held by Construction Holdings and Investment Management Company would

    not be traded or transferred within 36 months since they acquired right of trade. After expiration of

    the aforesaid commitment, originally non-tradable shares sold through the listing and trading

    system on the Shenzhen Stock Exchange should not exceed 5 percents of total shares of the

    Company within 12 months, as well as not exceed 10 percents within 24 months. In case these

    companies acted against the above commitment and sold shares of the Company, the income from

    sales of the shares would belong to the Company.

    Execution situation: As at the date of issuing the announcement, Construction Holdings and

    Investment Management Company failed to sell the shares of the Company.

    (2) Investment Holdings made a commitment to abide by laws, regulations and rules and perform

    prescribed commitment duties. And it also made special commitments as follows:

    ① Non-tradable shares held by Investment Holdings would not be traded or transferred within 36

    months since they acquired right of trade. After expiration of the aforesaid commitment, originally

    non-tradable shares sold through the listing and trading system on the Shenzhen Stock Exchange

    should not exceed 5 percents of total shares of the Company within 12 months, as well as not

    exceed 10 percents within 24 months. In case these companies acted against the above commitment

    and sold shares of the Company, the income from sales of the shares would belong to the Company.

    Execution situation: As at the date of issuing the announcement, Investment Holdings failed to sell

    the shares of the Company that are actually controlled by it.

    ② Within one year since the non-tradable shares held by Construction Holdings and Investment

    Management Company controlled by Investment Holdings acquired the right of trading, Shenzhen

    Investment Holdings Co., Ltd will start up capital injection to the Company, that is, Shenzhen

    Investment Holdings Co., Ltd will inject legitimate capital no less than RMB 500 million including

    land resource in lump sum or in batches by replace or other legitimate way, will increase land

    reserves of the Company and enhance profitability in the future. In case the aforesaid capital failed

    to start completely within one year, Shenzhen Investment Holdings Co., Ltd will compensate 20%

    of reorganization capital failing to start to the Company within 30 days when expiration of 1 year,

    and continued to implement the capital injection which had been started. As for the capital injection

    failing to start, Shenzhen Investment Holdings Co., Ltd will not implement. Note: Startup of capital

    injection means capital injection program has been reviewed and approved by the Shareholders’

    General Meeting of the Company. Shenzhen Investment Holdings Co., Ltd was willing to entrust

    China Securities Depository and Clearing Corporation Limited Shenzhen Branch to freeze 30

    million shares of the Company, which was under name of Shenzhen Construction Investment6

    Holdings and actually controlled by Shenzhen Investment Holdings Co., Ltd, as guarantee for the

    above commitment.

    Execution situation: In Nov. 2009, Investment Holdings had applied to the China Securities

    Depository and Clearing Corporation Limited Shenzhen Branch for freezing 30 million shares of

    the Shen Wuye that are actually controlled by its and are registered under the name of Construction

    Holdings;As at the date of issuing the announcement, replacement of assets failed to exceed one-year

    commitment period.

    ③ Since non-tradable shares held by Shenzhen Investment Holdings Co., Ltd, Shenzhen

    Construction Investment Holdings and Shenzhen Investment Co., Ltd acquired right to trade within

    24 months, Shenzhen Investment Holdings Co., Ltd commit that they will support balance no less

    than RMB 500 million with method of entrust loan in line with relevant provisions of laws and

    administrative statutes to release nervous capital of the Company. The aforesaid balance means

    accumulative incurred amount within 24 months since the date when non-tradable shares held by

    Shenzhen Investment Holdings Co., Ltd, Shenzhen Construction Investment Holdings and

    Shenzhen Investment Co., Ltd acquired right to trade, and each entrust loan for support will not be

    less than 12 months; the above cash support of RMB 500 million excluded entrust loan offered

    before the date when non-tradable shares held by Shenzhen Investment Holdings Co., Ltd,

    Shenzhen Construction Investment Holdings and Shenzhen Investment Co., Ltd acquired right to

    trade.

    Execution situation: As at the date of issuing the announcement, Investment Holdings

    provided the Company with entrustment loans of RMB 50 million through bank, which

    occurred before the date that non-tradable shares obtained the right to list and

    trade. On 18 Mar. 2010, the Company held the Shareholders’ General Meeting 2009, at which the

    proposal on application to the controlling shareholder for entrustment loans was reviewed and

    approved. The shareholders’ general meeting authorized the Board of Directors, in accordance with

    actual demand of the Company’s operation, and on the basis of negotiation among the Company,

    Investment Holdings and relevant banks, to handle such matters as conclusion of agreement on

    entrustment loan no less than RMB 500 million, extension of refinance, retiring old debt with new

    credit facilities and repayment. The Company had disclosed the said matter on 19 Mar. 2010 in

    Securities Times, Ta Kung Pao and http://www.cninfo.com.cn.

    The Board of Directors of the Company will apply to Investment Holdings for entrustment loan at

    the proper time.

    ④ In case that net profit of the Company in any year of 2010, 2011 and 2012 was less than 2009,

    Shenzhen Investment Holdings Co., Ltd will make up balance of net profit between the year and

    2009 with cash.

    Execution situation: The implementation of the said commitment depends on the net profit as of

    year 2010.

    3.4 Warnings of possible loss or large-margin change of the accumulated net profit made during the

    period from the beginning of the year to the end of the next report period compared with the same

    period of the last year according to prediction, as well as explanations on the reasons

    □Applicable √Inapplicable7

    3.5 Other significant events need to be explained

    3.5.1 Securities investment

    √Applicable □Inapplicable

    No.

    Stock

    variety

    Stock

    code

    Short form of

    Stock

    Initial

    investment

    amount

    (RMB Yuan)

    Shares

    held

    Book value at

    period-end

    Proportion

    in total

    securities

    investment

    at

    period-end

    (%)

    Profits and

    losses in

    reporting period

    1

    Shenzhen

    A Share

    000030 ST Sunrise 268,735.50 30,000 267,300.00 100.00 35,100.00

    Other securities investment at the end of

    period

    Investment gains/(losses) arising from

    sale of securities — — —

    —

    Total 268,735.50 - 267,300.00 100.00 35,100.00

    3.5.2 Equity of other listed companies held by the Company

    √Applicable □Inapplicable

    Stock

    code

    Short

    form of

    Stock

    Initial

    investment

    amount

    Ratio to

    equity of

    invested

    company

    (%)

    Book value at

    year-end

    Profits and

    losses in the

    reporting

    period

    Change of

    owners’

    equity in the

    reporting

    period

    Accounting

    subject

    Source of

    stock

    000509

    S*ST

    T.H. 2,962,500.00 0.33% 802,199.55 0.00 0.00

    Long-term

    equity

    investment

    Purchasing

    legal person

    shares

    directionally

    Total 2,962,500.00 - 802,199.55 0.00 0.00

    3.5.3 Equity of Pre-IPO and unlisted financial enterprises held by the Company

    □Applicable √Inapplicable

    3.5.4 Offering capital to controlling shareholders or related parties and external guarantee in

    violation of the procedure specified

    □Applicable √Inapplicable

    3.5.5 Shareholders holding shares exceeding 30% proposed or implemented plan on increasing

    shares in the report period

    □Applicable √Inapplicable

    3.5.6 Significant contracts8

    √Applicable □Inapplicable

    On 10 Feb. 2010, the Company obtained the use right of state-owned construction land of 2010-001

    plot located at Xuzhou Tongshan County. The Company had disclosed the said matter on 11 Feb.

    2010 in Securities Times, Ta Kung Pao and http://www.cninfo.com.cn.

    Whereafter, the Company entered into the Grant Contract of State-owned Land Use Right with

    Bureau of Land and Resources of Tongshan County, with contract value reaching RMB 192.3

    million and an area of 96869 square meters, residence as usages of land, as well as 70 years of land

    use age.

    3.5.7 Reception of research, interviews and visits in the reporting period

    Reception

    time

    Reception place Reception way

    Reception

    object

    Major discussion content and the

    information provided by the Company

    5 Jan. 2010

    The Office of BOD Communication

    by Telephone

    Individual

    investor

    Asked about the basic information of the

    Company and sales of Shengang No.1 Project

    27 Jan. 2010

    The Office of BOD Communication

    by Telephone

    Individual

    investor

    Asked about the basic information of the

    Company and when to start the assets

    restructuring committed in the Share Merger

    Reform

    2 Feb. 2010

    The Office of BOD Communication

    by Telephone

    Individual

    investor

    Asked about the basic information of the

    Company and time of disclosing annual report

    10 Mar. 2010

    The Office of BOD Communication

    by Telephone

    Individual

    investor

    Asked about the basic information of the

    Company and progress of the assets

    restructuring committed in the Share Merger

    Reform

    25 Mar. 2010

    The Office of BOD Communication

    by Telephone

    Individual

    investor

    Asked about the basic information of the

    Company and whether the project “Xinhua

    Town” can be carried down in 2010 or not

    7 Apr. 2010

    The Office of BOD Communication

    by Telephone

    Individual

    investor

    Asked about the basic information of the

    Company and relevant story in the clarifying

    public notice

    12 Apr. 2010

    The Office of BOD Communication

    by Telephone

    Individual

    investor

    Asked about the basic information of the

    Company and the progress of the “Haiyi”

    Lawsuit

    19 Apr. 2010

    The Office of BOD Communication

    by Telephone

    Individual

    investor

    Asked about reason for share price falling

    and progress of the assets restructuring

    committed in the Share Merger Reform

    3.5.8 Explanation on other significant events

    √Applicable □Inapplicable

    1. Significant lawsuit and arbitration

    ① During the reporting period, there was no new significant lawsuit or arbitration.

    ② During the reporting period, no new progress happened to significant lawsuits and arbitrations9

    disclosed in the previous years. For details, please refer to “Section X. Significant Events” in the

    Annual Report 2009 published on http://www.cninfo.com.cn on 9 Feb. 2010.

    2. On 10 Feb. 2010, the Company obtained the use right of state-owned construction land of

    2010-001 plot located at Xuzhou Tongshan County. The Company had disclosed the said matter on

    11 Feb. 2010 in Securities Times, Ta Kung Pao and http://www.cninfo.com.cn.

    3. To develop the Company’s land located in Xuzhou, and build up and promote the brand of “Shen

    Wuye Real Estate”, the Company established Shen Wuye Group Xuzhou Dapeng Real Estate

    Development Co., Ltd., which is engaged in development and operation of the Company’s real

    estate project located in Xuzhou region. The Company had disclosed the said matter on 12 Apr.

    2010 in Securities Times, Ta Kung Pao and http://www.cninfo.com.cn.

    3.6 Implementation of cash dividends policy during the reporting period

    □Applicable √Inapplicable

    §4 Attachment

    4.1 Balance sheet

    Prepared by Shenzhen Properties & Resources Development (Group) Ltd

    31 Mar. 2010 Unit: RMB Yuan

    Closing balance Opening balance

    Item

    Consolidation Parent company Consolidation Parent company

    Current assets:

    Monetary funds 648,156,016.15 2,555,502.71 830,055,588.25 2,539,358.76

    Settlement fund reserve 267,300.00 267,300.00 232,200.00 232,200.00

    Notes receivable

    Account receivable 68,650,121.06 59,636,241.98 66,938,998.94 61,464,246.43

    Advances to suppliers 234,877,737.99 145,311,440.00 46,862,874.11 500,000.00

    Dividend receivable 325,739,041.74 325,739,041.74

    Other account receivable 51,864,826.17 160,609,712.11 54,030,054.90 89,557,866.50

    Financial assets purchased

    under agreements to resell

    Inventories 1,328,305,714.33 66,446,135.31 1,255,676,772.24 66,446,135.31

    Non-current assets due

    within 1 year

    Other current assets

    Total current assets 2,332,121,715.70 760,565,373.85 2,253,796,488.44 546,478,848.74

    Non-current assets:

    Loans and advance

    Available for sale financial

    assets

    Held to maturity investments

    Long-term account

    receivable10

    Long-term equity

    investment

    79,783,857.21 228,963,857.21 79,697,503.62 178,877,503.62

    Investment real estate 253,616,399.49 171,470,783.47 257,105,965.94 173,874,690.52

    Fixed asset 76,704,137.56 41,915,315.32 76,985,792.12 39,860,661.03

    Project in construction

    Engineering material

    Fixed asset disposal

    Bearer biological asset

    Oil and gas assets

    Intangible assets 111,266,511.17 112,893,677.12

    Development expense

    Goodwill

    Long-term expense to be

    apportioned

    2,280,495.02 2,280,495.02 2,243,026.34 2,243,026.34

    Deferred income tax assets 52,053,085.10 51,695,501.02

    Other non-current assets

    Total of non-current assets 575,704,485.55 444,630,451.02 580,621,466.16 394,855,881.51

    Total assets 2,907,826,201.25 1,205,195,824.87 2,834,417,954.60 941,334,730.25

    Current liabilities:

    Short-term borrowings 50,000,000.00 50,000,000.00 200,000,000.00 50,000,000.00

    Transactional financial

    liabilities

    Notes payable

    Accounts payable 92,529,260.89 34,157,082.81 112,470,139.39 37,032,127.61

    Advances from customers 979,788,873.63 2,382,406.00 745,527,226.22 1,026,694.63

    Financial assets sold under

    agreements to repurchase

    Handling charges and

    commissions payable

    Payroll payable 45,534,601.69 9,059,230.30 51,982,204.97 9,345,999.43

    Taxes and fares payable 201,018,169.24 1,472,251.40 205,331,877.94 2,912,148.33

    Dividend payable

    Interest payable

    Other accounts payable 212,897,209.65 396,686,626.52 208,240,882.65 125,331,899.26

    Non-current liabilities due

    within 1 year

    200,000,000.00

    Other current liabilities

    Total current liabilities 1,581,768,115.10 493,757,597.03 1,723,552,331.17 225,648,869.26

    Non-current liabilities:

    Long-term borrowings 474,100,000.00 263,480,000.00

    Debentures payable

    Long-term payables

    Specific-purpose account11

    payables

    Accrued liabilities 69,284,708.83 69,284,708.83 69,284,708.83 69,284,708.83

    Deferred income tax

    liabilities

    Other non-current

    liabilities

    117,392,605.73 12,315,309.38 115,796,274.42 12,315,309.38

    Total non-current liabilities 660,777,314.56 81,600,018.21 448,560,983.25 81,600,018.21

    Total liabilities 2,242,545,429.66 575,357,615.24 2,172,113,314.42 307,248,887.47

    Owner’s equity (or

    Shareholders’ equity)

    Paid-in capital (or share

    capital)

    595,979,092.00 595,979,092.00 595,979,092.00 595,979,092.00

    Share capital 25,332,931.52 226,883.79 25,332,931.52 226,883.79

    Less: Treasury Stock

    Surplus reserve 69,712,050.51 69,712,050.51 69,712,050.51 69,712,050.51

    General risk provision

    Retained earnings -23,197,076.21 -36,079,816.67 -26,036,870.39 -31,832,183.52

    Foreign exchange

    difference

    -3,408,313.29 -3,544,650.52

    Total owners' equity

    attributable to holding

    company

    664,418,684.53 629,838,209.63 661,442,553.12 634,085,842.78

    Minority interests 862,087.06 862,087.06

    Total owners’ equity 665,280,771.59 629,838,209.63 662,304,640.18 634,085,842.78

    Total liabilities and owners’

    equity

    2,907,826,201.25 1,205,195,824.87 2,834,417,954.60 941,334,730.25

    4.2 Income statement

    Prepared by Shenzhen Properties & Resources Development (Group) Ltd

    Jan. - Mar. 2010 Unit: RMB Yuan

    Jan. – Mar. 2010 Jan. – Mar. 2009

    Items

    Consolidation Parent company Consolidation Parent company

    I. Total operating revenue 83,097,068.04 7,350,856.95 131,156,469.72 7,172,247.55

    Including: Sales 83,097,068.04 7,350,856.95 131,156,469.72 7,172,247.55

    II. Total operating cost 82,630,360.50 11,720,743.69 109,780,169.80 11,184,915.96

    Including: Cost of sales 56,831,611.01 3,118,742.91 73,047,028.27 2,429,553.61

    Taxes and associate

    charges

    7,093,878.83 383,666.00 15,558,017.55 373,882.24

    Selling and distribution

    expenses

    2,205,666.09 2,708,438.21

    Administrative

    expenses

    15,940,013.09 7,175,602.37 15,158,480.62 6,528,798.52

    Financial expenses 559,191.48 1,398,155.07 3,308,205.15 1,852,681.5912

    Asset impairment loss -355,422.66

    Add: Gain/(loss) from

    change in fair value (“-”

    means loss)

    35,100.00 35,100.00 653,082.76 46,200.00

    Gain/(loss) from

    investment (“-” means loss)

    76,353.59 76,353.59 556,287.03 556,287.03

    Including: income form

    investment on affiliated

    enterprises and jointly-run

    enterprises

    86,447.23 86,447.23 592,446.93 592,446.93

    Foreign exchange difference

    (“-” means loss)

    III. Business profit (“-”

    means loss)

    578,161.13 -4,258,433.15 22,585,669.71 -3,410,181.38

    Add: non-operation

    income

    3,743,756.60 10,800.00 1,616,117.36 98,803.50

    Less: non-business

    expense

    384,174.03 156,953.18 96,953.18

    Including: loss from

    non-current asset disposal

    IV. Total profit (“-” means

    loss)

    3,937,743.70 -4,247,633.15 24,044,833.89 -3,408,331.06

    Less: Income tax

    expense

    1,097,949.52 5,567,068.25

    V. Net profit (“-” means

    loss)

    2,839,794.18 -4,247,633.15 18,477,765.64 -3,408,331.06

    Attributable to parent

    company

    2,839,794.18 -4,247,633.15 18,477,765.64 -3,408,331.06

    Minority interests

    VI. Earnings per share

    (I) basic earnings per

    share

    0.0048 -0.0071 0.0310 -0.0057

    (II) diluted earnings per

    share

    0.0048 -0.0071 0.0310 -0.0057

    Ⅶ. Other comprehensive

    income

    136,337.23 -9,151.63

    Ⅷ. Total comprehensive

    income

    2,976,131.41 -4,247,633.15 18,468,614.01 -3,408,331.06

    Attributable to owners of

    parent company

    2,976,131.41 -4,247,633.15 18,468,614.01 -3,408,331.06

    Attributable to minority

    shareholders

    4.3 Cash flow statement13

    Prepared by Shenzhen Properties & Resources Development (Group) Ltd

    Jan. - Mar. 2010 Unit: RMB Yuan

    Jan. – Mar. 2010 Jan. – Mar. 2009

    Items

    Consolidation Parent company Consolidation Parent company

    I. Cash flows from operating

    activities:

    Cash received from sale of

    commodities and rendering

    of service

    350,943,343.07 172,820.06 352,145,753.86 5,981,331.53

    Net increase of disposal of

    tradable financial assets

    Tax refunds received

    Other cash received

    relating to operating

    activities

    21,973,574.72 1,749,959.33 18,414,789.79 100,117,626.32

    Sub-total of cash inflows 372,916,917.79 1,922,779.39 370,560,543.65 106,098,957.85

    Cash paid for goods and

    services

    268,908,977.84 13,287.62 100,351,192.06 180,064.05

    Cash paid to and for

    employees

    40,955,550.93 97,286.50 40,352,104.85 5,598,613.16

    Various taxes paid 48,163,198.40 22,957.45 21,836,602.74 2,083,151.46

    Other cash paid relating to

    operating activities

    34,387,275.59 1,729,168.87 27,271,354.97 44,584,294.31

    Sub-total of cash outflows 392,415,002.76 1,862,700.44 189,811,254.62 52,446,122.98

    Net cash flows from

    operating activities

    -19,498,084.97 60,078.95 180,749,289.03 53,652,834.87

    II. Cash flows from investing

    activities

    Cash received from disposals

    of investments

    1,550,000.00

    Cash received from returns

    on investments

    Net cash received from

    disposals of fixed assets and

    intangible assets

    172,530.00 841,859.26 841,859.26

    Net cash received from

    disposal of subsidiaries and

    other business units

    Other cash received relating

    to investing activities

    Sub-total of cash inflows 1,722,530.00 841,859.26 841,859.26

    Cash paid to purchase fixed

    assets, intangible assets and

    other long-term assets

    14,447,943.00 43,935.00 896,438.72 663,039.4614

    Cash paid for investments

    Net increase in pledged loans

    Net cash paid from

    obtaining subsidiaries and

    other business units

    Cash paid relating to other

    investing activities

    Sub-total of cash outflows 14,447,943.00 43,935.00 896,438.72 663,039.46

    Net cash flows from

    investing activities

    -12,725,413.00 -43,935.00 -54,579.46 178,819.80

    III. Cash flows from

    financing activities

    Cash received from

    absorbing investment

    Including: Cash received by

    subsidiaries from increase in

    minority interests

    Cash received from

    borrowings

    212,000,000.00 319,000,000.00 119,000,000.00

    Cash received from issuing

    debentures

    Other cash received relating

    to financing activities

    Sub-total of cash inflows 212,000,000.00 319,000,000.00 119,000,000.00

    Cash repayments of

    borrowings

    351,380,000.00 188,875,588.58 169,000,000.00

    Cash payments for interest

    expenses and distribution of

    dividends or profits

    9,629,609.80 13,067,831.57 5,368,502.50

    Including: Cash

    payments for dividends or

    profits to minority

    shareholders of subsidiaries

    Cash payments relating to

    other financing activities

    659,500.00 2,516,997.21

    Sub-total of cash outflows 361,669,109.80 204,460,417.36 174,368,502.50

    Net cash flows from

    financing activities

    -149,669,109.80 114,539,582.64 -55,368,502.50

    IV. Effect of foreign

    exchange rate changes on

    cash and cash equivalents

    -6,964.33 142.59

    V. Net (decrease)/increase

    in cash and cash equivalents

    -181,899,572.10 16,143.95 295,234,434.80 -1,536,847.83

    Add: Cash and cash 830,055,588.25 2,539,358.76 271,708,727.86 7,802,612.8815

    equivalents at beginning of

    year

    VI. Cash and cash

    equivalent at end of year

    648,156,016.15 2,555,502.71 566,943,162.66 6,265,765.05

    4.4 Auditor’s report

    Auditor’s opinion: un-audited

    Board of Directors of

    Shenzhen Properties & Resources Development (Group) Ltd

    26 Apr. 2010