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深赤湾B:2011年半年度报告(英文版)2011-08-19  

						                   2011 SEMI-ANNUAL REPORT

 SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


                                 Important Note
The Board of Directors, the Supervisory Committee as well as the directors,
supervisors and senior management staff of Shenzhen Chiwan Wharf Holdings
Limited (hereinafter referred to as “the Company”) hereby confirm that there
exists no omission, misstatement, or misleading information in this report, and
accept, individually and collectively, the responsibility for the factuality,
accuracy and completeness of the contents of this report.
This Semi-Annual Report has been reviewed and approved at the Second
Session of the Seventh Board of Directors of the Company. Director Wang Fen
did not attend the meeting due to business reason and appointed Chairman of the
Board Mr. Zheng Shaoping, as her proxy to attend and speak at the meeting on
his behalf. Director Wang Fen has given her consents to the full contents of this
semi-annual report.

Chairman of the Board Mr. Zheng Shaoping, as well as Chief Financial Officer
          The Semi-Annual Jianguo and both English and Ms.
of the Company Mr. ZhangReport is written inFinancial ManagerChinese.Ma Zhihong
hereby confirm that the financial report contained herein is true and complete.
   In case of any discrepancy between the two versions, Chinese version prevails.
The financial report contained herein has not been audited.




          The Semi-Annual Report is written in both English and Chinese.
   In case of any discrepancy between the two versions, Chinese version prevails.
                                         Table of Contents



PART Ⅰ COMPANY PROFILE .............................................................................................1

PART II CHANGES IN SHARE CAPITAL AND SHAREHOLDERS...............................3

PART Ⅲ DIRECTORS, SUPERVISORS & SENIOR MANAGEMENT STAFF..............4

PART Ⅳ REPORT OF THE BOARD OF DIRECTORS......................................................5

PART Ⅴ SIGNIFICANT EVENTS .........................................................................................9

PART Ⅵ FINANCIAL REPORT (SEE ATTACHED, UN-AUDITED) ............................15

PART Ⅶ DOCUMENTS AVAILABLE FOR REFERENCE .............................................15
                                                               Semi-Annual Report 2011-Chiwan Wharf


PART Ⅰ COMPANY PROFILE
I. Corporate Information

A. Company's Name in Chinese           深圳赤湾港航股份有限公司(深赤湾)
   Company's Name in English           Shenzhen Chiwan Wharf Holdings Limited (Chiwan Wharf)

B. Legal Representative                Mr. Zheng Shaoping, Chairman

C. Company Secretary                   Ms. Pei Jiangyuan
   Securities Affairs Representative    Ms. Hu Jingjing
   Address                             13/F., Chiwan Petroleum Building, Shenzhen, PRC
   Tel                                 +86 755 26694222
   Fax                                 +86 755 26684117
   E-mail                              cwh@cndi.com

D. Place of Registration               Chiwan, Shenzhen, PRC
   Office address                      13/F., Chiwan Petroleum Building, Chiwan, Shenzhen, PRC
   Postal Code                          518067
   E-mail address                      cwh@cndi.com
   Internet Website                    http://www.szcwh.com

E.   Newspaper for Information         "Securities Times" and "Ta Kung Pao”
     Disclosure
     Website for Annual Report          http://www.cninfo.com.cn
     Annual Report Preparation          Secretariat of the Board of Directors

F.   Stock Exchange                     Shenzhen Stock Exchange
     Stock Short Name                   Chiwan Wharf A/Chiwan Wharf B
     Stock Code                         000022/200022

G. Other information
   Date of Original Registration        19 July 1990
   Place of Registration                Chiwan, Shenzhen
   Business Registration Number          440301501124494
   Tax Registration Number              Shen-Guo-Shui-Deng-Zi No. 440300618832968
                                        Shen-Di-Shui-Deng-Zi No. 440301618832968
     Organization Code                  61883296-8
     Accounting Firm                    PricewaterhouseCoopers Zhong Tian Certified Public
                                        Accountants
                                        Room 3706, Di Wang Commercial Centre
                                        5002 Shennan Road East
                                        Shenzhen, 518068, PRC



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                                                                                                       Semi-Annual Report 2011-Chiwan Wharf



    II. Major Financial Highlights                                                                                                     U n i t :   R M B

                                                                                 As at 30 Jun. 2011           As at 31 Dec. 2010       +/- (%)
Total assets                                                                               6,773,160,926              6,202,184,742            9.21%
Total equity attributable to equity holders of the Company                                 3,222,886,079              3,239,549,058          -0.51%
Share capital                                                                               644,763,730                644,763,730             0.00%
Net assets per share attributable to equity holders of the Company                                    4.999                  5.024           -0.50%
                                                                                     Jan.-Jun. 2011             Jan.-Jun. 2010         +/- (%)
Revenue                                                                                     844,983,574                833,761,885             1.35%
Operating profit                                                                            403,107,347                491,087,919         -17.92%
Total profit                                                                                403,297,147                493,451,736         -18.27%
Net profit attributable to equity holders of the Company                                    258,357,428                308,963,482         -16.38%
Net profit attributable to equity holders of the Company after
                                                                                            258,193,085                307,126,626         -15.93%
extraordinary gains and losses
Earnings per share-Basic                                                                              0.401                  0.479         -16.28%
Earnings per share -Diluted                                                                           0.401                  0.479         -16.28%
Return on equity                                                                                  8.02%                     10.47%           -2.45%
Net cash flows from operating activities                                                    301,380,845                377,587,237         -20.18%
Net cash flows per share from operating activities                                                    0.467                  0.586         -20.31%

           E x t r a o r d i n a r y   g a i n s   a n d   l o s s e s
    ●


                Items                                                                                     Amount
    Net gains/(losses) on disposal of non-current assets                                                      3,010
    Non-operating income (expense) - net                                                                  186,790
    Tax effects on extraordinary gains and losses                                                         (35,120)
    Minority interests on extraordinary gains and losses                                                      9,663
    Total                                                                                                 164,343


    III. Returns on equity and earnings per share calculated in accordance with the requirements
        of the Rules for the Compilation of Information Disclosure by the Companies Publicly
        Issuing Securities (No. 9) promulgated by CSRC

                                                                          Return on equity                            Earnings per share
      Profit for the reporting period
                                                            Fully diluted            Weighted average              Basic              Diluted
    Net profit attributable to equity
                                                                         8.02%                   7.78%                  0.401              0.401
    holders of the Company
    Net profit attributable to equity
    holders of the Company after                                         8.01%                   7.78%                  0.400              0.400
    extraordinary gains and losses

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                                                                                              Semi-Annual Report 2011-Chiwan Wharf


        PART II CHANGES IN SHARE CAPITAL AND SHAREHOLDERS
        Ⅰ. Changes in Share Capital                                                                                              U n i t :     s h a r e

                                              Before the change                        Increase(+)/decrease(-)                           After the change
                                                                        Issue of
                                                                                    Bonus Reserves
                                            Number        Percentage   additional                        Other       Sub-total         Number           Percentage
                                                                                    issue to stocks
                                                                         shares

1. Shares subject to trading moratorium         673,252       0.10%                                    +131,666      +131,666            804,918             0.12%
a. State-owned shares
b. State-owned legal person shares
c. Other domestic shares                              0       0.00%                                     +13,988       +13,988                 13,988         0.00%
Including:
Shares held by domestic non-state-owned
legal persons
Shares held by domestic individuals                   0       0.00%                                     +13,988       +13,988                 13,988         0.00%
d. Shares held by overseas shareholders
Including:
Shares held by overseas legal persons
Shares held by overseas individuals
e. Shares held by senior management staff       673,252       0.10%                                    +117,678      +117,678             790,930            0.12%
2. Shares not subject to trading moratorium 644,090,478      99.90%                                    -131,666      -131,666         643,958,812           99.88%
a. Ordinary shares denominated in RMB       464,789,805      72.09%                                           0             0         464,789,805           72.09%
b. Domestically listed foreign shares       179,300,673      27.81%                                    -131,666      -131,666         179,169,007           27.79%
c. Overseas listed foreign shares
d. Others


3. Total shares                           644,763,730      100.00%                                                                    644,763,730           100.00%



        ※Shares held by domestic individuals were changed with ex-director Mr. Han Guimao’s leaving the position in
          Jun. 2011. According to the regulations of “Rules on Stock Listing” issued by Shenzhen Stock Exchange,
          shares held by Mr. Han Guimao cannot be traded within the half year after his demission. Meanwhile, restricted
          shares held by senior management staff were changed due to such shares held by incoming new senior
          management personnel.

        Ⅱ. Number of shareholders and particulars about shares held by them (as at 30 Jun.inUt : 2011)ahs r e

                                                         38,676, among which 29,552 being shareholders of A shares and
  Total number of shareholders
                                                         9,124 being shareholders of B shares
  Shareholdings of top ten shareholders (all being shareholders holding shares not subject to trading moratorium)
                                                          Percentage                      Shares        Shares     Type of
                                           Nature of          of        Total shares    subject to     pledged shares (A, B,
        Name of shareholders
                                         shareholders shareholding          held          trading         or      H or other
                                                             (%)                       moratorium frozen           shares)
  CHINA NANSHAN
                                                                       57.51         370,802,900                 0                0              A shares
  DEVELOPMENT (GROUP) INC.
  KEEN FIELD ENTERPRISES                      Holder of B
                                                                       7.98            51,475,773                0               N/A             B shares
  LIMITED                                       shares
  CMBLSA RE FTIF TEMPLETON                    Holder of B
                                                                       6.99            45,069,081                0               N/A             B shares
  ASIAN GRW FD GTI 5496                         shares

  GOVERNMENT OF SINGAPORE                     Holder of B
                                                                       0.92             5,907,699                0               N/A             B shares
  INV. CORP.- A/C "C"                           shares



                                                                          3
                                                                                    Semi-Annual Report 2011-Chiwan Wharf

                                         Holder of B
EMPLOYEES PROVIDENT FUND                                       0.55             3,545,534       0           N/A         B shares
                                           shares
OMERS ADMINISTRATION                     Holder of B
                                                               0.46             2,956,444       0           N/A         B shares
CORPORATION (SC03)                         shares
TEMPLETON CANADA                         Holder of B
                                                               0.41             2,671,924       0           N/A         B shares
EMERGING MKTS FUND                         shares
FTIF-TEMPLETON EMERGING
                                         Holder of B
MKT SMALLER COMPANIES                                          0.39             2,522,279       0           N/A         B shares
                                           shares
FUND
MIRAE ASSET ASIA PACIFIC
                                         Holder of B
INFRA SECTOR EQTY INVSTMT                                      0.34             2,171,544       0           N/A         B shares
                                           shares
TRS 1
TEMPLETON EMERGING MKTS                  Holder of B
                                                               0.33             2,126,967       0           N/A         B shares
FUND INC                                   shares
                                         China Nanshan Development (Group) Inc. (hereinafter referred to as “CND”) does
Explanation on associated
                                         not have any relations with the shareholders holding shares not subject to trading
relationship among the top ten
                                         moratorium. The Company does not know if there are any inter-relations among
shareholders:
                                         other shareholders holding shares not subject to trading moratorium.

    III. Within the reporting period, the controlling shareholder of the Company remained
         unchanged, so did the shares held by CND.


    PART Ⅲ DIRECTORS, SUPERVISORS & SENIOR MANAGEMENT STAFF
    Ⅰ. Changes in shares held by the Company’s directors, supervisors and senior management
        staff
                                   Number of    Number of        Number of       Number of      Shares     Number of
                                     shares        shares          shares          shares      subject to stock options
                                                                                                                        Reason for
      Name             Title        held at    increased in     decreased in       held at      trading      held at
                                                                                                                         changes
                                   year-begin    reporting       reporting       period-end   moratorium period-end
                                     (share)  period (share)   period (share)      (share)      (share)      (share)
                  Chairman of
 Zheng Shaoping                     212,652          0                0           212,652     159,489          0        Unchanged
                  the Board
 Wang Fen         Director          82,632           0                0            82,632      61,974          0        Unchanged

 Fan Zhaoping     Director          53,877           0                0            53,877      40,407          0        Unchanged

 Yuan Yuhui       Director          14,040           0                0            14,040      10,530          0        Unchanged
                  Director &
                  Executive
 Zhang Ning                      146,991             0                0           146,991     110,243          0        Unchanged
                  Deputy General
                  Manager
 Zhao Chaoxiong   Supervisor        64,954           0                0            64,954      48,716          0        Unchanged

 Ni Keqin         Supervisor        38,772           0                0            38,772      29,079          0        Unchanged
                  Deputy General
 Qu Jiandong                     112,265             0                0           112,265      84,199          0        Unchanged
                  Manager
                  Deputy General
 Zhao Qiang                      84,948              0                0            84,948      63,711          0        Unchanged
                  Manager
                  Deputy General
 Zhang Jianguo                   98,782              0                0            98,782      74,087          0        Unchanged
                  Manager, CFO
                  Deputy General
 Xiong Haiming                      93,807           0                0            93,807      70,355          0        Unchanged
                  Manager

                  Company
 Pei Jiangyuan                      50,852           0                0            50,852      38,139          0        Unchanged
                  Secretary



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                                                               Semi-Annual Report 2011-Chiwan Wharf

Ⅱ. Changes of directors, supervisors and senior management staff during the reporting
    period

The office terms of the Sixth Board of Directors and the Sixth Supervisory Committee as well as
senior management staff all came to expiration in May 2011.

The 2010 Annual General Meeting held on 27 May 2011, re-elected members for the Board of
Directors and the Supervisory Committee. At the meeting, the Report on Re-election of the Board
of Directors, the Report on Re-election of Independent Directors and the Report on Re-election of
the Supervisory Committee were reviewed and approved, electing Zheng Shaoping, Tian Junyan,
Wang Fen, Fan Zhaoping, Yuan Yuhui and Zhang Ning as directors for the Seventh Board of
Directors; Li Wuzhou, Hao Zhujiang and Zhang Jianjun as independent directors for the Seventh
Board of Directors; and Yu Liming, Mary-Jean Wong and Guo Songhua as supervisors for the
Seventh Supervisory Committee. Meanwhile, the Workers’ Representative Assembly on 4 Mar.
2011 elected Mr. Zhao Chaoxiong and Ms. Ni Keqin as staff-representative supervisors for the
Seventh Supervisory Committee. The new office term of directors and supervisors mentioned above
will last till May 2014.

The First Session of the Seventh Board of Directors was held on 27 May 2011, electing Mr. Zheng
Shaoping as the Chairman for the Seventh Board of Directors; Mr. Zhang Ning as the Executive
Deputy General Manager; Mr. Qu Jiandong, Mr. Zhao Qiang, Mr. Zhang Jianguo and Mr. Xiong
Haiming as deputy general managers; Mr. Zhang Jianguo as CFO; and Ms. Pei Jiangyuan as the
Company Secretary for the Seventh Board of Directors. The new office term of senior management
staff mentioned above will also last till May 2014.

The First Session of the Seventh Supervisory Committee was held on 27 May 2011, at which Mr.
Yu Liming was elected as the Chairman for the Seventh Supervisory Committee.


PART Ⅳ REPORT OF THE BOARD OF DIRECTORS
Ⅰ. Business Performance
A. Core business scope and business performance

  The Company is principally engaged in handling, warehousing and transportation of containers
  and bulk cargoes, as well as the provision of related services.

  During the reporting period, China’s import and export trading volume grew 25.8% from a year
  earlier, with a year-on-year rise of 12.9% in container throughput. The container throughput in
  Shenzhen Port, living on foreign trade, was up 1.8% when compared with the same period of last
  year. Affected by weak economic recovery in American and European countries, the relocation of
  manufacturing businesses in hinterland and the adjustment of shipping lines by shipping
  companies, the Company’s container throughput suffered a slight decrease of 5% on a year-on-
  year basis. In terms of the bulk cargo handling business, the throughput in Machong Port grew
  substantially and Chiwan Port also adjusted its cargo source structure to increase resource
  utilization efficiency and earnings. As a result, the combined bulk cargo throughput in the said
  two ports in the first half of 2011 went down 6.1% over the corresponding period of last year, but
                                                 5
                                                                    Semi-Annual Report 2011-Chiwan Wharf

      the combined earnings rose significantly by 32% on a year-on-year basis. Meanwhile, business in
      relation to port trailer service, tugboat service and other supporting services saw declines at
      different degrees due to the throughput. Specific business indexes were as follows:
                  Business Highlights                     Jan.-Jun. 2011 Jan.-Jun. 2010                +/-
   Total throughput of cargo (’000 tons)                          30,922        31,505                 -1.9%
   Including: container (’000 TEU)                                 2,805          2,951                -4.9%
                  Chiwan Port                                       1,967          1,986                   -1%
                  Joint venture in Mawan Port                         838            949               -11.7%
              Bulk cargoes (’000 tons)                             4,734          5,041                -6.1%
                  Chiwan Port                                       3,387          4,203               -19.4%
                Machong Port                                        1,347            839                60.5%
   Hours charged for trailer service (’000 hours)                    584            614                -4.9%
   Hours charged for tugboat service (hour)                        16,377        16,489                 -0.7%
   B. Year-on-year changes in revenue, operating profit and net profit :                   U n i t :    R M B

                             Item                             Jan.-Jun. 2011 Jan.-Jun. 2010              +/-
   Revenue                                                       844,983,574      833,761,885            1.35%
   Operating profit                                              403,107,347      491,087,919          -17.92%
   Net profit attributable to equity holders of the Company      258,357,428      308,963,482          -16.38%

   No substantial change took place in the structures of core business and profit breakdown during the
   reporting period.
   Revenue was slightly increased by 1.35% compared with the same period of last year. Operating
   profit and net profit attributable to equity holders of the Company went down 17.92% and 16.38%
   respectively, a larger decrease than that of the business volume, which was mainly due to the
   substantial rise in prices of various raw materials, labor cost, loan interest and so on from a year
   earlier.
   C. Core business accounting for 10% or above of the revenue for the reporting period: U n i t :        R M B

                                              Operating                                    +/- of operating
                                                           +/- of revenue +/- of operating
  Business        Revenue     Operating cost profit margin                                  profit margin
                                                             YoY (%)       cost YoY (%)
                                                  (%)                                         YoY (%)
Cargo handling 790,369,518     334,992,667       57.62%         1.22%            5.06%                 -1.55%


   D. Profit breakdown, core business structure and profitability of the Company did not have
      significant changes during the reporting period.

   E. The Company conducted no other business, which exerted significant influence on the
      Company’s profit during the reporting period.

   F. Media Port Investments Limited (hereinafter referred to as “MPIL”) is jointly incorporated at
      the British Virgin Islands by Chiwan Wharf Holdings (HK) Ltd. (a wholly-owned subsidiary
      company of the Company hereinafter referred to as “CWHK”) and China Merchants Holdings

                                                     6
                                                                  Semi-Annual Report 2011-Chiwan Wharf

   (International) Company Limited as an investment controlling company. The said two
   companies hold its 50% equity separately. MPIL holds 60% equity of Shenzhen Mawan Wharf
   Co., Ltd., Shenzhen Mawan Port Service Co., Ltd. and Shenzhen Mawan Terminals Co., Ltd. in
   total. During the reporting period, MPIL gained net profit of RMB84,088,692 through the
   above-mentioned three companies.
   For the reporting period, the Company earned investment income amounting to RMB42,044,346
   from MPIL, accounting for 16.27% of net profit attributable to equity holders of the Company
   for the reporting period.

Ⅱ. Financial Status

A. Asset breakdown and reasons for significant changes year-on-year:
                                                                                          U n i t :     R M B

            Item                 As at 30 Jun. 2011         As at 31 Dec. 2010          +/- (%)
Dividend payable                            511,876,650             213,351,043             139.92%

Reasons for significant changes:
The dividend payable increased because it was declared at the Annual General Meeting in May that
a cash dividend was to be distributed in July.

B. Profit breakdown and reasons for significant year-on-year changes:
                                                                                        U n i t :     R M B

           Item                     Jan.-Jun. 2011             Jan.-Jun. 2010           +/- (%)
  Administrative expenses                    76,912,960               55,387,647              38.86%
    Investment income                        58,444,197               84,416,791            -30.77%



Reasons for significant changes:
Administrative expenses increased due to the rise of labor cost.
Investment income decreased because the Company sold some equity of an associated company in
the same period of last year while there was no such event in the reporting period.



C. Cash flow breakdown:
                                                                                          Unit: RMB
                        Item                              Jan.-Jun. 2011   Jan.-Jun. 2010   +/- (%)
Net cash flows from operating activities                    301,380,845         377,587,237         -20.18%
Net cash flows from investing activities                  (335,089,746)         (59,614,883) 462.09%
Net cash flows from financing activities                    175,174,443          48,940,109 257.94%
Net increase in cash and cash equivalents                   141,465,542         366,912,463         -61.44%


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                                                                 Semi-Annual Report 2011-Chiwan Wharf


Reasons for significant changes:
Net cash inflows from operating activities decreased due to the drop of operating profit for the
reporting period.
Net cash outflows from investing activities increased mainly because ⑴ construction expenses on
the Berth 13 extension project and the Dongguan Machong Port project increased from a year
earlier; and ⑵the Company purchased Hinwin Development Limited in the reporting period.
Net cash inflows from financing activities increased mainly because ⑴ the Company received the
capital contribution from Yihai Kerry Investment Company Limited; and ⑵ more borrowings were
obtained in the reporting period.

Ⅲ. Investments in reporting period

A. The Company did not raise any funds in the reporting period, and the latest funds raised by the
   Company had been used up by the end of 1996.

B. Significant investment projects with non-raised funds
   In the reporting period, the Company made a total investment of RMB335.83 million, of which
   RMB110.58 million was invested in fixed assets at Chiwan Port, mainly referring to the Berth
   13 extension project; RMB124.96 million was invested in Dongguan Machong Port project; and
   RMB100.29 million was paid to acquire 100% equity of Hinwin Development Limited.

Ⅳ. Outlook for future development of the Company

A. Development trend of the industry in which the Company is engaged
   It will be difficult for American and European economies to pick up in the second half of this
   year, and the imbalance in shipping demand and supply will continue. As such, container
   throughput is expected to grow at a slower pace in the coming six months. And ports in the Pearl
   River Delta, living on export-oriented economy, will take the first hit. However, as the
   traditional peak season for containers is nearer and the Company puts more effort in improving
   business, the container handling business of the Company is expected to stop the decline and
   pull a slight rise.

   The bulk cargo handling business of the Company will remain stable as a whole. Throughput
   usually depends on resources. Increasing resources is not the only way to achieve business
   growth, improving resource allocation efficiency can also achieve the same purpose.

B. Main problems and risks encountered by the Company

   The Company will be confronted with much higher labor, fuel and material costs caused by a
   rising inflation in China. It will also face the pressure on port resources and operations resulting
   from the growing ship size and the imbalanced ship arrival.




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                                                                Semi-Annual Report 2011-Chiwan Wharf

C. Business plan for the second half of the year, as well as countermeasures against risks

   Keeping an eye on the changeable market, the Company will adjust its annual business plan
   responsively, tap internal and external resources in depth, and make itself more responsive to the
   market. It will also adjust its business strategies and structure in a timely manner and expand
   business with clear targets. Meanwhile, it will try to make breakthroughs in all business
   segments by continuing to improve service quality and supporting services while at the same
   time strengthening internal management and cost control.


PART Ⅴ SIGNIFICANT EVENTS
Ⅰ. Corporate governance
   Ever since its establishment, the Company has been in strict compliance with the company law
   and securities law, as well as relevant laws and regulations issued by CSRC. And it has timely
   formulated and amended its relevant management rules according to the Code of Corporate
   Governance for Listed Companies, which are conscientiously and carefully executed. An
   effective system of internal control has thus taken shape in the Company. Along with the
   development of the Company, it will, as always, keep perfecting its corporate governance and
   protecting the interests of all shareholders and stakeholders.
   Non-compliance of corporate governance standards by the Company during the reporting period:
   according to the Accounting Standards for Business Enterprises No.33—Consolidated Financial
   Statements, the Financial Department of the Company should submit the Company’s monthly
   financial statements around the 10th day of each month to CND, the main shareholder holding
   57.51% of the Company’s shares, for the need of the latter’s preparing its consolidated
   statements.
   At the Fifth Session of the Fifth Board of Directors of the Company held on 17 April 2007, the
   Report Concerning the Submission of Monthly Financial Statements to the Substantial
   Shareholder was reviewed and approved, and it was agreed that Financial Department shall
   provide the company’s monthly financial statements to CND. On 25 August 2007, the Company
   disclosed the details of submitting the financial statements to substantial shareholders in the
   Self-inspection Report and Rectification Plan for Corporate Governance in 2007 of Shenzhen
   Chiwan Wharf Holding Co., Ltd. In compliance with the requirements of the Shenzhen
   Securities Regulatory Bureau, the Company delivered “Undisclosed Information Provided by
   the Company to its Substantial Shareholders and Actual Controllers” to the Shenzhen Securities
   Regulatory Bureau before the tenth day every month since September 2007, including the name
   list of relevant parties and relevant information. The above-mentioned matters did not affect the
   Company’s independence. In the future, the Company will disclose the relevant information in
   due course at the request of the regulatory authorities.


Ⅱ. Internal control progress
   As required by the Circular on Doing a Good Job in Pilot Internal Control Regulation in Listed
   Companies of Shenzhen (Shen-Zheng-Ju-Gong-Si-Zi 2011 No. 31), the Company has
                                                       〔

                                                              〕




   completed all the preparing work, with details as follows:

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                                                               Semi-Annual Report 2011-Chiwan Wharf

A. An internal control work team has been formulated within the Company, with the chairman as
   the leader.
B. A plan for carrying out internal control regulations has been worked out, which has been put
   into practice after it was reviewed and approved at the First Special Session of the Audit
   Committee under the Sixth Board of Directors for 2011 and the Fourth Special Session of the
   Sixth Board of Directors for 2011 on 27 Apr. 2011. And it has been disclosed as required.
C. Scope and business cycles for the internal control’s implementation were set. Subsidiaries
   within the application scope have all formed their own internal control teams to work with the
   Company’s internal control work team in carrying out the project.
   The Company is now in the phase of benchmarking. Internal control work teams of the
   Company and subsidiaries within the application scope review their existing internal control
   documents, amend them according to the guidelines for internal control of listed companies,
   examine the internal control rules on financial report preparation by way of interviews and
   enquiries, then produce internal control documentation.
   In line with the schedule for internal control improvement for 2011, the Company has finished
   the first phase of the internal control project (preparation) and started the second phase (gap
   analysis). The internal control project is right on schedule, with no derivation or delay.
   As resolved at the Fourth Special Session of the Sixth Board of Directors for 2011 held on 27
   Apr. 2011 and the 2010 Annual General Meeting held on 27 May 2011,
   PricewaterhouseCoopers Zhong Tian Certified Public Accountants has been appointed by the
   Company as its internal control audit agency for 2011. And the Company’s internal control
   work teams, together with the audit agency, have drawn up a preliminary plan for internal
   control audit for 2011.


III. Profit and dividend distribution plan for 2010 and its implementation
   As audited by PricewaterhouseCoopers Zhong Tian Certified Public Accountants Co., Ltd., the
   net profit of the Company for 2010 was RMB381,220,010, and the accumulative attributable
   profit was RMB574,774,541.
   1.   In accordance with the Company Law and the Articles of Association of the Company,
        RMB38,122,001, i.e. 10% of the Company’s net profit as audited for the year 2010 was to
        be withdrawn as statutory surplus reserve;
   2.   It was planned that a cash dividend of RMB4.63 per ten shares (tax included) totaling
        RMB298,525,607 would be paid based on the total share capital of 644,763,730 shares as at
        the end of 2010.
   After the aforesaid distribution, the retained profit of the Company was RMB238,126,933.
   The said profit distribution plan was completed on 26 Jul. 2011, with the day of record for A
   shares and the last trading day for B shares both being 21 Jul. 2011, and the ex-dividend day
   being 22 Jul. 2011.


IV. For year 2011, no interim profit distribution will be conducted and no reserves will be
    transferred into shares.

                                                10
                                                                                Semi-Annual Report 2011-Chiwan Wharf

 V. During the reporting period, the Company was not involved in any significant lawsuits or
     arbitrations.

 VI. During the reporting period, the Company did not conduct any significant asset
     acquisition, sale or reorganization.

 VII. During the reporting period, no shareholders holding over 30% shares of the Company
      put forward and implemented plans of increasing the shares held by them.

 VIII. During the reporting period, there existed no new securities investments. The Company
       did not acquire equity of financial enterprises such as commercial banks, securities
       companies, insurance companies, trust companies and futures companies, or equity of
       the companies to be listed.

      Set out below was the equity of other listed companies held by the Company, which was
      acquired by the Company in the previous periods and carried down to the current period.
                                                                                                             Unit: RMB
                                                          Shareholding                        Gains/        Changes in
                                               Initial                        Book value                   owners’ equity
      Stock                                               percentage in                     (losses) in
                Short name of the stock     investment                         at period-                 during reporting
      code                                                  the listed                       reporting
                                              amount                              end                          period
                                                            company                           period

      600377     JiangSu Expressway           1,120,000           0.02%        5,410,000              -         (934,800)

                Shenzhen Petrochemical
      400032                                  3,500,000           0.26%          382,200              -                  -
               Industry (Group) Co., Ltd.

               Guangdong Guang Jian
      400009                                    27,500            0.02%           17,000              -                  -
               Group Limited Company

      Total                                   4,647,500                   -    5,809,200              -         (934,800)


 IX. Special explanation and independent opinion by independent directors


 In accordance with the Circular on Relevant Issues Concerning Regulating Capital Flows between
 Listed Companies and Related Parties and Provision of External Guaranty By Listed Companies
 (ZJF [2003] No.56) and the Circular on Regulating Provision of Guarantees for Outside Parties by
 Listed Companies (ZJF (2005) No.120) (hereinafter referred to as “the Circulars”), as well as the
 Circular on Doing a Good Job in 2011 Semi-Annual Report Disclosure by Listed Companies (SZS
    2011 No. 193), Mr. Li Wuzhou, Mr. Hao Zhujiang and Mr. Zhang Jianjun, all independent
〔


       〕




 directors of the Company, have carefully and responsibly examined the Company’s provision of
 guarantees for other parties and the capital occupation by its controlling shareholder and other
 related parties during the first six months of 2011, under the principle of being responsible to the
 Company, all its shareholders and investors and the principle of seeking truth from facts. Upon the
 examination, they made the relevant explanation as follows:
 1.   The Company strictly abided by the requirements of the Circulars. No funds occupation by its
      controlling shareholder had been found by 30 Jun. 2011; nor were such cases incurred in the
      previous periods and carried down to the reporting period. The funds flows between the
      Company and its related parties during the reporting period were considered normal operational
      funds flows.
                                                          11
                                                                     Semi-Annual Report 2011-Chiwan Wharf

2.     As at 30 Jun. 2011, the balance of guarantee provided to outside parties by the Company was
       zero.
3.     As at 30 Jun. 2011, the accumulative guarantee amount provided by the Company for its
       wholly-owned and controlled subsidiaries reached RMB130,930,000, accounting for 4.06% of
       the Company’s net assets as at 30 Jun. 2011, The aforesaid guarantees were in line with
       relevant laws and regulations concerning the provision of guarantees for other parties by listed
       companies, which were detailed as follows:
                                                Relationship between the guaranteed
                Guaranteed party                                                      Guarantee amount
                                                       party and the Company
 Chiwan Wharf (Hong Kong) Limited                    A wholly-owned subsidiary          RMB79,050,000
 Dongguan Chiwan Wharf Company Limited                 A controlled subsidiary          RMB51,880,000

To sum up, the independent directors were of the opinion that the Company effectively controlled
its financial risks during the reporting period, without doing any harm to the interests of investors.

X. Significant related transactions

A. Related transactions arising from routine operation

Payment of Land use fees

                                             Jan.-Jun. 2011                      Jan.-Jun. 2010
 CND                                               RMB 21,169,725                      RMB 20,997,382
Due to the need of routine operation, the Harbor Division of the Company and Chiwan Container
Terminal Co., Ltd. (CCT), in which the Company held a total of 55% equity directly and indirectly,
rented lands from CND for bulk cargo and container stacking. Recognized as frequent transactions
of the Company, the said transactions occurred in the previous years and will continue to occur in
the future.
Almost as same as the land rents in the western Shenzhen ports in 2011, the transaction price was a
fair market price decided through negotiation between transaction parties at RMB3.5—12.5/ sq.m..
According to the contract signed, the rent was paid by month and a penalty would be charged at a
ratio of 0.5% of the monthly rental fee for each day overdue.
During the reporting period, the aforesaid rents accounted for 88.12% of the Company’s total rental
expenses for stacking yards and offices, which caused expenses of RMB21.17 million.

B. Creditor’s rights and liabilities with related parties

       Cash at bank and on hand                      As at 30 Jun. 2011          As at 31 Dec. 2010
China Merchants Bank Co., Ltd.                             RMB 99,294,153         RMB 123,853,303
As at 30 Jun. 2011, the account above accounted for 10.76% of the Company’s total monetary funds
(15.84% in the year of 2010).

         Other receivables                  As at 30 Jun. 2011                   As at 31 Dec. 2010
     Media Port Investments Ltd                     RMB 44,879,120                       RMB 44,879,120


                                                     12
                                                                  Semi-Annual Report 2011-Chiwan Wharf

As at 30 Jun. 2011, the account above accounted for 80.75% of the Company’s total other
receivables (85.05% in the year of 2010).

     Short-term borrowing                    As at 30 Jun. 2011                  As at 31 Dec. 2010
 China Merchants Bank Co., Ltd.                     RMB 50,000,000                     RMB 50,000,000
As at 30 Jun. 2011, the account above accounted for 3.42% of the Company’s total short-term
borrowings (4.08% in the year of 2010).

XI. Significant contracts

A. During the reporting period, the Company did not hold in trust, contract or lease any significant
   assets of other companies, nor vice versa.

B. During the reporting period, the Company did not provide any guarantee for external parties.

  By the end of the reporting period, the Company provided guarantees only for the bank loans
  granted to a wholly-owned subsidiary Chiwan Wharf (Hong Kong) Limited and a controlled
                                      (




                                                                                     )
  subsidiary Dongguan Chiwan Wharf Company Limited) of the Company. Details are as
           (




  follows:

                                                         Subsisting
                                                                                          Decision-making
 Guaranteed     Amount of                                 guarantee      Type of
                                Term of guarantee                                          procedures for
   party        guarantee                                liability or   guarantee
                                                                                             guarantee
                                                             not
                                                                                     Reviewed and
Chiwan
                                                                        Guarantee    approved at the Tenth
Wharf (Hong      HKD93
                               2010.11.23-2012.5.21         Yes         with joint   Special Session of the
Kong)            million
                                                                        liability    Sixth Board of
Limited
                                                                                     Directors for 2010
                                                                                     First reviewed and
                                                                                     approved at the Sixth
Dongguan        RMB1.88                                                              Special Session of the
Chiwan                         2011.2.25-2011.8.25                      Guarantee    Sixth Board of
                 million
Wharf                                                       Yes         with joint   Directors for 2009,
Company                                                                 liability    then at the First
Limited                                                                              Special Shareholders’
                RMB 50                                                               General Meeting for
                               2010.9.13-2011.9.13
                million                                                              2009

By the end of the reporting period, the Company had provided guarantees for external parties
totaling RMB130.93 million, accounting for 4.06% of the Company’s net assets.

C. During the reporting period, the Company did not entrust others to manage its cash assets.

XII. Particulars about investor relations reception, investigation, communication, interview,
     etc., in the reporting period
During the reporting period, the Company handled warm-heartedly investors’ phone calls and held
one-on-one meetings with investors. The Company disclosed relevant information to investors in
accordance with the Company Law, the Securities Law, the Rules on the Management of Investors
                                                    13
                                                                                Semi-Annual Report 2011-Chiwan Wharf

Relations and other laws and regulations. During the reporting period, the Company received in
aggregate 24 visits. The Company gave visitors an introduction to the profile of the Company and
the development of its business, and made reasonable disclosures regarding the operations,
investments and financial status of the Company that the investors were interested in. The Company
did not disclose, reveal or divulge to any specific visitors any material information not generally
available to the public. Details of such interviews and visits are as follows:
                                                                                                           Topics discussed
   Type         Time      Location          Means                            Investor                      and information
                                                                                                               provided
                                        UBS                                                               Basic information
              Jan. 2011    Shanghai                      Clients of UBS                                   of operations,
                                        Conference
Promotional                                                                                               investments and
                                        Conference by                                                     the financial status
activities
                                        China                                                             of the Company
launched      Jun. 2011    Shenzhen                      Clients of China Merchants Securities
                                        Merchants
by security
                                        Securities                                                        Information
firms
                                    UBS                                                                   provided:
              Jun. 2011   Hong Kong                      Clients of UBS                                   Brochure of the
                                    Conference
                                                                                                          Company
                                        One-on-one
                                                         China Merchants Securities, UBS SDIC
                                        meeting
              Jan. 2011
                                        Tel conference   Goldman Sachs (Asia) L.L.C.
                                                         Changjiang Securities, Lion Fund Management
                                                         Co., Ltd., Dacheng Fund Management Co.,
                                                         Ltd., SWS Research Co., Ltd., Bank of China
                                                         Investment Management, Matthews
                                                         International Capital Management llc, Guosen
                                                         Securities, China AMC, First State
                                        One-on-one
                                                         Investments, Haitong Securities, E Fund
                                        meeting
              Feb. 2011                                  Management Co., Ltd., China Merchants Fund
                                                         Management Co., Ltd., Industrial Securities
                                                         Co., Ltd. , Rongtong Fund, Essence Securities,
                                                         SYWG BNP Paribas Asset Management Co.,
                                                         Ltd., Minsheng Royal Fund Management Co.,
                                                         Ltd., Mizuho Corporate Bank Ltd.
                                        Tel conference   Guosen Securities
Receiving                 Conference    One-on-one
visits from   Mar. 2011   room of the                    Theleme Partners LLP
                                        meeting
investors                 Company
              Apr. 2011                 Tel conference   Templeton Emerging Markets
                                                         Morgan Stanley Huaxin Funds, China
                                                         Merchants Fund, Sinolink Securities, China
                                                         Merchants Securities, Jefferies, Shenyin
                                                         Wanguo Securities, CICC, Shanghai Yuanhao
                                                         Investment Management Co., Ltd., United
                                                         Innovation Capital Ltd., CP Capital, Hangseng
                                        One-on-one
                                                         Capital, Shenzhen Huaqiang Dingxin
                                        meeting
              May 2011                                   Investment Co., Ltd., Shenzhen Huaqiang
                                                         Investment & Guaranty Co., Ltd., Cowin
                                                         Investment, Huatai Securities, Aisawa
                                                         Securities, The Capital Group, Macquarie,
                                                         Guosen Securities, UBS Securities Company
                                                         Limited, Citic Securities
                                        Tel conference   Theleme Partners LLP、Kelusa Capital

                                        One-on-one
              Jun. 2011                                  RBS Securities, CLSA Asia-Pacific Markets
                                        meeting




                                                           14
                                                             Semi-Annual Report 2011-Chiwan Wharf


PART Ⅵ FINANCIAL REPORT (SEE ATTACHED, UN-AUDITED)


PART Ⅶ DOCUMENTS AVAILABLE FOR REFERENCE
I. 2011 Semi-Annual Report carrying the signature of Chairman of the Board;
II. 2011 Semi-Annual Financial Report carrying the signatures of the Company’s Legal
     Representative, Chief Financial Officer and Financial Manager;
III. Original copies of all documents and public notices thereof disclosed during the reporting
     period on Securities Times and Ta Kung Pao; and
IV. Other relevant materials.




                                                   For and on behalf of the Board
                                                         Zheng Shaoping
                                                            Chairman
                                              Shenzhen Chiwan Wharf Holdings Limited
                                                        Dated 18th August, 2011




                                              15
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED

FINANCIAL STATEMENTS AND REPORT
FOR THE SIX MONTHS ENDED 30 JUNE 2011




[English Translation for Reference Only. Should there be any inconsistency between the
Chinese and English versions, the Chinese version shall prevail.]
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED




[English translation for reference only]

Contents                                                                Page

Financial Statements and Report for the six months ended 30 June 2011

Consolidated and Company’s balance sheets                                 1-2

Consolidated and Company’s income statements                                  3

Consolidated and Company’s cash flow statements                               4

Consolidated statement of changes in owners’ equity                           5

Company’s statement of changes in owners’ equity                             6

Notes to financial statements                                            7 - 107

Supplementary information to financial statements                       108 -110
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED

CONSOLIDATED AND COMPANY BALANCE SHEETS
AS AT 30 JUNE 2011
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]

                                        30-Jun-11        31-Dec-10         30-Jun-11        31-Dec-10
         ASSETS              Notes      The Group        The Group       The Company       The Company
Current assets
    Cash at bank and
    on hand                   5(1)         923,185,625     781,720,083     619,059,211      494,364,355
    Notes receivable         5(2)                    -       4,640,000                 -      1,700,000
    Accounts receivable    5(4),13(1)      246,557,343     179,772,755      21,754,200        9,336,968
    Advances to
    suppliers                5(6)           32,375,332      31,256,172       2,247,500          316,780
    Interests receivable     5(3)             123,333        1,318,202         215,235           91,902
    Dividends
    receivable                               1,224,863               -     261,845,299      304,203,089
    Other receivables      5(5),13(2)       55,579,859      52,765,361     183,661,430      365,862,136
    Inventories              5(7)           25,385,346      23,888,526       1,068,313        1,099,168
Total current assets                     1,284,431,701   1,075,361,099    1,089,851,188    1,176,974,398


Non-current assets
    Available-for-sale
    financial assets         5(8)            5,410,000       6,640,000       5,410,000        6,640,000
    Long-term
    receivables                                      -               -      11,004,304       11,004,304
    Long-term equity
    investments            5(9),13(3)    1,302,679,505   1,149,921,886    1,923,233,743    1,589,644,572
    Investment
    properties               5(11)          36,592,257      29,379,544      28,332,003       20,991,116
    Fixed assets             5(12)       2,568,332,792   2,652,957,915     144,457,606      156,903,932
    Construction in
    progress                 5(13)         268,749,180      14,593,516         261,394          450,900
    Intangible assets        5(14)       1,055,003,337   1,074,247,819      66,808,518       68,371,761
    Goodwill                 5(15)          15,244,795      10,858,898                 -                -
    Long-term prepaid
    expenses                 5(16)          63,543,552      63,848,189       5,209,856        5,299,666
    Deferred tax assets      5(18)          51,502,881      52,083,662      23,183,838       21,221,357
    Other non-current
    assets                   5(17)         121,670,926      72,292,214                 -                -
Total non-current
assets                                   5,488,729,225   5,126,823,643    2,207,901,262    1,880,527,608


TOTAL ASSETS                             6,773,160,926   6,202,184,742    3,297,752,450    3,057,502,006




                                               -1-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED

CONSOLIDATED AND COMPANY BALANCE SHEETS
AS AT 30 JUNE 2011 (CONTINUED)
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
       LIABILITIES AND                         30-Jun-11          31-Dec-10         30-Jun-11            31-Dec-10
      OWNERS’ EQUITY                Notes     The Group          The Group       The Company           The Company
Current liabilities
   Short-term borrowings              5(20)     1,463,550,000     1,225,550,000     606,050,000          478,550,000
   Notes payable                      5(21)           1,875,000       1,895,750                 -                    -
   Accounts payable                   5(22)         282,212,391     214,723,251      11,292,359           16,221,238
   Advances from customers            5(23)           5,163,375       4,769,320       4,140,817            3,643,835
   Employee benefits payable          5(24)          31,769,196      36,929,912      23,931,950           15,275,662
   Taxes payable                      5(25)          62,057,172     100,583,520      (1,375,900)             605,756
   Interests payable                  5(26)           3,291,127       2,958,406       2,035,434            1,829,970
   Dividends payable                  5(27)         511,876,650     213,351,043     298,525,607                      -
   Other payables                     5(28)          48,758,621      45,027,806     807,149,224          570,336,042
   Current portion of non-          5(29,31)
     current liabilities                            285,451,750     412,951,750      85,000,000          212,500,000
Total current liabilities                       2,696,005,282     2,258,740,758    1,836,749,491        1,298,962,503


Non-current liabilities
   Special payable                    5(30)          76,528,850      69,119,645                     -                -
   Deferred tax liabilities           5(18)           1,029,600       1,324,800       1,029,600            1,324,800
   Other non-current liabilities      5(31)          63,455,081      65,841,707                 -                    -
Total non-current liabilities                       141,013,531     136,286,152       1,029,600            1,324,800


Total liabilities                               2,837,018,813     2,395,026,910    1,837,779,091        1,300,287,303


Owners' equity
   Share capital                      5(32)         644,763,730     644,763,730     644,763,730          644,763,730
   Capital surplus                    5(33)         169,624,955     144,909,755     153,171,228          154,106,028
   Surplus reserves                   5(34)         421,692,405     383,570,404     421,692,405          383,570,404
   Undistributed profits              5(35)     2,000,224,292     2,079,724,472     240,345,996          574,774,541
   Foreign exchange
     translation differences                     (13,419,303)      (13,419,303)                 -                    -
   Total equity attributable to
     equity holders of the
     Company                                    3,222,886,079     3,239,549,058    1,459,973,359        1,757,214,703
   Minority interests                 5(36)         713,256,034     567,608,774              -                       -
Total owners' equity                            3,936,142,113     3,807,157,832    1,459,973,359        1,757,214,703


TOTAL LIABILITIES AND
OWNERS’ EQUITY                                 6,773,160,926     6,202,184,742    3,297,752,450        3,057,502,006




The accompanying notes form an integral part of these financial statements.




                                                           -2-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED

CONSOLIDATED AND COMPANY INCOME STATEMENTS
For The Six Months Ended 30 June 2011
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]
                                                         Jan.-Jun. 2011       Jan.-Jun. 2010       Jan.-Jun. 2011    Jan.-Jun. 2010
                Items                        Notes       Consolidated         Consolidated           Company           Company


Revenue                                    5(37),13(4)      844,983,574          833,761,885           93,475,369        83,968,138
Less: Cost of sales                        5(37),13(4)    (359,809,074)        (336,890,090)         (62,270,145)       (62,927,819)
      Tax and levies on operations           5(38)          (34,992,446)         (29,897,320)          (3,935,057)       (3,155,974)
      General and administrative
         expenses                                           (76,912,960)         (55,387,647)        (34,237,253)       (19,877,921)
      Financial (expenses) /income -         5(39)
         net                                                (28,605,944)          (4,915,700)        (19,525,431)        (2,920,881)
          Asset impairment
          reversals/(losses)                                              -                    -                -                -
Add: Investment income                     5(41),13(5)       58,444,197           84,416,791          24,181,344        32,906,831
      Including: share of results of         5(41)
         associates                                          58,084,197           84,106,791          15,614,034        27,706,685

Operating profit                                           403,107,347          491,087,919            (2,311,173)      27,992,374
Add: Non-operating income                    5(42)             287,103            2,469,174              209,757           352,045
Less: Non-operating expenses                 5(43)              (97,303)            (105,357)             (23,195)          (17,939)
      Including: Loss on disposals of
         non-current assets                                     (67,124)             (57,458)             (23,175)          (12,939)

Total profit                                               403,297,147          493,451,736            (2,124,611)      28,326,480
Less: Income tax (expenses)/ income          5(44)          (66,792,459)         (65,939,121)          4,343,674         (2,295,068)
Net profit                                                 336,504,688          427,512,615            2,219,063        26,031,412


   Attributable to equity holders of
     the Company                                           258,357,428          308,963,482
   Minority interests                                       78,147,260          118,549,133
Earnings per share
(attributable to equity holders of
       the Company)
   Basic earnings per share                  5(45)                  0.401              0.479
   Diluted earnings per share                5(45)                  0.401              0.479


Other comprehensive income                   5(46)             (934,800)            (818,718)           (934,800)          (819,000)


Total comprehensive income                                 335,569,888          426,693,897              1,284,263       25,212,412

   Attributable to equity holders of
     the Company                                           257,422,628          308,144,764
   Minority interest                                        78,147,260          118,549,133


The accompanying notes form an integral part of these financial statements.




                                                              -3-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED

CONSOLIDATED AND COMPANY INCOME STATEMENTS
For The Six Months Ended 30 June 2011
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]

                                                                 Jan.-Jun. 2011           Jan.-Jun. 2010         Jan.-Jun. 2011       Jan.-Jun. 2010
                         Items                          Notes    Consolidated             Consolidated             Company              Company
1. Cash flows from operating activities
    Cash received from rendering of services                          776,977,795            794,087,904            82,842,309           68,736,435
    Cash received relating to other operating
     activities                                         5(47)          13,260,433             8,177,173            238,196,844          236,820,327
          Sub-total of cash inflows                                   790,238,228           802,265,077            321,039,153          305,556,762
    Cash paid for goods and services                               (198,385,053)           (161,385,911)           (47,999,210)         (45,053,251)
    Cash paid to and on behalf of employees                        (113,064,057)           (105,080,062)           (31,366,176)         (29,882,464)
    Payments of taxes and levies                                   (143,455,455)           (117,713,056)             (4,601,568)          (5,059,624)
    Cash paid relating to other operating activities    5(47)         (33,952,818)          (40,498,811)           (90,814,629)         (67,976,214)
          Sub-total of cash outflows                               (488,857,383)           (424,677,840)          (174,781,583)        (147,971,553)
    Net cash flows from operating activities            5(47)         301,380,845           377,587,237            146,257,570          157,585,209


2. Cash flows from investing activities
    Cash received from disposals of investments                                       -                  -         270,300,000            10,000,000
    Cash received from returns on investments                             360,000               310,000             52,149,964           63,611,777
     Net cash received from disposals of fixed
       assets and intangible assets                                       384,000            10,681,289                169,500                     -
          Sub-total of cash inflows                                       744,000            10,991,289            322,619,464           73,611,777
     Cash paid to purchase fixed assets, intangible
       assets and other long-term assets                           (235,549,565)            (70,606,172)             (3,389,647)          (3,341,851)
     Net cash received from subsidiaries and other
     operational units                                            (100,284,181)                          -                    -                    -
     Cash paid relating to other investing activities                           -                      -          (319,200,000)         (30,000,000)
          Sub-total of cash outflows                               (335,833,746)            (70,606,172)          (322,589,647)         (33,341,851)
     Net cash flows from investing activities                      (335,089,746)            (59,614,883)                29,817           40,269,926


3. Cash flows from financing activities
     Cash received as investment                                      91,940,000                             -                    -                    -
    Cash received from borrowings                                  521,050,000               374,880,000            266,050,000          143,440,000
          Sub-total of cash infllows                                  612,990,000            374,880,000            266,050,000          143,440,000
    Cash repayments of borrowings                                  (410,550,000)           (319,440,000)          (266,050,000)        (143,440,000)
    Cash payments for interest expenses and
     distribution of dividends or profits                             (26,224,557)            (5,902,112)          (20,772,531)           (3,822,428)
    Cash paid relating to other activities                             (1,041,000)             (597,779)              (820,000)            (298,207)
          Sub-total of cash outflows                               (437,815,557)           (325,939,891)          (287,642,531)        (147,560,635)
     Net cash flows from financing activities                         175,174,443            48,940,109            (21,592,531)           (4,120,635)


4. Effect of foreign exchange rate changes on
cash and cash equivalents                                                         -                    -                          -                -


5. Net increase in cash and cash equivalents                          141,465,542           366,912,463            124,694,856          193,734,500
   Add: Cash and cash equivalents at beginning
    of year                                             5(48)         781,720,083           741,096,267            494,364,355          453,407,958


6. Cash and cash equivalent at 30 June 2011             5(48)         923,185,625         1,108,008,730             619,059,211         647,142,458
The accompanying notes form an integral part of these financial statements.



                                                                -4-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN OWNERS’ EQUITY
For The Six Months Ended 30 June 2011
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]


                   Items                        Notes                    Attributable to equity holders of the Company
                                                             Share         Capital                Surplus       Undistributed     Translation                        Total owners'
                                                             capital       surplus               reserves               profits     difference   Minority interest           equity


Balance at 1 January 2010                               644,763,730    145,410,155         355,134,736         1,721,028,196      (13,354,061)      567,608,774      3,420,591,530
Movement for the year ended                31
December 2010
  Net profit                                                       -              -                     -        596,680,156                 -      229,959,208       826,639,364
  Other comprehensive income                    5(34)              -      (500,400)                     -                     -       (65,242)                   -        (565,642)
  Profit appropriation
  - appropriation to surplus reserves           5(35)              -              -          28,435,668           (28,435,668)               -                   -                -
  - profit distribution to equity owners        5(36)              -              -                     -        (209,548,212)               -     (229,959,208)      (439,507,420)




Balance at 31 December 2010                             644,763,730    144,909,755         383,570,404         2,079,724,472      (13,419,303)      567,608,774      3,807,157,832
Balance at 1 January 2011                               644,763,730    144,909,755         383,570,404         2,079,724,472      (13,419,303)      567,608,774      3,807,157,832

Movement for the six months ended
June 30 2011
  Net profit                                                       -             -                      -        258,357,428                 -       78,147,260       336,504,688
  Other comprehensive income          5(34)                        -      (934,800)                     -                  -                 -                -          (934,800)
  Input and reduced capital of owners
  -Input capital of owners                                         -              -                     -                     -              -       67,500,000        67,500,000
  Profit appropriation
  - appropriation to surplus reserves           5(35)              -              -          38,122,001           (38,122,001)               -                   -                -
 - profit distribution to equity owners         5(36)              -             -                      -        (298,525,607)               -                   -    (298,525,607)
 Others                                                                 25,650,000                      -        (1,210,000)               -                   -      24,440,000



Balance at 30 June 2011                                 644,763,730    169,624,955           421,692,405        2,000,224,292     (13,419,303)      713,256,034      3,936,142,113


The accompanying notes form an integral part of these financial statements.

                                                                                        -5-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED

COMPANY STATEMENT OF CHANGES IN OWNERS’ EQUITY
For The Six Months Ended 30 June 2011
(All amounts in RMB Yuan unless otherwise stated)
[English translation for reference only]


                           Items                    Notes     Share capital         Capital surplus   Surplus reserves   Undistributed profits   Total owners' equity


Balance at 1 January 2010                                     644,763,730           154,606,428         355,134,736           431,538,411           1,586,043,305
Movement for the year ended 31 December 2010
  Net profit                                                              -                       -                  -        381,220,010             381,220,010
  Other comprehensive income                        5(34)                 -             (500,400)                    -                      -             (500,400)
  Profit appropriation                                                                                                                                              -
  - appropriation to surplus reserves               5(35)                 -                       -       28,435,668           (28,435,668)                         -
  - profit distribution to equity owners            5(36)                 -                       -                  -       (209,548,212)            (209,548,212)


Balance at 31 December 2010                                   644,763,730           154,106,028         383,570,404           574,774,541           1,757,214,703
Balance at 1 January 2011                                     644,763,730           154,106,028         383,570,404           574,774,541           1,757,214,703

Movement for the six months ended June 30 2011
  Net profti                                                              -                    -                     -           2,219,063               2,219,063
   Other comprehensive income                       5(34)                 -             (934,800)                    -                   -                (934,800)
  Profit appropriation
  - appropriation to surplus reserves               5(35)                 -                       -       38,122,001          (38,122,001)                       -
  - profit distribution to equity owners            5(36)                 -                       -                -         (298,525,607)            (298,525,607)



Balance at 30 June 2011                                       644,763,730           153,171,228         421,692,405           240,345,996           1,459,973,359


The accompanying notes form an integral part of these financial statements.




                                                                              -6-
           SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


           NOTES TO FINANCIAL STATEMENTS
           For The Six Months Ended 30 June 2011
           (All amounts in RMB unless otherwise stated)
           [English translation for reference only]


1.         General information

           Shenzhen Chiwan Wharf Holdings Limited (the “Company”) was incorporated in September 1982
           in Shenzhen, the People’s Republic of China (the “PRC”), by China Nanshan Development (Group)
           Ltd (the “Nanshan Group”), and was registered a sino-foreign joint venture enterprise in July 1990.
           In January 1993, as approved by the Shenzhen municipal government with document SFBF
           (1993)357, the Company was reorganized into a joint stock limited company. In February 1993, the
           Company issued, by public offering, the domestic shares (“A shares”) of 46,000,000 shares and
           domestically listed foreign shares (“B shares”) of 40,000,000 shares. Both shares were listed in
           Shenzhen Stock Exchange in May 1993.

           In June 1994, 31,047,000 bonus shares were issued in a proportion of “one bonus share for every
           ten shares”. In June, the bonus A shares and bonus B shares held by Nanshan Group were listed
           in Shenzhen Stock Exchange. In December 1995, the Company issued additional 40,000,000 B
           shares, consequently, the total volume of the Company’s shares rose to 381,517,000.

           In June 2004, the directors of the Company resolved to increase the share capital by means of
           capitalization of the share premium and capital reserves of the Company to the extent that 3
           additional ordinary shares were issued to each shareholder holding 10 shares of the Company.
           As the result, the total volume of shares was increased from 381,517,000 to 495,972,100.

           In July 2005, again the directors of the Company resolved to increase the share capital by means
           of capitalization of the share premium and capital reserves of the Company to the extent that 3
           additional ordinary shares were issued to each shareholder holding 10 shares of the Company.
           Consequently, the total volume of shares was increased from 495,972,100 to 644, 763, 700.

           The Company and its subsidiaries (collectively the “Group”) are principally engaged in the provision
           of cargo packing, cargo handling, container terminal, warehousing, land and sea transportation
           services.

           These consolidated financial statements have been approved for issue by the Board of Directors
           on 20 Augest 2011.

     2.    Significant accounting policies and accounting estimates

     (1)   Basis of preparation

           The Group prepared financial statements in accordance with the Basic Standard and 38 specific
           standards of Accounting Standards for Business Enterprises issued by Ministry of Finance of the
           PRC on 15 February 2006, Application Guidance of Accounting Standard for Business Enterprises,
           Interpretation of Accounting Standards for Business Enterprises and other regulations issued
           thereafter (hereafter referred to as “the Accounting Standard for Business Enterprises”, “China
           Accounting Standards” or “CAS”), Rules for Preparation Convention of Disclosure of Public
           Offering Companies No.15 – General Regulations for Financial Reporting (revised in 2010) by
           China Securities Regulatory Commission.

                                                           -7-
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


2     Significant accounting policies and accounting estimates (continued)

(2)   Statement of compliance with the Accounting Standards for Business Enterprises

      The consolidated and the Company’s financial statements for the six months ended 30 June 2011
      truly and completely present the financial position as of 30 June 2011 and the operating results,
      cash flows and other information for the first half of the year of the Group and Company in
      compliance with the Accounting Standards for Business Enterprises.

(3)   Accounting year

      The Company’s accounting year starts on 1 January and ends on 31 December.

(4)   Recording currency

      The recording currency is Renminbi (RMB)

(5)   Business Combinations

(a)   A business combination under common control

      The cost of combination and net asset obtained by the combining party shall be measured at their
      book value and the difference shall adjust the capital surplus – capital premium. If the balance of
      capital premium is not sufficient to be offset, the retained earning shall be adjusted.

      The direct expense for the combination shall be booked into current P&L when it happens.

(b)   A business combination does not under common control

      The cost of combination and net asset obtained by the combining party shall be measured at fair
      value on acquisition day. If the cost is higher than the proportion of net assets’ fair value of
      combined party at acquisition day the difference shall be recognized as good will. If the cost is
      lower, the difference should be booked into current P&L.

      The direct expense for the combination shall be booked into current P&L when it happens.

(6)   Preparation of consolidated financial statements

      The consolidated financial statements comprise the financial statements of the Company and its
      subsidiaries.




                                                      -8-
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


2     Significant accounting policies and accounting estimates (continued)

(6)   Preparation of consolidated financial statements(continued)

      Subsidiaries are fully consolidated from the date on which the Group obtains control and are de-
      consolidated from the date that such control ceases. For a subsidiary acquired in a business
      combination involving enterprises under common control, it is included in the consolidated financial
      statements from the date when it, together with the Company, came under common control of the
      ultimate controlling party. The portion of the net profits realized before the combination date is
      presented separately in the consolidated income statement.

      The financial statements of subsidiaries are adjusted in accordance with the accounting policies
      and accounting period of the Company during the preparation of the consolidated financial
      statements, where the accounting policies and the accounting periods are inconsistent between the
      Company and subsidiaries. For subsidiaries acquired from a business combination involving
      enterprises not under common control, the individual financial statements of the subsidiaries are
      adjusted based on the fair value of the identifiable net assets at the acquisition date.

      All significant inter-group balances, transactions and unrealised profits are eliminated in the
      consolidated financial statements. The portion of a subsidiary’s equity and the portion of a
      subsidiary’s net profits and losses for the period not held by the Company are recognized as
      minority interests and presented separately in the consolidated balance sheet within equity and net
      profits respectively.

(7)   Cash and cash equivalents

      For the purpose of the cash flow statement, cash and cash equivalents comprise cash in hand,
      deposits held at call with bank and short-term and highly liquid investments that are readily
      convertible to known amounts of cash and which are subject to an insignificant risk of changes in
      value.

(8)   Foreign currency translation

(a)   Transactions and balances

      Foreign currency transactions are translated into RMB using the exchange rates prevailing at the
      dates of the transactions.




                                                     -9-
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


2     Significant accounting policies and accounting estimates (continued)

(8)   Foreign currency translation(continued)

(a)   Transactions and balances(continued)

      At the balance sheet date, monetary items denominated in foreign currency are translated into
      RMB using the spot exchange rate at the balance sheet date. Exchange differences arising from
      these translations are recognised in profit or loss for the current period, except for those
      attributable to foreign currency borrowings that have been taken out specifically for the acquisition
      or construction of qualifying assets, which are capitalised as part of the cost of those assets. Non-
      monetary items denominated in foreign currency that are measured in terms of historical cost are
      translated at the balance sheet date using the spot exchange rate at the date of the transaction.
      The effect of exchange rate changes on cash is presented separately in the cash flow statement.

(b)   Translation of foreign currency financial statements

      The asset and liability items in the balance sheets for overseas businesses are translated at the
      spot exchange rate on the balance sheet date. Among the owner’s equity items, the items other
      than “undistributed profits” are translated at the spot exchange rate of the transaction date. The
      income and expense items in the income statements of overseas businesses are translated at the
      spot exchange rate of the transaction date. The differences arising from the above translation are
      presented separately in the owner’s equities. The cash flows of overseas businesses are translated
      at the spot exchange rate on the date of the cash flows. The effect of exchange rate changes on
      cash is presented separately in the cash flow statement.

(9)   Financial instruments

(a)   Financial assets

(i)   Classification of financial assets

      Financial assets are classified into the following categories at initial recognition: financial assets at
      fair value through profit or loss, loans and receivables, available-for-sale financial assets and held-
      to-maturity investments. The classification of financial assets depends on the Group’s intention and
      ability to hold the financial assets.

      Financial assets at fair value through profit or loss

      Financial assets at fair value through profit or loss include financial assets held for the purpose of
      selling in the short term, which are presented as financial assets held for trading on the balance
      sheet.




                                                        - 10 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(9)    Financial instruments (continued)

(i)    Classification of financial assets(continued)

       Receivables

       Receivables are non-derivative financial assets with fixed or determinable payments that are not
       quoted in an active market.

       Available-for-sale financial assets

       Available-for-sale financial assets are non-derivative financial assets that are either designated in
       this category or not classified in any of the other categories at initial recognition. Available-for-sale
       financial assets are included in other current assets in the balance sheet if management intends to
       dispose of them within 12 months of the balance sheet date.

       Held-to-maturity investments

       Held-to-maturity investments are non-derivative financial assets with fixed maturity and fixed or
       determinable payments that management has the positive intention and ability to hold to maturity.
       Held-to-maturity investments with maturities over 12 months when the investments were made but
       are due within 12 months at the balance sheet date are included in current portion of non-current
       assets; held-to maturity investments with maturities no more than 12 months when the investments
       were made are included in other current assets.

(ii)   Recognition and measurement

       Financial assets are recognised at fair value on the balance sheet when the Group becomes a
       party to the contractual provisions of the financial instrument. In the case of financial assets at fair
       value through profit or loss, the related transaction costs occurred at the time of acquisition is
       recognised in profit or loss for the current period. For other financial assets, transaction costs that
       are attributable to the acquisition of the financial assets are included in their initial recognition
       amounts. Financial assets are derecognised when the contractual rights to receive the cash flows
       from the financial assets have expired, or all substantial risks and rewards of ownership of the
       financial assets have been transferred.

       Financial assets at fair value through profit or loss and available-for-sale financial assets are
       subsequently measured at fair value. Investments in equity instruments are measured at cost when
       they do not have a quoted market price in an active market and whose fair value cannot be reliably
       measured. Receivables and held-to-maturity investments are measured at amortised cost using the
       effective interest method.




                                                        - 11 -
        SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


        NOTES TO FINANCIAL STATEMENTS
        For The Six Months Ended 30 June 2011
        (All amounts in RMB unless otherwise stated)
        [English translation for reference only]


2       Significant accounting policies and accounting estimates (continued)

(9)     Financial instruments (continued)

(ii)    Recognition and measurement (continued)

        A gain or loss arising from a change in the fair value of financial assets at fair value through profit
        or loss is recognised in profit or loss. Interests and cash dividends received during the period in
        which such financial assets are held, as well as the gains or losses arising from the disposal of the
        assets are recognised in profit or loss for the current period.

        A gain or loss arising from a change in fair value of an available-for-sale financial asset is
        recognised directly in equity, except for impairment losses and foreign exchange gains and losses
        arising from the translation of monetary financial assets. When such financial asset is derecognised,
        the cumulative gain or loss previously recognised in equity is recognised in profit or loss for the
        current period. Interests on available-for-sale investments in debt instruments are calculated using
        the effective interest method during the period in which such investments are held and cash
        dividends declared by the investee on available-for-sale investments in equity instruments are
        recognised as investment income in profit or loss.

(iii)   Impairment of financial assets

        The Group assesses the carrying amount of a financial asset other than that at fair value through
        profit or loss at each balance sheet date. If there is objective evidence that the financial asset is
        impaired, the Group shall determine the amount of any impairment loss.

        If an impairment loss on a financial asset carried at amortised cost has been incurred, the amount
        of loss is measured as the difference between the asset’s carrying amount and the present value of
        estimated future cash flows (excluding future credit losses that have not been incurred). If there is
        objective evidence that the value of the financial asset recovered and the recovery is related
        objectively to an event occurring after the impairment was recognised, the previously recognised
        impairment loss is reversed and the amount of reversal is recognised in profit or loss.

        In the case of a significant or prolonged decline in the fair value of an available-for-sale financial
        asset, the cumulative loss arising from the decline in fair value that had been recognised directly in
        equity is removed from equity and recognised in impairment loss. For an investment in debt
        instrument classified as available-for-sale on which impairment losses have been recognised, if, in
        a subsequent period, its fair value increases and the increase can be objectively related to an
        event occurring after the impairment loss was recognised in profit or loss, the previously
        recognised impairment loss is reversed and recognised in profit or loss for the current period. For
        an investment in an equity instrument classified as available-for-sale on which impairment losses
        have been recognised, if, in a subsequent period, its fair value increases and the increase can be
        objectively related to an event occurring after the impairment loss was recognised in profit or loss,
        the previously recognised impairment loss is reversed and directly recognised in equity.


                                                        - 12 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(9)    Financial instruments (continued)

(iv)   Derecognition of financial assets

       Financial assets are derecognised when: i) the contractual rights to receive the cash flows from the
       financial assets have expired; or ii) all substantial risks and rewards of ownership of the financial
       assets have been transferred; or iii) the control over the financial asset has been waived even if the
       Group does not transfer or retain nearly all of the risks and rewards relating to the ownership of a
       financial asset.

       On derecognition of a financial asset, the difference between the carrying amount and the
       aggregate of consideration received and the accumulative amount of the changes of fair value
       originally recorded in the owner’s equity, is recognised in the income statement.

(b)    Financial liabilities

       Financial liabilities are classified into the following categories at initial recognition: the financial
       liabilities at fair value through profit or loss and other financial liabilities. The financial liabilities in the
       Group mainly comprise other financial liabilities, including payables and borrowings.

       Payables comprise accounts payable and other payables, which are recognised initially at fair
       value and measured subsequently at amortised cost using the effective interest method. Accounts
       payable are classified as current liabilities if payment is due within one year or less. If not, they are
       presented as non-current liabilities.

       Borrowings are recognised initially at fair value, net of transaction costs incurred, and subsequently
       carried at amortised costs using the effective interest method.

       Other financial liabilities are classified as current liabilities if they mature within one year (one year
       included); others are classified as noncurrent liabilities; long-term borrowings due for repayment
       within one year since the balance sheet day are classified as current portion of non-current
       liabilities.

       A financial liability (or a part of financial liability) is derecognised when and only when the obligation
       specified in the contract is discharged or cancelled. The difference between the carrying amount of
       a financial liability (or a part of financial liability) extinguished and the consideration paid is
       recognised in the income statement.




                                                            - 13 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(9)    Financial instruments (continued)

(c)    Determination of fair value of financial instruments

       The fair value of a financial instrument that is traded in an active market is determined at the
       quoted price in the active market. The fair value of a financial instrument for which the market is not
       active is determined by using a valuation technique. Valuation techniques include using recent
       market transactions between knowledgeable, willing parties, reference to the current fair value of
       another instrument that is substantially the same with this instrument, and discounted cash flow
       analysis. When a valuation technique is used to establish the fair value of a financial instrument,
       management use observable market data as much as possible and relies as little as possible on
       the Group specific inputs.

(10)   Receivables

       Receivables comprise accounts receivable and other receivables. Accounts receivables arising
       from rendering of services are initially recognised at fair value of the contractual payments from the
       customer.

(a)    The receivables that are individually significant and the provision is individually provided for

       Receivables that are individually significant are subject to separate impairment assessment. If
       there is objective evidence that the Group will not be able to collect the full amount under the
       original terms, a provision for impairment of that receivable is established.

       The method for providing bad debt provision of the receivables that are individually significant and
       the provision is individually provided for is at the difference between the carrying amount of that
       receivable and the present value of its estimated future cash flows.

(b)    The receivables that are grouped for providing bad debt provision

       Receivables that are not individually significant are grouped on the basis of similar credit risk. The
       impairment losses are determined by considering the current conditions and the experience of bad
       debt for the groups of receivables with the similar credit risk.

       The basis of similar credit risk group: the aging of receivables

       Provision by credit risk portfolio – Aging analysis




                                                         - 14 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(10)    Receivables(continued)

       Aging analysis method for the bad debt provision for the groups of receivables

                                                                        Provision for       Provision for other
                                                                     receivables (%)          receivables (%)

       Within 1 year                                                               0                         0
       1 to 2 years                                                             0-10                      0-10
       2 to 3 years                                                             0-30                      0-30
       3 to 4 years                                                             0-60                      0-60
       4 to 5 years                                                             0-60                      0-60
       Over 5 years                                                           50-100                    50-100

(c)    The receivables that are not individually significant but the provision is individually provided for

       The reason for individually bad debt provision is there is objective evidence that the Group will not
       be able to collect the full amount under the original terms. The method for providing the bad debt
       provision is based on the difference between the carrying amount of that receivable and the
       present value of its estimated future cash flows.

(d)    When the Group transfers the accounts receivable to financial institutions without recourse, the
       difference between proceeds derived from the transaction, net of the carrying amounts of the
       accounts receivable and relevant taxes is recognized in profit or loss for the current period.

(11)   Inventories

(a)    Categories

       Inventories include spare parts, fuel and low cost consumables, and are presented at the lower of
       cost and net realisable value.

(b)    Measurement upon issuance

       Cost of spare parts and fuel is determined on the weighted average method.

(c)    Determination of net realisable value and the method of provisions for impairment of inventories

       Provisions for declines in the value of inventories are determined at the carrying value of the
       inventories net of their net realisable value. Net realisable value is determined based on the
       estimated selling price in the ordinary course of business, less the estimated costs to completion
       and estimated costs necessary to make the sale and relevant taxes.


                                                        - 15 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(11)   Inventories

(d)    The Group adopts the perpetual inventory system

(e)    Amortisation of low cost consumables

       Low cost consumables are expensed upon issuance.

       Designated accounting period

(12)   Long-term equity investments

       Long-term equity investments comprise the Company’s equity investments in its subsidiaries, the
       Group’s long-term equity investments in its associates as well as the long-term equity investments
       where the Group does not have control, joint control or significant influence over the investees, and
       which are not quoted in an active market and whose fair value cannot be reliably measured.

       Subsidiaries are all investees over which the Company is able to control. Associates are all
       investees that the Group has significant influence on their financial and operating policies.

       Investments in subsidiaries are measured using the cost method in the Company’s financial
       statements, and adjusted using the equity method when preparing the consolidated financial
       statements. Investments in associates are accounted for using the equity method. Other long-term
       equity investments where the Group does not have control, joint control or significant influence over
       the investee, and which are not quoted in an active market and whose fair value cannot be reliably
       measured are accounted for using the cost method.

(a)    Determining initial investment cost

       Long-term equity investments accounted for using the cost method are measured at the initial
       investment cost. Long-term equity investments accounted for using the equity method, where the
       initial investment cost exceeds the Group’s share of the fair value of the investee’s identifiable net
       assets at the time of acquisition, the investment is initially measured at cost. Where the initial
       investment cost is less than the Group’s share of the fair value of the investee’s identifiable net
       assets at the time of acquisition, the difference is included in profit or loss for the current period and
       the cost of the long-term equity investment is adjusted accordingly.




                                                         - 16 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(12)   Long-term equity investments (continued)

(b)    Subsequent accounting and recognition of profit or loss

       For long-term equity investments accounted for using the cost method, investment income is
       recognised in profit or loss for the cash dividends or profit declared by the investee.

       When using the equity method of accounting, the Group recognised the investment income based
       on its share of net profit or loss of the investee. The Group discontinues recognising its share of net
       losses of an investee after the carrying amount of the long-term equity investment together with
       any long-term interests that, in substance, form part of the investor’s net investment in the investee
       are reduced to zero. However, if the Group has obligations for additional losses and the conditions
       on recognition of provision are satisfied in accordance with the accounting standards on
       contingencies, the Group continues to recognise the investment losses and the provision. For
       changes in owner’s equity of the investee other than those arising from its net profit or loss, the
       Group record directly in capital surplus its proportion, provided that the Group’s proportion of
       shareholding in the investee remains unchanged. The carrying amount of the investment is
       reduced by the Group’s share of the profit or cash dividends declared by an investee. The
       unrealised profits or losses arising from the intra-group transactions between the Group and its
       investees are eliminated to the extent of the Group’s interest in the investees, on the basis of which
       the investment gain or losses are recognised. The loss on the intra-group transaction between the
       Group and its investees, of which the nature is asset impairment, is recognised in full amount, and
       the relevant unrealised gain or loss is not allowed to be eliminated.

(c)    Determining control, joint control, significant influence over investees

       Control means that the investor has the power to govern the financial and operating policies so as
       to obtain benefits from their operating activities. The existence and effect of potential voting rights
       (including that derived from the convertible bonds and warrants that are currently convertible or
       exercisable) are considered to determine whether the Group has control over the investee.

       Joint control means that the investor has contractual obligation to control a certain economic
       activity, while such control only exists when the significant financial and operating policies relating
       to that activity are agreed upon by all investors sharing that control.

       Significant influence means that the investor has the right to participate in the determination of the
       investee’s financial and operating policies, but cannot control or joint control with other parties on
       the determination of these policies.




                                                        - 17 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(12)   Long-term equity investments (continued)

(d)    Impairment of long-term equity investments

       The carrying amount of long-term equity investments in subsidiaries and associates is reduced to
       the recoverable amount when the recoverable amount is less than the carrying amount (Note
       2(19)). When the long term investments which are not quoted in an active market and whose fair
       value cannot be reliably measured have impairment, the impairment loss is recognised at the
       differences between carrying amounts and the present value of future cash flow discounted using
       the prevailing market return rate on similar financial assets. Once the impairment loss is recognised,
       it is not allowed to be reversed for the value recovered in the subsequent periods.

(13)   Investment property

       Investment property, including land use rights that have already been leased out and buildings that
       held for the purpose of lease and buildings that is being constructed or developed for future use for
       leasing, is measured initially at the cost. Subsequent expenditures incurred for an investment
       property is included in the cost of the investment property when it is probable that economic
       benefits associated with the investment property will flow to the Group and the cost can be reliably
       measured, otherwise the expenditure is recognised in income statement in the period in which they
       are incurred.

       The Group adopts the cost model for subsequent measurement of the investment property.
       Buildings and land use rights are depreciated or amortised to allocate the costs of these assets to
       their estimated net residual values over their estimated useful lives. The estimated useful lives, the
       estimated net residual values expressed as a percentage of cost and the annual depreciation
       (amortisation) rates of the investment properties are as follows:

                                                                            Estimated    Annual depreciation
                                            Estimated useful lives      residual value    (amortization) rate

       Buildings                                      25 - 33 years              10%           2.7% to 3.6%
       Land use rights                                 8 - 38 years                 -         2.6% to 12.5%

       When an investment property is changed to an owner-occupied property, it is transferred to fixed
       assets or intangible assets at the date of such change. When an owner-occupied property is
       changed to be held to earn rental or for capital appreciation, the fixed asset or intangible asset is
       transferred to investment property at the date of such change at the carrying amount of the
       property.

       The estimated useful life, net residual value of an investment property and the depreciation
       (amortisation) method applied are reviewed, and adjusted as appropriate at each financial year end.


                                                               - 18 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(13)   Investment property (continued)

       An investment property is derecognised on disposal or when the investment property is
       permanently withdrawn from use and no future economic benefits are expected from its disposal.
       The amount of proceeds on sale, transfer, retirement or damage of an investment property less its
       carrying amount and related taxes and expenses is recognised in income statement for the current
       period.

       The carrying amount of investment property is reduced to the recoverable amount when the
       recoverable amount is less than the carrying amount (Note 2 (19)).

(14)   Fixed assets

(a)    Fixed assets recognition and initial measurement

       Fixed assets comprise harbor facilities, warehouses, container yards and buildings, machinery and
       equipment, motor vehicles, cargo ships and tugboats, and other equipments.

       Fixed assets purchased or constructed by the Group are initially measured at cost at the time of
       acquisition. Fixed assets contributed by the State-owned shareholders at the incorporation of a
       limited company are initially recorded at the valuation amount recognized by the State-owned
       assets supervision and administration department.

       Subsequent expenditures incurred for a fixed asset are included in the cost of the fixed asset when
       it is probable that economic benefits associated with the fixed asset will flow to the Group and its
       cost can be reliably measured. The carrying amount of those parts that are replaced is
       derecognized and all other subsequent expenditures are recognised in profit or loss in the period in
       which it is incurred.

(b)    Fixed assets depreciation

       Fixed assets are depreciated using the straight-line method to allocate the cost of the assets to
       their estimated residual values over their estimated useful lives. For the fixed assets being provided
       for impairment loss, the related depreciation charge is prospectively determined based upon the
       adjusted carrying amounts over their remaining useful lives.




       \

                                                       - 19 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(14)   Fixed assets (continued)

(c)    Fixed assets depreciation

       The estimated useful lives, the estimated residual values expressed as a percentage of cost and
       the annual depreciation rates are as follows:

                                                            Estimated         Estimated            Annual
                                                           useful lives   residual value depreciation rate

       Harbor facilities                                  5 - 50 years             10%         1.8%-18%
       warehouses, container yards and buildings          5 - 40 years             10%        2.25%-18%
       machinery and equipments                           5 - 15 years             10%           6%-18%
       motor vehicles, cargo ships and tugboats           5 - 20 years             10%         4.5%-18%
       other equipments                                        5 years             10%              18%

       The estimated useful life, the estimated net residual value of a fixed asset and the depreciation
       method applied to the asset are reviewed, and adjusted as appropriate at least at each financial
       year-end.

(d)    The carrying amount of fix assets is reduced to the recoverable amount when the recoverable
       amount is less than the carrying amount (Note 2(19).

(e)    Fixed assets disposal

       A fixed asset is derecognized on disposal or when no future economic benefits are expected from
       its use or disposal. The amount of proceeds on sale, transfer, retirement or damage of a fixed
       asset net of its carrying amount and related taxes and expenses is recognised in profit or loss for
       the current period.

(15)   Construction in progress

       Construction in progress is measured at actual cost. Actual cost comprises construction
       costs, ,installation cost, borrowing costs that are eligible for capitalization and other costs
       necessary to bring the fixed assets ready for their intended use. Construction in progress is
       transferred to fixed assets when the assets are ready for their intended use, and depreciation
       begins from the following month. The carrying amount of construction in progress is reduced to the
       recoverable amount when the recoverable amount is less than the carrying amount (Note 2(19)).




                                                      - 20 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(16)   Borrowing costs

       The borrowing costs that are directly attributable to the acquisition and construction of a fixed asset
       that needs a substantially long period of time of acquisition and construction for its intended use
       commence to be capitalised and recorded as part of the cost of the asset when expenditures for
       the asset and borrowing costs have been incurred, and the activities relating to the acquisition and
       construction that are necessary to prepare the asset for its intended use have commenced. The
       capitalisation of borrowing costs ceases when the asset under acquisition or construction becomes
       ready for its intended use, the borrowing costs incurred thereafter are recognised in profit or loss
       for the current period. Capitalisation of borrowing costs is suspended during periods in which the
       acquisition or construction of a fixed asset is interrupted abnormally and the interruption lasts for
       more than 3 months, until the acquisition or construction is resumed.

       For a borrowing specific for the acquisition, construction or production activities for preparing an
       asset eligible for capitalisation, the to-be-capitalised borrowing costs shall be determined according
       to the actual borrowing costs incurred less any income earned on the unused borrowing fund as a
       deposit in the bank or as a temporary investment.

       For the other borrowings related to acquisition, construction and production of a qualifying asset,
       the amount of to-be-capitalised borrowing costs shall be the lower of the actual borrowing costs
       incurred and the amount of qualifying asset not financed by specific borrowings multiplying
       capitalisation rate. The capitalisation rate is the weighted average interest rate of these borrowings.

(17)   Intangible assets

       Intangible assets including land use rights, coastal line use rights and computer software are
       measured at actual cost. Fixed assets contributed by the state-owned shareholders at the
       incorporation of a limited company are initially recorded at the valuation amount recognized by the
       state-owned assets supervision and administration department.

(a)    Land use rights

       Land use rights are amortised on the straight-line basis over their estimated useful lives of 20 - 50
       years. If the purchase costs of land use rights and attached buildings cannot be reliably allocated
       between the land use rights and buildings, for the purchase costs are recognised as fixed assets.

(b)    Coastal line use rights

       Coastal line use rights are amortised on the straight-line basis over periods of 5 - 50 years.

(c)    Computer software

       Computer software is amortised on a straight-line basis over periods of 3 - 5 years.

                                                       - 21 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(17)   Intangible assets (continued)

(d)    Periodical review of useful life and amortisation method

       For an intangible asset with a finite useful life, review and adjustment on useful life and
       amortization method are performed at each year-end.

       A provision for impairment and an impairment loss are recognized when the recoverable amount of
       an intangible assets is less than its carrying amount (2(19)).

(18)   Long-term prepaid expenses

       Long-term prepaid expenses include the expenditure for improvements to fixed assets under
       operating lease and other prepayments incurred but should be borne by the current and
       subsequent periods and amortised over more than one year. Long-term prepaid expenses are
       amortised on the straight-line basis over the expected beneficial period and are presented at cost
       net of accumulated amortisation.

(19)   Impairment of long-term assets

       Fixed assets, construction in progress, intangible assets with finite useful lives, investment
       properties measured using the cost model and long-term equity investments in subsidiaries, joint
       ventures and associates are tested for impairment if there is any indication that an asset may be
       impaired at the balance date. If the result of the impairment test indicates that the recoverable
       amount of the asset is less than its carrying amount, a provision for impairment and an impairment
       loss are recognised for the amount by which the asset’s carrying amount exceeds its recoverable
       amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and the
       present value of the future cash flows expected to be derived from the asset. A provision for asset
       Impairment is determined and recognised on an individual asset basis. If it is not possible to
       estimate the recoverable amount of an individual asset, the recoverable amount of the group of
       assets to which the asset belongs is determined. A group of assets is the smallest group of assets
       that is able to generate independent cash inflows.

       Separately recognised goodwill is tested at least annually for impairment, irrespective of whether
       there is any indication that the asset may be impaired. During the test, the carrying value of
       goodwill is allocated to the related asset group or groups of asset group which is expected to
       benefit from the synergies of the business combination. If the result of the test indicates that the
       recoverable amount of an asset group or groups of asset group including the goodwill allocated is
       lower than its carrying amount, the corresponding impairment loss is recognized. The impairment
       loss is first deducted from the carrying amount of goodwill allocated to the asset group or groups of
       asset group, and then deducted from the carrying amount of the remaining assets of the asset
       group or groups of asset group pro rata with goodwill.


                                                      - 22 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(19)   Impairment of long-term assets (continued)

       Once the asset impairment loss mentioned above is recognised, it is not allowed to be reversed
       even if the value is recovered in the subsequent periods.

(20)   Employee benefits

       Employee benefits mainly include wages or salaries, bonuses, allowances and subsidies, staff
       welfare, social security contributions, housing funds, labour union funds, employee education funds
       and other expenditures incurred in exchange for service rendered by employees.

       The Group has established a pension scheme for employees which is a defined contribution plan.
       The Group pays contributions at 5.5% to 6% of employees’ salary into the plan. The Group has no
       further obligations once the contributions have been paid. The contributions are recognised as
       employee benefit expense when they are due. The pension assets are hold by a trustee and are
       managed separately from the Group’s assets.

(21)   Profit distribution

       Proposed profit distribution is recognised as a liability in the period in which it is approved by the
       shareholders’ meeting.

(22)   Revenue recognition

       The amount of revenue is determined in accordance with the fair value of the consideration
       received or receivable for services in the ordinary course of the Group’s activities. Revenue is
       shown net of value-added tax, rebates, discounts and returns.

       Revenue is recognised when the economic benefits associated with the transaction will flow to the
       Group, the relevant revenue can be reliably measured and specific revenue recognition criteria
       have been met for each of the Group’s activities as described below:

(a)    Rendering of services

       The Group provides loading/unloading, transportation, logistic agency and other related harbor
       services to external customers. Revenue arising from provision of services is re ognised when
       services are completed and the amount of revenue and cost can be reliably measured .




                                                       - 23 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(22)   Revenue recognition (continued)

(b)    Transfer of asset use rights

       Interest income is recognised on a time-proportion basis using the effective interest method.

       Lease income from an operating lease is recognised on a straight-line basis over the period of the
       lease.

(23)   Government subsidies

       Government subsidy means the monetary or non-monetary assets obtained freely by an enterprise
       from the government, including tax returns, financial subsidies.

       Government subsidy is recognized unless the additional condition can be met and the subsidy can
       be received by the corporation. If the government subsidy is a monetary asset, it will be measured
       in the light of the received or receivable amount, if the government subsidy is a non-monetary asset,
       it shall be measured at its fair value. If its fair value cannot be obtained in a reliable way, it will be
       measured at its nominal amount.

       The government subsidies pertinent to assets will be recognized as other non-current debt-
       deferred income, equally amortized within the useful lives of the relevant assets and recognized as
       profit and loss at the same time. The government subsidies measured at their nominal amounts will
       be directly recognized as profit and loss in the current period.

       The government subsidies pertinent to incomes, those subsidies used for compensating related
       future expenses or losses will be recognized as deferred income and recognized as profit and loss
       during the period when the relevant expenses are recognized; those subsidies used for
       compensating related expenses or losses already existed will be directly recognized as income or
       cost in the current period.

(24)   Deferred revenue

       Deferred revenue is the advance from customers which should be amortised on a straight-line
       basis over the expected beneficial period and presented at cost net of accumulated amortization.




                                                        - 24 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(25)   Deferred tax assets and deferred tax liabilities

       Deferred tax assets and deferred tax liabilities are calculated and recognised based on the
       differences arising between the tax base of assets and liabilities and their carrying amount
       (temporary differences). Deferred tax asset is recognized for the deductible losses that can be
       carried forward to subsequent years for deduction of the taxable profit in accordance with the tax
       law. No deferred tax liability is recognised for a temporary difference arising from the initial
       recognition of goodwill. No deferred tax asset or deferred tax liability is recognized for the
       temporary differences resulting from the initial recognition of assets or liabilities due to a
       transaction other than a business combination, which affects neither accounting profit nor taxable
       profit (or deductible loss) At the balance sheet date, deferred tax assets and deferred tax liabilities
       are measured at the tax rates that are expected to apply to the period when the asset is realised or
       the liability is settled.

       Deferred tax assets are only recognised for deductible temporary differences, deductible losses
       and tax credits to the extent that it is probable that taxable profit will be available in the future
       against which the deductible temporary differences, deductible losses and tax credits can be
       utilised.

       Deferred tax liabilities are recognised for temporary differences arising from investments in joint
       ventures, subsidiaries and associates, except where the Group is able to control the timing of the
       reversal of the temporary difference, and it is probable that the temporary difference will not
       reverse in the foreseeable future. When it is probable that the temporary differences arising from
       investments in subsidiaries, joint ventures and associates will be reversed in the foreseeable
       future and that the taxable profit will be available in the future against which the temporary
       differences can be utilized, the corresponding deferred tax assets are recognized.

       Deferred tax assets and liabilities are offset and presented on net basis when:

               The deferred taxes are relate to the same taxable entity and same taxation authority, and;
               That taxable entity has a legally enforceable right to offset current tax assets against current
               tax liabilities.

(26)   Leases

       A finance lease is a lease that transfers substantially all the risks and rewards incidental to
       ownership of an asset. An operating lease is a lease other than a finance lease.

       Lease payments under an operating lease are recognised on a straight-line basis over the period of
       the lease, and are either capitalized as part of the cost of related assets, or charged as an expense
       for the current period.




                                                          - 25 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


2      Significant accounting policies and accounting estimates (continued)

(27)   Held for sale and discontinuing operations

       Non-current asset or components of the corporation which meet all three conditions below can be
       classified as hold for sale: (1) The agreement of disposal is made. (2) The contract which can not
       withdraw is signed by both corporation and the transferee. (3) The transfer will be completed with in
       a year.

       A non-current asset classified as an asset held for sale is presented as other current asset at the
       lower of the carrying amount and the fair value less costs to sell. Any excess of the carrying
       amount over the fair value less the costs to sell is recognised as asset impairment loss.

       Discontinuing operations are disposed or classified as hold for sale components which can be
       respectively identified from both operating and preparing the financial statements of the corporation.

(28)   Segment information

       The Group identifies operating segments based on the internal organization structure,
       management requirement and internal reporting, then discloses segment information of reportable
       segments which is based on operating segments.

       An operating segment is the component of the Group that all of the following conditions are
       satisfied: (1) that component can earn revenues and incur expenses from ordinary activities; (2)
       whose operating results are regularly reviewed by the Group’s management in order to make
       decisions about resources being allocated to the segment and assess its performance, and (3) for
       which the information of financial position, operating results and cash flows are available to the
       Group. If two or more operating segments have similar economic characteristics, and certain
       conditions are satisfied, they may be aggregated into one operating segment.

(29)   Critical accounting estimates and judgments

       The Group continually evaluates the critical accounting estimates and key judgements applied
       based on historical experience and other factors, including expectations of future events that are
       believed to be reasonable under the circumstances.

       There are no critical accounting estimates or key judgments of the Group in current year that will
       cause significant adjustments to the book value of assets and liabilities in next year.




                                                      - 26 -
     SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


     NOTES TO FINANCIAL STATEMENTS
     For The Six Months Ended 30 June 2011
     (All amounts in RMB unless otherwise stated)
     [English translation for reference only]


3   Taxation

     The types and rates of taxes applicable to the Group are set out below.

     Type                          Taxable basis                                                         Tax rate


     Enterprise income tax        Taxable income                                                         16.5%, 24% and 25%


     Value added tax (“VAT”)     Taxable income from vehicle maintenance and utilities supplies on     17%
                                    ships in shore (tax payable represents output VAT calculated using
                                    the taxable sales amount multiplied by the effective tax rate less
                                    deductible input VAT)
                                   Taxable income from sales of scraps                                   3%
                                   Taxable income from transfer of fixed asset (tax inclusive)           4% (levied by half)


     Business tax                 Taxable loading/unloading and transportation income                    3%
                                   Taxable warehousing, logistic agency and rental income                5%


     Urban maintenance and         VAT and Business tax paid                                             7%
       construction tax


     Education surplus            VAT and Business tax paid                                              3%and2%


     The applicable enterprise income tax rate for the Company and the subsidiaries located in
     Shenzhen Special Economic Zone had been 15%. Under the new CIT Law, the CIT income tax
     rate applicable to the Company and these subsidiaries will increase gradually to 25% within 5 years
     from 2009 to 2012. The applicable income tax rate for 2011 is 24%. (2010: 22%)

     The applicable enterprise income tax rate for the subsidiaries located in Dongguan city is 25%.
     (2010: 25%)

     Chiwan Wharf Holdings (H.K.) Limited (the “WHK”) and Chiwan Shipping (H.K.) Company Limited
     are subject to Hong Kong CIT income tax rate at 16.5% (2010: 16.5%).




                                                                 - 27 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


3     Taxation (continued)

      For the six months ended 30 June 2011, several subsidiaries of the Company are still in the tax
      holiday of “5 year exemption and 5 year half reduction”. The details are set out below.

(a)   The profit derived from berth #12 of CCT is entitled to full exemption from income tax for five years
      commencing from its first profit making year and a 50% exemption for the following five years. 2011
      is the eighth profit-making year of berth #12, CIT has been provided at a rate of 12% (2010: 11%).

(b)   The profit derived from berth #13 of CCT is entitled to full exemption from income tax for five years
      commencing from its first profit making year and a 50% exemption for the following five years when
      certain requirement met. 2011 is the seventh profit-making year of berth #13, CIT has been
      provided at a rate of 12% (2010: 11%).




                                                     - 28 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


4.    Business combination and consolidation of financial statements

(1)   Particulars of the subsidiaries

(a)   Subsidiaries established or invested by the Group

                                                                                                       Registered capital
                                                       Type of          Place of        Nature of                                                                                                                   Legal           Organization
                 Full name of investees                                                               (in ten thousand Yuan                 Principal activities                     Type of enterprise
                                                     subsidiaries     registration      business                                                                                                                representatives        code
                                                                                                     unless otherwise stated)

      Shenzhen Chiwan International Freight Agency                                                                                                                                    Domestically-funded

        Company Limited                                 Direct      Shenzhen, PRC      Logistics                        550                        Shipping agency service                         enterprise    Qu Jiandong      61885111-4


      Shenzhen Chiwan Terminal Company Limited       Direct and     Shenzhen, PRC      Logistics                                                                                      Domestically-funded
                                                       indirect
                                                                                                                      5,000                                        Port services                   enterprise    Zhao Qiang       19231989-1
      Shenzhen Chiwan Trains-Grains Terminal         Direct and     Shenzhen, PRC      Logistics                                                      Warehousing of grains Chinese-Foreign equity
        Company Limited                                indirect                                                       4,500                                                        joint venture                Zhang Jianguo 61893398-8
      Chiwan Wharf Holdings (H.K.) Limited              Direct      Hong Kong SAR, Investments                                                      Shipping agency service Foreign company
                                                                          PRC                                HKD1,000,000                                                                                            NA           NA
      Dongguan Chiwan Wharf Company Limited          Direct and     Dongguan, PRC      Logistics                                Port services, warehousing and other logistic Chinese-Foreign equity
                                                       indirect                                                      45,000                                             services joint venture                   Zhang Ning       79123972-X
      Dongguan Chiwan Terminal Company Limited       Direct and     Dongguan, PRC      Logistics                                Port services, warehousing and other logistic Chinese-Foreign equity
                                                       indirect                                                      30,000                                             services joint venture                    Wang Fen        67307267-4
                                                                    Hong Kong SAR, Investments
      Hinwin Development Limited                       Indirect           PRC                                   HKD10,000                                                   NA           Foreign company                    NA                 NA
                                                                      British Virgin
      Grossalan Investments Limited                    Indirect          Islands       Investments                   USD 1                                Investment holding             Foreign company                    NA                 NA




                                                                                                            - 29 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


4     Business combination and consolidation of financial statements (continued)

(1)   Particulars of the subsidiaries (continued)

(a)   Subsidiaries established or invested by the Group (continued)

                                                                                   Substantial net investment on the
                   Name of subsidiaries              Year end actual investment   subsidiaries recorded in other items       Interest held (%)   Voting right held (%)   Consolidated


      Shenzhen Chiwan International Freight Agency                   5,500,000                                           -        100%                  100%                Yes
         Company Limited


      Shenzhen Chiwan Terminal Company Limited                      50,000,000                                           -        100%                  100%                Yes


      Shenzhen Chiwan Trains-Grains Terminal                        45,000,000                                           -        100%                  100%                Yes
         Company Limited


      Chiwan Wharf Holdings (H.K.) Limited                           1,070,000                               11,004,285           100%                  100%                Yes


      Dongguan Chiwan Wharf Company Limited                        382,500,000                                           -         85%                   85%                Yes


      Dongguan Chiwan Terminal Company Limited                     300,000,000                                           -        100%                  100%                Yes


      Hinwin Development Limited                                     6,278,500                               94,014,181           100%                  100%                Yes


      Grossalan Investments Limited                                          8                                           -        100%                  100%                Yes

                                                                   790,348,508                             105,018,466




                                                                                                         - 30 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


4     Business combination and consolidation of financial statements (continued)

(1)   Particulars of the subsidiaries (continued)

(b)   Subsidiaries acquired under common control

                                                                                                             Registered capital
             Full name of investees              Type of                                 Nature of      (in ten thousand Yuan unless                                                             Legal

                                              subsidiaries       Place of registration   business            otherwise stated)                 Principal activities    Type of enterprise    representatives   Organization code


      Shenzhen Chiwan Harbour Container    Direct and indirect     Shenzhen, PRC            Logistics                             28,820 Container handling and       Chinese-Foreign
        Company Limited                                                                                                                  other port services          Equity joint venture       Zhang Ning          61881729-0


      Shenzhen Chiwan Transportation       Direct and indirect     Shenzhen, PRC            Logistics                              1,500 container transportation,    Chinese-Foreign
        Company Limited                                                                                                                  vehicle and port machinery Equity joint venture
                                                                                                                                         maintenance                                             Zhang Ning          61883349-3


      Chiwan Container Terminal Company    Direct and indirect     Shenzhen, PRC            Logistics                USD 95,300,000 Container handling and            Chinese-Foreign                Zheng
        Limited                                                                                                                          other port services          Equity joint venture        Shaoping           61881700-4


      Shenzhen Chiwan Shipping and         Direct and indirect     Shenzhen, PRC            Logistics                              2,400 Cargo shipping               Chinese-Foreign
        Transportation Company Limited                                                                                                                                Equity joint venture        Zhang Ning         61881638-6


      Chiwan Shipping (H.K.) Company             Indirect         Hong Kong, PRC            Logistics                    HKD 800,000 Shipping agency service          Foreign company
        Limited                                                                                                                                                                                           NA                NA




                                                                                                                - 31 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


4     Business combination and consolidation of financial statements (continued)

(1)   Particulars of the subsidiaries (continued)

(b)   Subsidiaries acquired under common control (continued)

                                                                              Substantial net
                                                                             investment on the                                                                                           Reversal of minority profit /

                                                     Year end actual      subsidiaries recorded in                                                                 Minority equity       loss interest from minority
                   Name of subsidiaries                investment               other items           Interest held (%)   Voting right held (%)   Consolidated        interest                 equity interest
      Shenzhen Chiwan Harbour Container Company
       Limited                                             250,920,000                            -                100%                  100%                Yes                     -                                   -


      Shenzhen Chiwan Transportation Company
       Limited                                                7,000,000                          19                100%                  100%                Yes                     -                                   -


      Chiwan Container Terminal Company Limited            485,990,004                            -                 55%                   55%                Yes        645,756,034                                      -


      Shenzhen Chiwan Shipping and Transportation

       Company Limited                                       24,000,000                           -                100%                  100%                Yes                     -                                   -


      Chiwan Shipping (H.K.) Company Limited                    856,000                           -                100%                  100%                Yes                     -                                   -
      Shenzhen Chiwan Harbour Container Company
       Limited

                                                           768,766,004                           19                                                                     645,756,034                                      -


      All above subsidiaries and the Company had been under common control by Nanshan Group before and after the acquisition.

                                                                                                         - 32 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


4     Business combination and consolidation of financial statements (continued)

(1)   Particulars of the subsidiaries (continued)

(c)   Subsidiaries acquired not under common control :


                                          Place of         Registered
                                        registration        capital      Principal activities   Interest held (%)   Voting right held (%)

                                     Hong Kong SAR,
       Hinwin Development Limited    PRC                 HKD10,000              NA                   100%                   100%


(2)   Entities newly or no longer included in the consolidation scope

      Entities newly in the consolidation scope is Hinwin Development Limited.

(3)   There is no loss of subsidiary due to disposal of shares and loss of control during the year.

(4)   Exchange rates adopted on the translation of major financial statement items of the foreign
      operating entities

                                                           Balance Sheet Item                                  Revenue, expense
                                                 30 June 2011            31 December 2010                      and cash flow item


      Chiwan Shipping (H.K.)                       1HKD = 0.85RMB                1HKD = 0.85RMB Current exchange rate of the
        Company Limited                                                                              transaction
      Grossalan Investments Limited                1HKD = 0.85RMB                1HKD = 0.85RMB Current exchange rate of the
                                                                                                     transaction




                                                                - 33 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5     Notes to the consolidated financial statements

(1)    Cash at bank and on hand

                                                        30 June 2011                                     31 December 2010
                                        Original          Exchang            RMB             Original        Exchang           RMB
                                        currency           e rate          equivalent        currency         e rate         equivalent


       Cash on hand-
         RMB                                        -               -            12,334                  -             -           8,829
         HKD                                 1,861            0.85                1,582           2,557          0.85              2,174
         USD                                       71         6.62                 470                  71       6.62                470
                                                                                 14,386                                           11,473
       Cash at bank-
         RMB                                        -               -     747,524,500                    -             -    605,086,621
         HKD                          165,607,468             0.85        140,766,348       196,006,858          0.85       166,605,829
         USD                            4,981,897             6.62         32,980,158         1,336,616          6.62         8,848,399
                                                                          921,271,006                                       780,540,849
       Other cash balances-
         RMB                                        -               -       1,885,913                    -             -      1,066,932
         HKD                                16,847            0.85               14,320        116,847           0.85             99,320
         USD                                        -         6.62                      -            228         6.62              1,509
                                                                            1,900,233                                         1,167,761
                                                                          923,185,625                                       781,720,083


(2)    Notes receivable

                                                                                  30 June 2011                31 December 2010

       Bank acceptance notes                                                                     -                          4,640,000

(3)    Interest receivable

                                                    31 December Current year                  Current year         30 June
                                                        2010       additions                   decreases
                                                                                                                           2011

       Interest receivables                             1,318,202                535,000        (1,729,869)                   123,333

       There was no interest overdue as at 30 June 2011 and 31 December 2010.




                                                                        - 34 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated financial statements (continued)

(4)   Accounts receivable

                                                                                  30 June 2011                     31 December 2010

      Accounts receivable                                                           246,607,337                              179,822,749
      Less: provision for bad debts                                                   (49,994)                                 (49,994)
                                                                                    246,557,343                              179,772,755

(a)   The ageing of accounts receivable is analysed below:

                                                                                  30 June 2011                     31 December 2010

      Within 1 year                                                                 246,524,014                              179,739,426
      Over 3 year                                                                        83,323                                   83,323
                                                                                    246,607,337                              179,822,749

(b)   Accounts receivable are analysed by categories as follows:

                                                       30 June 2011                                          31 December 2010

                                         Book amount            Provision for bad debts             Book amount          Provision for bad debts

                                                  % of total   Provision for       % of                     % of total   Provision for       % of

                                       Amount      balance       bad debts      balance          Amount      balance         bad debts    balance

      Receivables that are
         individually significant   171,126,329         69%               -               -   135,313,207   75%                      -         -
      Others                        75,481,008          31%        (49,994)         0%        44,509,542        25%            (49,994)       0%

                                    246,607,337       100%         (49,994)         0%        179,822,749     100%             (49,994)       0%

      
      The management classified the five largest accounts receivable as “receivables that are
      individually significant”.

(c)   As at 30 June 2011, receivables that are individually significant and impaired are analysed as
      follows:

                                                                                                                     % of the balance
                                                                                                  Provision for bad    and reason of
                                                                                Amount                          debt       impairment
      Customer A                                                           74,288,026                                    -       Not applicable
      Customer B                                                           43,273,723                                    -       Not applicable
      Customer C                                                           22,710,438                                    -       Not applicable
      Customer D                                                           21,112,381                                    -       Not applicable
      Customer E                                                            9,741,761                                    -       Not applicable
                                                                          171,126,329                                    -

                                                                       - 35 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]
      
5     Notes to the consolidated financial statements (continued)

(4)   Accounts receivable (continued)

(d)   The aging analysis of the receivables that are grouped and impaired is as follows:

                                                     30 June 2011                                            31 December 2010

                                       Book amount            Provision for bad debts              Book amount           Provision for bad debts

                                                 % of total Provision    for %         of                   % of total Provision   for %          of
                                      Amount     balance        bad debts    balance              Amount      balance      bad debts    balance


      Within 1 year
                                   75,397,685        31%                 -                    44,426,219         25%                -              -
      Over 3 years                     83,323         0%         (49,994)        60%              83,323         0%         (49,994)        60%
                                   75,481,008        31%         (49,994)         0%          44,509,542         25%        (49,994)         0%


(e)   As at 30 June 2011, no balances included in above accounts receivable are due from the
      shareholders of the Company who hold over 5% shares with voting rights (31 December 2010:
      Nil).

(f)   As at 30 June 2011, the Group’s five largest accounts receivable balances are analysed as
      follows:

                                Relationship                                                                      % of total accounts
                            with the Group             Amount                                Duration             receivable balance
                                                                                       Within 1 year and
      Customer A                 Third party               74,288,026                       1 to 2 years                           30%
      Customer B                 Third party               43,273,723                       Within 1 year                          17%
      Customer C                 Third party               22,710,438                       Within 1 year                          9%
      Customer D                 Third party               21,112,381                       Within 1 year                          9%
      Customer E                 Third party                9,741,761                       Within 1 year                          4%
                                                           171,126,329                                                             69%




                                                                    - 36 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated financial statements (continued)

(4)   Accounts receivable (continued)

(g)   Accounts receivable due from related parties are analysed as follows:

                                                                                     30 June 2011                         31 December 2010

                                                                                                    Provision                                    Provision
                                         Relationship with the                         % of total     for bad                       % of total     for bad

                                         Group                            Amount         balance        debts        Amount          balance         debts


      China Merchants Maritime           Notes7(4)                        1,655,720        0.7%             -         344,900           0.2%             -
        Logistics(Shenzhen)Co.,Ltd(“
        CMML”)
      Shenzhen Southsea Grains           Notes7(4)                        1,107,347        0.4%             -         110,521           0.1%             -
        Industries Limited (“Southsea
        Grains”)
      CPSB                               Notes7(4)                        1,050,490        0.4%             -
                                         Notes7(4)
      Shenzhen Mawan Port Co., Ltd.                                       1,017,088        0.4%             -         998,942           0.6%             -
        (“SMP”)
                                         Notes7(4)
      Shenzhen Mawan Wharf Co,                                             413,293         0.2%             -         397,090           0.2%             -
        Ltd.(“SMW”)
                                         Notes7(4)
      Shekou Container Terminals                                           107,050         0.1%             -         907,600           0.5%             -
        Limited
                                         Notes7(4)
      COCL                                                                  50,000         0.0%             -                   -            -           -
                                         Notes7(4)
      Haiqin Engineering                                                    29,040         0.0%             -                   -            -           -
                                         Notes7(4)
      Nantian Oilmills                                                       9,519         0.0%             -         562,957           0.3%             -
                                                                          5,439,547        2.2%             -       3,322,010           1.9%             -


(h)   The following accounts receivable are denominated in foreign currencies:

                                                         30 June 2011                                            31 December 2010
                                            Original        Exchang                RMB                Original       Exchang               RMB
                                           currency              e rate        equivalent            currency          e rate           equivalent


      USD                                5,615,833                 6.62 37,176,814                  4,025,498            6.62 26,648,794
      HKD                                1,638,811                 0.85 1,392,989                   1,551,068            0.85  1,318,408
                                                                        38,569,803                                            27,967,202




                                                                            - 37 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated financial statements (continued)

(5)   Other receivables

                                                                                  30 June 2011                 31 December 2010

      Current accounts with counterparties                                               50,304,853                       49,746,197
      Staff advances                                                                      3,063,415                        1,066,432
      Deposits                                                                            3,256,176                        2,427,356
      Others                                                                                166,060                          736,021
                                                                                         56,790,504                       53,976,006
      Less: Provision for bad debts                                                      (1,210,645)                      (1,210,645)
                                                                                         55,579,859                       52,765,361

(a)   The ageing of other receivables is analysed below:

                                                                       30 June 2011                     31 December 2010

      Within 1 year                                                           54,168,267                           52,147,049
       1 to 2 years                                                            1,163,858                              158,164
      2 to 3 years                                                               444,742                              418,316
      3 to 4 years                                                               428,694                              475,805
      4 to 5 years                                                                     -                              130,563
      Over 5 years                                                               584,943                              646,109
                                                                              56,790,504                           53,976,006

(b)   Other receivables are analysed by categories as follows:

                                                     30 June 2011                                     31 December 2010
                                       Book amount             Provision for bad debts       Book amount             Provision for bad debts
                                                 % of total   Provision for      % of                 % of total    Provision for      % of
                                       Amount     balance        bad debts    balance        Amount    balance         bad debts    balance


      Receivables that are
        individually significant
        and individually provided
        for bad debt                47,066,017       83%       (874,000)        1.9%     47,492,149        88%       (520,000)        1.1%
      Receivables that are
       grouped and provided for
       bad debt                      9,724,487       17%       (336,645)        3.5%      6,483,857        12%       (690,645)      10.7%
                                    56,790,504      100%      (1,210,645)       2.1%     53,976,006      100%       (1,210,645)       2.2%




                                                                    - 38 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated financial statements (continued)

(5)   Other receivables (continued)

(c)   As at 30 June 2011, the bad debt provision for other receivables that are individually significant
      or individually insignificant but subject to separate impairment assessment is made as follows:

                                                                                           Provision for
                                                                   Book amount               bad debts          % of balance              Reason


      Media Port Investments Limited                                   44,879,120                      -                      -                   NA
      CMML                                                               1,046,897                     -                      -                   NA
      Beijing Tonggang Ltd                                                   520,000           (520,000)                  100%                    (i)

      Shenzhen          Xuqin   Industrial   Development   Co.,                                                                       The ageing of
      Ltd.(“Xuqin”)                                                        320,000           (192,000)                   60%    other receivables
                                                                                                                                      The ageing of
      Petro china(ShenZhen)Oil Products Supply Co.,Ltd                     300,000           (162,000)                   54%    other receivables

                                                                       47,066,017              (874,000)



(i)   As at 30 June 2011 this item aged above 3 years, and the counterparty was already bankrupted.
      The Group is of the view that the receivable is fully irrecoverable, thus full provision has been
      made for this.

(d)   The aging analysis for other receivables that are grouped and provided for bad debt is as
      follows:

                                                   30 June 2011                                            31 December 2010

                                     Book amount           Provision for bad debts            Book amount             Provision for bad debts
                                                  % of                                                        % of
                                                   total   Provision for         % of                         total   Provision for       % of
                                    Amount     balance       bad debts        balance        Amount        balance      bad debts     balance


      Within 1 year              5,718,134        10.0%                 -              -   4,778,114          8.9%                -           -
      1 to 2 years               2,589,487         4.6%           (15,816)       0.6%       158,164           0.2%        (15,816)      10.0%
      2 to 3 years                 430,426         0.8%           (83,663)      19.4%       418,316           0.8%        (83,663)      20.0%
      Over 3 years                 986,440         1.7%       (237,166)         24.0%      1,129,263          2.1%       (591,166)      52.3%
                                 9,724,487        17.1%       (336,645)          3.5%      6,483,857         12.0%       (690,645)      10.7%


(e)   As at 30 June 2011, the Group did not have any balances which were due to parties having 5%
      or above shareholdings in the Company (31 December 2010: Nil).




                                                                            - 39 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated financial statements (continued)

(5)   Other receivables (continued)

(f)   As at 30 June 2011, the Group’s five largest other receivables balances are analysed as follows:

                                                                                                                       % of total
                                                                                                                        accounts
                                                               Relationship with the                                   receivable
                                                               Group                     Amount           Duration       balance

                                                               Associate of the Group
      Media Port Investment Limited(i)                                                   44,879,120    Over 3 years    79%
                                                               Associate of the Group
      CMML                                                                               1,046,897     Within 1 year         2%

      Beijing Tonggang Ltd                                     Third party                 520,000     Over 3 years          1%
      Shenzhen          Xuqin   Industrial   Development   Co., Controlled by the same
      Ltd.(“Xuqin”)                                          parent company              320,000     Over 3 years          1%

      Petrochina(ShenZhen)Oil Products Supply Co.,Ltd Third party                        300,000     Over 3 years          0%

                                                                                          47,066,017                       83%



(i)   On 30 September 2002, China Merchants Holdings (International) Company Limited (the “CMHI”,
      a listed company in Hong Kong) and Shenzhen South Oil (Group) Company Limited (the
      “SSOG”) entered into an agreement called the “Agreement on Cooperation and Development of
      Mawan Port” (the “Development Agreement”) to incorporate three joint ventures, namely SMW,
      SMP and Shenzhen Mawan Terminals Co., Ltd. (“SMT”) (together referred to as “Mawan
      Companies”), to construct and operate the berth 0#, 5#, 6#, 7# and 8# in Mawan Port.

      According to the Development Agreement, CMHI and the Group will incorporate an associated
      corporation (Note 5 (10)) Media Port Investments Limited (the “MPIL”) first with equal
      percentage of equity held respectively. MPIL then incorporates the abovementioned three joint
      ventures together with SSOG, at 60% and 40% equity interest therein respectively. The total
      investment by the shareholders in these three Mawan joint ventures amounts to RMB
      1,200,000,000.

      In 2003, according to the arrangement under the Development Agreement, WHK, a subsidiary
      of the Company, provided an interest free shareholder’s loan of HKD 169,815,000 to MPIL, and
      MPIL then injected the amount to the three Mawan companies as their paid-in capital. In 2006,
      the interest free shareholder’s loan was increased by HKD 39,320,388 and the increment was
      paid to the three companies by MPIL as paid-in capital. During year 2010, pursuant to meeting
      of board of directors of MPIL, such shareholders’ loans were decided to be partially repaid by
      portion according to the operation and funding situation of the Mawan companies. Therefore,
      the balance reduced to RMB 44,879,120 as at 30 June 2011 and the group estimated the
      receivable will be recovered within one year and recorded it as current asset.




                                                                         - 40 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated financial statements (continued)

(5)   Other receivables (continued)

(g)   Other receivables due from related parties are analysed as follows:

                                                                           30 June 2011                                    31 December 2010

                                          Relationship with                      % of total                                         % of total
                                          the Group                               accounts                                          accounts
                                                                                 receivable   Provision for                         receivabl        Provision for
                                                                       Amount             s      bad debt              Amount              es           bad debt


      Media Port Investment Limited       Notes7(4)               44,879,120         79.0%                    -      44,879,120         83.1%                        -
                                          Notes7(4)
      CMML                                                          1,065,147         1.8%                    -         57,821           0.1%                        -
                                          Notes7(4)
      Xuqin                                                            320,000        0.6%       (192,000)             320,000           0.6%           (192,000)
                                          Notes7(4)
      CPSB                                                             135,622        0.2%                    -        135,622           0.3%                        -
                                          Notes7(4)
      Shekou      Container   Terminals
        Limited                                                         58,071        0.1%                    -                 -                -                   -
                                          Notes7(4)
      SMW                                                               40,409        0.1%                    -         79,083           0.1%                        -
                                          Notes7(4)
      SMP                                                               28,290        0.1%                    -         20,961           0.1%                        -

                                                                  46,526,659         81.9%       (192,000)           45,492,607         84.3%           (192,000)



(h)   The following other receivables are denominated in foreign currencies:

                                                        30 June 2011                                              31 December 2010
      Foreign currency                       Original     Exchang                   RMB               Original        Exchang                           RMB
                                            currency          e rate        equivalent               currency            e rate              equivalent


      USD                                   137,410            6.62             909,654             125,650                6.62                  831,801
      HKD                                   470,417            0.85             399,854             196,519                0.85                  167,041
                                                                           1,309,508                                                             998,842


(6)   Advance to suppliers

(a)   The ageing of advance to suppliers is analysed below:

                                                      30 June 2011                                        31 December 2010
                                                                  % of total                                                        % of total
                                                  Amount          balance                                         Amount            balance

      Within 1 year                          32,299,796                      99.8%                     31,256,172                                    100%
      1 to 2 years                               75,536                       0.2%                              -                                        -
                                             32,375,332                      100%                      31,256,172                                    100%



                                                                       - 41 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated financial statements (continued)

(6)   Advance to suppliers (continued)

(b)   As at 30 June 2011, the Group’s five largest advance to suppliers balances are analysed as
      follows:

                                               Relationship                              % of total
                                               with the                                advance to        Time of
                                               Group                   Amount            suppliers prepayment                         Unsettled reason
                                                                                                                         Relevant goods or services

      Tianjin Dredging Co., Ltd                Third party         13,740,000               42.4%      Year2010                       were not provided
                                                                                                       Year2011          Relevant goods or services
      Huidong construction engineering Co.,
      LTD                                   Third party             7,480,141               23.1%                                     were not provided
                                                                                                                         Relevant goods or services
      Wuhan construction first construction
      Co., LTD. Of shenzhen branch          Third party             6,275,200               19.4%      Year2011                       were not provided

                                                                                                       Year2011          Relevant goods or services
      The Shanghai machinery equipment
      Co., LTD                         Third party                  2,235,000                6.9%                                     were not provided
      The    People’s   Insurance   Company                                                                             Relevant goods or services

      (Group) of China Limited                 Third party            841,972                2.6%      Year2011                       were not provided

                                                                   30,572,313               94.4%



(c)   As at 30 June 2011, no balances of advance to suppliers were with related parties (31
      December 2010: Nil).

(d)   As at 30 June 2011, no balances of advance to suppliers were with related parties (31
      December 2010: Nil).

(7)   Inventories

(a)   Inventories by categories are analysed as follows:

                                                          30 June 2011                                             31 December 2010

                                                             Provision for                                            Provision for
                                                          declines in the                                           declines in the
                                                                 value of             Net book                            value of           Net book
                                                Cost          inventories                value              Cost       inventories               value


      Spare parts                       27,450,930            (3,396,128)        24,054,802           26,001,106       (3,396,128)         22,604,978

      Fuel                               1,287,014                      -            1,287,014         1,281,346                 -          1,281,346
      Low cost consumables                 43,530                       -              43,530             2,202                  -              2,202

                                        28,781,474            (3,396,128)        25,385,346           27,284,654       (3,396,128)         23,888,526




                                                                            - 42 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated financial statements (continued)

(7)   Inventories(continued)

(b)   Provision for declines in the value of inventories is analysed as follows:

                                          31 December      Current year                                        30 June 2011

                                                 2010         provisions       Current year decreases
                                                                               Reversals       Written-off


      Spare parts                            (3,396,128)                -               -                -      (3,396,128)
                                             (3,396,128)                -               -                -      (3,396,128)


(c)   Details about provision for declines in the value of inventories is as follows:

                                                                                              % of current year reversals to
                                    Basis of provision     Reason of current year reversals         stock year end balance


                           Net realizable value lower
                        than the book value of spare
          Spare parts                             parts                      Not applicable                  Not applicable


(8)   Available-for-sale financial assets

                                                                   30 June 2011                  31 December 2010


      Available-for-sale equity investments                                  5,410,000                        6,640,000

      Available-for-sale financial asset represented 1,000,000 PRC legal person shares of Jiangsu
      Expressway (the “Jiangsu Expressway”) held by the Company. As at 30 June 2011, the market
      value of the stocks in Shanghai Stock Exchange per the closing market price of the last trading
      day of the first half of the year 2011 was RMB 5,410,000. Fair value change of RMB 934,800
      has been debited to capital surplus.




                                                               - 43 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated financial statements (continued)

(9)   Long-term equity investments

                                                              30 June 2011         31 December 2010

      Joint ventures (a)                                          779,055,546             763,011,159
      Associates (b)                                              509,714,759             373,001,527
      Other long-term equity investment (c)                        17,037,500              17,037,500
                                                                1,305,807,805           1,153,050,186
      Less: Provision for impairment of long-term equity
      investments (d)                                              (3,128,300)             (3,128,300)
                                                                1,302,679,505           1,149,921,886

      As at 30 June 2011, the long-term equity investments of the Group were not subject to
      restriction on disposal or remittance of return on investments.




                                                     - 44 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated and the Company’s financial statements (continued)

(9)   Long-term equity investments (continued)

(a)   Joint venture

                                                                                              Current year additions / decreases
                                                                                                                                                                                                                        Provision

                                                                                                                                                                                                                               for
                                                                                                                           Cash                                                                           Provision   impairment
                                                         Initial                                 Share of net          dividends     Other                                                 Reason of            for
                                                                                                                                                                                                                          made in
                                       Accounting   investment     31 December   Additional   profit or loss of    announced by      equity       30 June   Interest   Voting    inconsistent interest   impairment
                                          method           cos           2010    investment       associates          associates   changes          2011         %     right %    % and voting right       balance    current year



      China Overseas Harbour               Equity

        Affairs (Laizhou) Co., Ltd *      method 749,655,300       763,011,159            -      16,044,387                    -          -   779,055,546     40%        40%          Not applicable              -              -



      * According to the investment agreement with shareholders of COHA and its constitutions, operating and other significant affairs should be effective
      after the approval of director from our side, therefore the company is under common control of our company and other shareholders and will be
      consolidated as joint venture.




                                                                                                                  - 45 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated and the Company’s financial statements (continued)

(9)   Long-term equity investments (continued)

(b)   Associates

                                                                                                Current year additions / decreases
                                                                                                                                                                                                                            Provision
                                                                                                                            Cash                                                                              Provision            for
                                                      Initial                                     Share of net         dividends         Other                                                 Reason of            for   impairment
                                    Accounting   investment     31 December    Additional         profit or loss    announced by         equity      30 June    Interest    Voting   inconsistent interest   impairment       made in
                                       method          cost           2010    investment         of associates        associates       changes          2011         %     right %    % and voting right       balance    current year


      Shenzhen Cyber-harbour
        Network Co., Ltd.(“Cyber       Equity
        Network”)                     method     1,875,000      12,869,241                 -        (296,450)        (1,224,863)             -    11,347,928 23.16%       23.16%         Not applicable              -              -
                                        Equity
      CMML                             method    80,000,000      66,766,772   95,898,285               291,914                     -          -   162,956,971     40%        40%          Not applicable              -              -
                                        Equity
      MPIL*                            method      139,932      293,365,514                 -      42,044,346                      -          -   335,409,860     50%        50%          Not applicable              -              -

                                                                373,001,527   95,898,285           42,039,810         (1,224,863)             -   509,714,759                                                         -              -




      * The Company held 50% equity in MPIL, but has no control over it. Thus MPIL was treated as an associate of the Company. As stated in Note 5(9),
      the Company held 30% equity of the three Mawan Companies through MPIL.




                                                                                                                   - 46 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated financial statements (continued)

(9)   Long-term equity investments (continued)

(c)   Other long-term equity investment

                                                             Initial                      Current year                                                        Reason of        Provision                 Provision    Current year
                                         Accounting     investment                         additions /                           Interest   Voting inconsistent interest for impairment        for impairment made declared cash
                                            method            cost     31 December 2010   decreases               30 June 2011        %     right %    % and voting right       balance             in current year       dividend


      China Ocean Shipping Agency                Cost
       (Shenzhen) Company Limited           method      13,510,000           13,510,000                   -         13,510,000      15%       15%         Not applicable              -                           -              -
      Shenzhen Petro-chemical Industry           Cost

       (Group) Company Limited.             method       3,500,000            3,500,000                   -          3,500,000 0.26%        0.26%         Not applicable    (3,117,800)                           -              -
      Guangdong Guang Jian Group                 Cost
       Company Limited                      method          27,500               27,500                   -            27,500 0.02%         0.02%         Not applicable      (10,500)                            -              -

                                                                             17,037,500                   -         17,037,500                                              (3,128,300)                           -              -



(d)   Provision for impairment of long-term equity investments

                                                                                                                                               Current year                 Current year
                                                                                                              31 December 2010                        additions                decreases                 30 June 2011


      Other long-term equity investment
        -Shenzhen Petro-chemical Industry (Group) Company Limited                                                   (3,117,800)                               -                            -               (3,117,800)
        -Guangdong Guang Jian Group Company Limited                                                                    (10,500)                               -                            -                   (10,500)
                                                                                                                    (3,128,300)                               -                            -               (3,128,300)


                                                                                                         - 47 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(10)   Investment in joint ventures and associates

                                                                   Voting right
                                                   Interest held          held                          30 June 2011                               For the six Months Ended June 30 2011

                                                                                       Total assets       Total liabilities         Net assets   Operating revenue        Net profit / (loss)


       Joint venture –
        China Overseas Harbour Affairs
          (Laizhou) Co., Ltd                               40%            40%        1,895,115,164         139,242,538           1,755,872,626        149,222,893               39,788,459


       Associates –
        China Merchants Holdings (international)
          information technology company Ltd           23.16%         23.16%           64,288,693            12,933,127            51,355,566          22,548,876               (1,280,010)
        CMML                                               40%            40%        1,309,030,133         975,865,786            333,164,347          67,665,988                 (669,515)
        MPIL                                               50%            50%     HKD 481,344,703      HKD 105,892,865        HKD 375,451,838                     -            HKD (1,300)


       All above summary financial information of the joint venture and associates are extracted from their statutory financial statements or management
       accounts. The Group has applied the accounting policy of the Group to the results of the joint venture and associates in equity accounting of the share
       of results of the joint venture and associates.




                                                                                              - 48 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(11)   Investment properties

                                                      31 December        Current year   Current year
                                                         2010               additions     decreases    30 June 2011


       Cost totals                                     50,658,833         20,013,200               -     70,672,033
         Buildings / properties                        19,149,868         20,013,200               -     39,163,068
         Land use right                                31,508,965                   -              -     31,508,965


       Accumulated depreciation /
         amortization totals                           21,279,289         12,800,487               -     34,079,776
         Buildings / properties                         8,234,247         12,493,604               -     20,727,851
         Land use right                                13,045,042            306,883               -     13,351,925


       Book value totals                               29,379,544                   -              -     36,592,257
         Buildings / properties                        10,915,621                   -              -     18,435,217
         Land use right                                18,463,923                   -              -     18,157,040


       In the first half of 2011, investment properties depreciation / amortisation was RMB 699,235
       (Jan.-Jun 2010: RMB453,552).

       In the first half of 2011, the previously self occupied properties with net book value RMB
       7,911,949 (Cost of RMB20,013,200) was leased out in current year, and therefore, such assets
       were transferred from fixed assets and intangible assets to investment properties at the dates of
       transfers.

       As at 30 June 2011 and 31 December 2010, none of the investment properties have obtained
       Building and Land Ownership Certificate. Please refer to Note 5(14) for the reason and
       measures taken by management.




                                                                - 49 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(12)   Fixed assets

                                                       31 December         Current year           Current year            30 June
                                                          2010                additions             decreases              2011


       Cost totals                                      4,236,465,750            4,678,032         (23,419,019)          4,217,724,763

           Harbor facilities                            1,315,344,468                     -       (17,147,200)           1,298,197,268
           Warehouses, container yards and buildings      700,915,560             142,696          (3,342,092)            697,716,164
           Machinery and equipments                     1,874,315,547             982,769                        -       1,875,298,316
           Motor vehicles, cargo ships and tugboats       254,367,036            2,664,105         (2,382,800)            254,648,341
           Other equipments                                91,523,139             888,462            (546,927)             91,864,674


       Accumulated depreciation totals                  1,522,787,834          80,579,340          (14,695,204)          1,588,671,970

           Harbor facilities                             227,871,832           12,032,249           (9,537,665)           230,366,416

           Warehouses, container yards and buildings      199,385,996            6,615,637          (2,579,400)           203,422,233
           Machinery and equipments                       907,292,082          51,916,431                            -    959,208,513
           Motor vehicles, cargo ships and tugboats       120,599,575            7,047,723          (2,142,486)           125,504,812
           Other equipments                                67,638,349            2,967,300            (435,653)            70,169,996


       Net book amount totals                           2,713,677,916                         -                      -   2,629,052,793

           Harbor facilities                            1,087,472,636                         -                      -   1,067,830,852
           Warehouses, container yards and buildings      501,529,564                         -                      -    494,293,931
           Machinery and equipments                       967,023,465                         -                      -    916,089,803
           Motor vehicles, cargo ships and tugboats       133,767,461                         -                      -    129,143,529
           Other equipments                                23,884,790                         -                      -     21,694,678


       Provision for impairment loss totals                60,720,001                         -                      -     60,720,001
           Harbor facilities                                           -                      -                      -               -
           Warehouses, container yards and
                                                                                              -                      -
       buildings*                                          60,695,381                                                      60,695,381
           Machinery and equipments                                    -                      -                      -               -
           Motor vehicles, cargo ships and tugboats              24,620                       -                      -         24,620
           Other equipments                                            -                      -                      -               -


       Net book value totals                            2,652,957,915                                     -              2,568,332,792

           Harbor facilities                            1,087,472,636                         -                      -   1,067,830,852
           Warehouses, container yards and buildings      440,834,183                         -                      -    433,598,550
           Machinery and equipments                       967,023,465                         -                      -    916,089,803
           Motor vehicles, cargo ships and tugboats       133,742,841                         -                      -    129,118,909
           Other equipments                                23,884,790                         -                      -     21,694,678




                                                           - 50 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(12)   Fixed assets (continued)

(*)    In 2007, the Group planned to relocate part of the general cargo business and facilities to
       Dongguan Machong Port, and made certain impairment provision of certain demolition for
       related warehouses, container yards and buildings accordingly. As at 30 June 2011, the
       management of the Group considered that impairment provision against the fixed assets were
       sufficient.

       Depreciation charge in the first half of 2011 amounted to RMB 80,579,340(Jan.-Jun.2010: RMB
       89,525,942). In the first half of 2011, depreciation expenses of RMB 76,874,148 (Jan.-Jun.2010:
       RMB86,107,646) and RMB3,705,192 (Jan.-Jun.2010: RMB 3,418,296) were charged to cost of
       revenue and general and administrative expenses, respectively.

       Fixed assets amounted to RMB 661,400(Jan.-Jun.2010: RMB46,085,622) were transferred from
       construction in progress in the first half of year.

(a)    Temporary idle fixed assets

       As at 30 June 2011, buildings, machinery and equipment with a net book amount of
       approximately RMB 1,940,528 (cost: RMB 28,298,184) were temporary idle (31 December 2010:
       net book amount: RMB 1,994,990 (cost: RMB 28,738,184)), due to that management has not
       designated their usage. Details are as follows:

                                                                   Accumulated                    Net book
                                                           Cost     depreciation   Impairment       amount


       Warehouses, container yards and buildings      28,298,184    (26,357,656)            -     1,940,528


       Management is of the view that such idle fixed assets are expected to put into use in the future,
       or the recoverable amount is larger than the net book value, thus no impairment provision is
       needed.

(b)    Fixed assets with ownership certificates to be obtained

       As at 30 June 2011, ownership certificates of buildings (“Buildings and Land Ownership
       Certificates”) for certain buildings of the Group with net book value of approximately RMB
       85,502,427 (cost: RMB 212,427,825) had not yet been obtained (31 December 2010: carrying
       amount: RMB 62,095,750 (cost: RMB 128,793,948). For fixed assets with which book value of
       RMB 28,360,473(cost: RMB 94,282,156), please refer to Note 5(14) for the reason and
       response from management and the rest is on the process of getting ownership certificates.




                                                        - 51 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(13)   Construction in progress

                                                      30 June 2011                                    31 December 2010
                                                        Provision for            Net                      Provision for          Net
                                         Book value      impairment        book value    Book value        impairment      book value


       13 berths of the coastline of
       extended                        144,669,558                -     144,669,558      1,380,600                  -      1,380,600
       Berth 4#-5#, Machong Port        42,513,499                -      42,513,499      7,222,455                  -      7,222,455
       Tug 2                            27,008,939                -      27,008,939      5,060,834                  -      5,060,834
       Berth 2#-3#, Machong Port        20,490,332                -      20,490,332        64,129                   -        64,129
       Quay crane                      19,575,000                 -      19,575,000              -                  -              -
       CTOS System                     11,499,413                 -      11,499,413              -                  -              -
       Others                            2,992,439                -       2,992,439       865,498                   -       865,498
                                       268,749,180                -     268,749,180     14,593,516                  -     14,593,516




                                                                      - 52 -
         SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


         NOTES TO FINANCIAL STATEMENTS
         For The Six Months Ended 30 June 2011
         (All amounts in RMB unless otherwise stated)
         [English translation for reference only]


5        Notes to the consolidated financial statements (continued)

(13)     Construction in progress (continued)

(a)      Movement of significant construction in progress

                                                                                                                                                     Perce

                                                                                                                                             % of    ntage    Accumulated        Borrowing

                                                                                  Transfer to fixed                                        actual       of      capitalised cost capitalised         Weighted

                                                     31 December   Current year   assets during the                                        cost to   compl      borrowing         In Jan.-             average      Sources of

       Name of projects                Budget               2010      additions        current year   Other reduction       30 June 2011   budget    etion            cost         Jun.2011        interest rate    fund



       13 berths of the coastline of
                                                                                                                                                                                                                    Self Funding
       extended                        373,080,000     1,380,600   143,288,958                  -                -          144,669,558       39%       39%                  -                 -                -   and loan
                                                                                                                                                                                                                    Self Funding
       Berth 4#-5#, Machong Port       194,965,171     7,222,455    35,291,044                  -                       -    42,513,499       22%       22%                  -                 -                -   and loan
                                                                                                                                                                                                                    Self Funding
       Berth 2#-3#, Machong Port       331,850,000       64,129     20,426,203                  -                -           20,490,332        6%        6%                  -                 -                -   and loan
                                                                                                                                                                                                                    Self Funding
       Tug 2                            38,000,000     5,060,834    21,948,105                  -                -           27,008,939       71%       71%        228,388           194,609          5.679%        and loan
                                                                                                                                                                                                                    Self Funding
       Quay crane                      130,500,000             -    19,575,000                  -                -           19,575,000       15%       15%                  -                 -                -   and loan

                                                                                                                                                                                                                    Self

       CTOS System                      31,040,542             -    11,499,413                  -                       -    11,499,413       37%       37%                  -                 -                -   Funding

                                                                                                                                                                                                                    Self

       Others                          174,704,988      865,498      2,788,341          (661,400)                       -     2,992,439        2%        2%                  -                 -            -       Funding

                                                      14,593,516   254,817,064          (661,400)                       -   268,749,180                            228,388           194,609




                                                                                                       - 53 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(13)   Construction in progress (continued))

(b)    As at 30 June 2011, the progresses for significant constructions are analysed as below:

                                                       Progress                 Notes

                                                               Progress is estimated based                       on
                                             In survey and site the percentage of injection                      vs.
       13 berths of the coastline of extended preparation       budget
                                                               Progress is estimated based                       on
                                             In survey and site the percentage of injection                      vs.
       Berth 4#-5#, Machong Port               preparation      budget
                                                               Progress is estimated based                       on
                                             In survey and site the percentage of injection                      vs.
       Berth 2#-3#, Machong Port               preparation      budget

(14)   Intangible assets

                                                      31 December        Current year   Current year
                                                         2010               additions     reductions   30 June 2011


       Original cost totals                           1,531,257,503                -              -    1,531,257,503
       Land use rights – prepaid under lease (a)     1,419,159,549                -              -    1,419,159,549
       Land use rights– purchased                      19,343,189                 -              -      19,343,189
       Computer software                                19,868,628                 -              -      19,868,628
       Coastal line use rights                          72,886,137                 -              -      72,886,137


       Accumulated amortization totals                 (457,009,684)     (19,244,482)             -     (476,254,166)
       Land use rights – prepaid under lease (a)      (436,282,005)     (16,524,485)             -     (452,806,490)
       Land use rights– purchased                       (1,456,075)      (1,952,356)             -       (3,408,431)
       Computer software                                (17,763,788)       (355,995)              -      (18,119,783)
       Coastal line use rights                           (1,507,816)       (411,646)              -       (1,919,462)


       Net book value totals                          1,074,247,819                -              -    1,055,003,337
       Land use rights – prepaid under lease (a)      982,877,544                 -              -     966,353,059
       Land use rights– purchased                      17,887,114                 -              -      15,934,758
       Computer software                                  2,104,840                -              -        1,748,845
       Coastal line use rights                          71,378,321                 -              -      70,966,675


       In the first half of 2011, the amortisation of intangible assets amounted to RMB 19,244,482 (Jan.-
       Jun.2010: RMB 18,880,351).




                                                                - 54 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(14)   Intangible assets(continued)

(a)    Group has leased from Nanshan Group several plots of land with a total area of 752,699 sq.
       meters within Chiwan port for a lease term of 20 - 50 years with up-front payments of RMB
       684,453,783 made. The lands were injected by Shenzhen Investment Holding Corporation in 1982
       as part of the consideration in acquiring the equity interests of Nanshan Group. As the PRC laws
       prevailing at that time did not provide for a mechanism for the issuance of official certificates of the
       land use rights, Nanshan Group has not obtained the land use right certificates of the leased land
       so far.

       In June 2003 and September 2004, CCT entered into a land use agreement with Nanshan Group
       and leased two plots of land, one with an area of 117,827.2 square meters for 40.5 years and the
       other with an area of 171,089.478 square meters for 39 years, at the consideration of RMB
       271,002,558 and RMB 444,832,643 respectively. Also no official certificates for such lands were
       obtained by Nanshan Group. Correspondingly, the buildings located on such lands have not
       obtained relevant real estate certificates.

       Nanshan Group issued irrevocable and unconditional letters of indemnity to the Group in March
       2001, June 2003 and September 2004, undertaking to indemnify the Group against any losses
       arising from or in connection with the leased land use rights.

       Based on the situations above, directors of the company believed there is no significant impairment
       risk will be caused by the absence of land use right certificate and no significant contingency exist.

       The company notice that Nanshan Group is actively settling the historical problem with relevant
       government department and it is just not possible to predict exact time of obtaining relevant legal
       certificates.

(15)   Goodwill

                                                      31 December        Current year   Current year   30 June
                                                         2010               additions     decreases    2011


       CCT (a)                                          10,858,898                  -              -   10,858,898
       Hinwin Development Limited (b)                               -      4,385,897               -    4,385,897
                                                        10,858,898         4,385,897               -   15,244,795


       (a) The goodwill arose from the acquisition of the minority interests in CCT, being the difference of
       the additional cost of investment and the Group’s share of the fair value of the identifiable net
       assets in CCT.
       (b) The goodwill arose from the acquisition of the shareowner in Hinwin Development Limited in
       May 2010,being the difference of the cost of investment and the Group’s share of the fair value of
       the identifiable net assets in Hinwin Development Limited.

                                                                - 55 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(15)   Goodwill (continued)

(a)    Impairment

       Goodwill allocated to the asset groups or compositions of asset groups of the Group at impairment
       tests are summarized by operating segments as follows:

                                                                30 June 2011                   31 December 2010
       Loading and unloading business -
       Mainland China                                                    10,858,898                       10,858,898



       The recoverable amount of the asset groups and compositions of asset groups was determined
       according to the 5-year budget approved by the management, and calculated per cash flow
       forecasts. Estimated growth rate in cash flow above this 5-year was calculated as follows.

       Major assumptions applied in the future cash flow forecast method:

                                                                                 Loading and unloading
                                                                               business – Mainland China
       Growth rate                                                                                      0%
       Gross margin                                                                                    57%
       Discount rate                                                                                 13.2%

       The weighted average growth rate that management adopted is consistent with forecasts in
       relevant industry analysis reports, and did not exceed the long-term average growth rate of various
       services. Management developed a budgeted gross profit margin according to experience and
       forecast in market development, as well as the pre-tax interest rate that can reflect the specific risk
       of relevant asset group or combination of asset group, as discount rate. Such assumptions are
       applied to analyse the asset group or combination of asset group within relevant operating segment.

(16) Long-term prepaid expenses

                                            31    December      Current year    Current year        Other       30 June
                                                      2010         additions amortisations      decreases       2011


       Construction expenditure of Tonggu
        sea-route (a)                            59,026,284               -      (922,285)            -     58,103,999
       Foresea packing ground                    3,624,552                -      (604,092)            -      3,020,460
       Improvement to fixed assets under
        operating leases                              710,553   1,380,000         (86,771)            -      2,003,782
       Golf membership                                486,800             -       (71,489)            -       415,311
                                                 63,848,189     1,380,000      (1,684,637)            -     63,543,552

                                                                - 56 -
           SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


           NOTES TO FINANCIAL STATEMENTS
           For The Six Months Ended 30 June 2011
           (All amounts in RMB unless otherwise stated)
           [English translation for reference only]


 5         Notes to the consolidated financial statements (continued)

(16)     Long-term prepaid expenses(continued)

            (a)In 2007, the Shenzhen municipal government commenced the construction work of the public sea
           route connecting Tonggu sea route, Shekou port area, Chiwan port area, Mawan port area,
           Qianhaiwan port area and Dachanwan port area (“Tonggu Sea Route”). As required by a decision by
           the government, 60% of construction expenditure would be allocated to the port operators while the
           remaining 40% born by the government. The port operators in Western Shenzhen port areas were
           allocated 35% of the total expenditure, and subsequently agreed the portion to each operator, taking
           into accounts of the factors including the function, waterfront length, berthing ship of each porter etc.
           The total expenditure of RMB 64,560,000 were allocated to the Group and accounted for as Long
           term prepaid expenses, being amortized on a straight line basis over 35 years which is the expected
           useful live of Tonggu Sea Route starting from 2008 when the Tonggu Sea Route was ready for use.

 (17) Other non-current assets

           In March 2006, the Company entered into the agreement of “Frame contract for cooperation on
           usage of quay and land for berth 2# & 5# at Machong Port in Dongguan” with Dongguan Humen
           Port Administration Commission to purchase the use right of 1,200 meters coast line for berth 2# to
           5# in Dongguan Machong Port, extending 700 meters from the front of terminal , equal to an area
           of 800,000 square meters at a consideration of RMB 260,000,000. Up to 30 June 2011, the
           Company has paid the first four installments of the consideration. As the Group has not obtain the
           land use right certificate, the relevant payments were therefore recognized as other non-current
           assets.

(18)      Deferred tax assets and deferred tax liabilities

     (a)   Deferred tax assets before offsetting

                                                          30 June 2011                            31 December 2010
                                                                         Deductible                              Deductible
                                                                         temporary                               temporary
                                             Deferred tax           difference and                           difference and
                                                assets                        losses   Deferred tax assets               losses


           Provision for asset impairment         15,485,248              65,587,348          15,485,248             65,587,348
           Deductible losses                      14,580,112              67,326,990          14,580,112             67,326,990
           Depreciation of fixed assets
           and amortization of intangible
           assets                                 12,495,066              50,145,172          12,495,066             50,145,172
           Accrued expenses                        5,582,196              25,714,331           6,162,977             28,134,252
           Pre-operational expenses                1,390,282               9,100,033           1,390,282              9,100,033
           Others                                  1,969,977               8,758,878           1,969,977              8,757,878
                                                  51,502,881             226,632,752          52,083,662         229,051,673



                                                                   - 57 -
          SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


          NOTES TO FINANCIAL STATEMENTS
          For The Six Months Ended 30 June 2011
          (All amounts in RMB unless otherwise stated)
          [English translation for reference only]


5         Notes to the consolidated financial statements (continued)

(18)      Deferred tax assets and deferred tax liabilities (continued)

    (b)   Deferred tax liabilities before offsetting

                                                                  30 June 2011                              31 December 2010
                                                  Deferred tax           Taxable temporary        Deferred tax         Taxable temporary
                                                    liabilities              difference             liabilities            difference


          Change in fair value of available for
          sale   equity    financial    assets
          recorded in capital surplus                    1,029,600               4,290,000               1,324,800             5,520,000


    (c)   Analysis about deductible temporary differences and losses that the Group did not recognise
          deferred tax assets for is as follows:

                                                                                   30 June 2011                   31 December 2010

          Deductible losses                                                                  5,170,629                    5,170,629
          Deductible temporary differences                                                           -                            -
                                                                                             5,170,629                    5,170,629

    (d)   The above deductible losses that no deferred tax assets have been provided for will expire in the
          following years:

                                                                                   30 June 2011                   31 December 2010

          2013                                                                                  83,654                       83,654
          2014                                                                                 379,817                      379,817
          2015                                                                               4,707,158                    4,707,158
                                                                                             5,170,629                    5,170,629

    (e)   As at 30 June 2011, there were no offsets between deferred tax assets and liabilities (31
          December 2010: Nil).




                                                                        - 58 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


 5     Notes to the consolidated financial statements (continued)

(19) Provision for impairment of assets

                                                  31 December   Current year                  Current year                              30 June
                                                        2010         addition                    reduction                               2011
                                                                                Reverse         Utilized       Foreign exchange
                                                                                                                 translation
                                                                                                                 differences


       Bad debt provisions                         1,260,639                -             -                -                   -    1,260,639
       Bad debt provision for accounts
         receivable                                  49,994                 -             -                -                   -      49,994
       Bad debt provision for other receivable     1,210,645                -             -                -                   -    1,210,645
       Provision for declines in the value of
         inventories(Note 5(7))                    3,396,128                -             -                -                   -    3,396,128
       Provision for impairment of long-term
         equity investments (Note 5(9))            3,128,300                -             -                -                   -    3,128,300
       Provision for impairment of fixed assets
       (Note 5(12))                               60,720,001                -             -                -                   -   60,720,001
                                                  68,505,068                -             -                -                   -   68,505,068


(20) Short-term borrowings

                                                                                30 June 2011                     31 December 2010

       Bank loans - unsecured                                                      1,463,550,000                         1,225,550,000

       The above bank loans includes 577,000,000 denominated in RMB(31 December 2010:
       390,000,000) and 1,043,000,000 denominated in HKD(31 December 2010: 983,000,000), the latter
       is equivalent to RMB 886,550,000 (31 December 2010: 835,550,000).

       As at 30 June 2011, the weighted average interest rate of the short-term borrowings was 3.95%per
       annum (2010: 3.68%).

(21) Notes payable

                                                                        30 June 2011                           31 December 2010

       Bank acceptance notes                                                     1,875,000                                1,895,750

       As at 30 June 2011, RMB 1,875,000 had an expected maturity within 1 year (31 December 2010:
       RMB 1,895,750).




                                                                      - 59 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated financial statements (continued)

(22) Accounts payable

                                                           30 June 2011                    31 December 2010

      Construction amounts payable                                 236,219,323                    160,673,611
      Service amounts payable                                       28,293,021                     20,810,343
      Material purchase amounts payable                              9,538,728                     23,131,022
      Rental payables                                                5,745,552                      5,238,273
      Machinery procurement amounts payable                          2,415,767                      4,870,002
                                                                   282,212,391                    214,723,251

(a)   As at 30 June 2011, the Group did not have any accounts payable balances which were due to
      parties having 5% or above shareholdings in the Company except for the amount due to Nanshan
      Group below. (31 December 2010: nil).

(b)   Accounts payable due to related parties:

                                                                            30 June                31 December
                                                                             2011                      2010

      Nanshan Group                                                              6,586,827                  8,583,552
      Shenzhen Haiqin Engineering Supervision Co. Ltd.
      (“Haiqin Engineering”)                                                   5,062,227                  9,972,227
      China Merchants Holdings (international) information
      technology company Ltd                                                     703,812                            -
      Nantian Youpo                                                              202,409                      202,361
      Xuqin                                                                      140,950                    1,760,479
                                                                              12,696,225                   20,518,619

(c)   As at 30 June 2011, accounts payable with aging over 1 year amounting to RMB 136,346,284 (31
      December 2010: RMB 148,390,794) were mainly payable for construction. As the related
      construction projects have not been completed yet, the accounts have not been settled. Up to the
      approval date of these financial statements, RMB46,569,225 was paid.

(d)   The following accounts payable balances are denominated in foreign currency:

                                     30 June 2011                                          31 December 2010
                Original currency     Exchange rate   RMB equivalent   Original currency   Exchange rate      RMB equivalent


      USD             5,644                6.62           37,363               7,433            6.62              49,208
      HKD        1,081,827                 0.85          919,553          1,359,449             0.85            1,155,532
                                                         956,916                                                1,204,740



                                                          - 60 -
        SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


        NOTES TO FINANCIAL STATEMENTS
        For The Six Months Ended 30 June 2011
        (All amounts in RMB unless otherwise stated)
        [English translation for reference only]


5       Notes to the consolidated financial statements (continued)

(23)   Advances from customers

                                                                           30 June 2011               31 December 2010

        Service fee receipt in advance                                             5,163,375                  4,769,320

(a)     As at 30 June 2011, the Group did not have any advance from customers balances which were due
        to parties having 5% or above shareholdings in the Company (31 December 2010: Nil).

(b)     As at 30 June 2011, no balances of advance from customers were from related parties (31
        December 2010: Nil).

(c)     As at 30 June 2011, no balances of advance from customers were aged above 1 year (31
        December 2010: 1,100,684).

(24)   Employee benefits payable

                                                       31 December        Current year    Current year      30 June
                                                          2010               additions      reductions       2011


        Wages and salaries, bonuses, allowances
            and subsidies                                27,253,030        89,071,040     (95,249,514)     21,074,556
        Staff welfare                                                -      2,409,406      (2,409,406)                -
        Social security contributions                        10,256         8,159,864      (8,160,306)          9,814
        Including: Medical insurance                                 -      1,279,510      (1,279,510)                -
                    Basic pension                                    -      6,456,075      (6,456,075)                -
                    Unemployment insurance                           -       122,122           (122,122)              -
                    Employment injury insurance              10,256          130,970           (131,412)       9,814
                    Generational insurance                           -       171,187           (171,187)              -
        Defined contribution plan *                         125,952         1,400,251      (1,526,203)                -
        Housing funds                                        11,810         5,518,648      (5,530,458)                -
        Labor union and employee education funds          9,528,864         3,937,864      (2,781,902)     10,684,826
        Others                                                       -         96,240           (96,240)              -
                                                         36,929,912       110,593,313      115,754,029     31,769,196


        *    On 3 June 2008, the Group participated in a group defined contribution plan of Nanshan Group
             approved by Shenzhen government. The above pension contributions were paid into the plan
             through Nanshan Group.

        As at 30 June 2011, employee benefits payable balance did not include default items (31
        December 2010: Nil).




                                                                 - 61 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(24)   Employee benefits payable (continued)

       Pursuant to the resolution of 2004 general meeting of shareholders on 17 May 2005, it s resolved
       that the management team will be granted a performance reward scheme basing on the current
       year net profit and yearly net asset return ratio. The Company has provided RMB 14,917,004 of
       management reward in the first half of 2011 (Jan.-Jun.2010: 2,932,054), which was debited to
       general and administrative expenses.

(25)   Taxes payable

                                                       30 June 2011            31 December 2010

       Enterprise income tax payable                             29,006,918            69,788,458
       Withholding tax payable                                   23,736,008            23,736,008
       Business tax payable                                       5,745,215             4,834,815
       Value-added-tax payable                                       49,934                95,738
       Others                                                     3,519,097             2,128,501
                                                                62,057,172            100,583,520

(26)   Interest payable

                                                       30 June 2011            31 December 2010

       Interest payable for long-term
         borrowings that interests are payable
         by installment and principal at maturity                 905,272                 769,567
       Interest payable for short-term
       borrowings                                                2,385,855              2,188,839
                                                                 3,291,127              2,958,406

(27)   Dividends payable

                                                          30 June 2011           31 December 2010

       Payable to International Enterprise Co., Ltd.             121,367,360            121,367,360
       Payable to Hidoney Developments Co., Ltd.                  91,983,683             91,983,683
       Nanshan Group                                             171,681,743                      -
       Public A Shares                                            43,552,280                      -
       Public B Shares                                            83,291,584                      -
                                                                 511,876,650            213,351,043




                                                       - 62 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(27)   Dividends payable(continued)

       As at 30 June 2011, the balances were payable to the minority shareholders of CCT, one of the
       subsidiaries of the Company, being dividends declared for 2010,and The company in July 2011
       assigned 2010 dividend.

(28)   Other payables

                                                               30 June 2011         31 December 2010

       Security expense payable                                     18,111,185              16,713,645
       Temporary receipts                                            9,300,759              14,143,124
       Due to employees                                              5,248,250                 819,218
       Deposits received                                             2,515,822               1,944,902
       Service fees                                                  1,748,152                 951,137
       Due to Nanshan Group                                          1,557,047                  28,278
       Insurance indemnity                                           1,365,425               1,386,919
       Audit fee payable                                                     -               1,680,000
       Others                                                        8,911,981               7,360,583
                                                                    48,758,621              45,027,806

(a)    As at 30 June 2011, except for the amount due to Nanshan Group, the Group did not have any
       other payables which were due to parties having 5% or above shareholdings in the Company.

(b)    Other payables due to related parties:

                                                               30 June 2011         31 December 2010
       Nanshan Group                                                 1,557,047                48,304
       China Merchants International Cold Chain
       (Shenzhen)Co.,Ltd(“CMICCL”)                                   253,800                 253,800
       CMML                                                             53,380                       -
       SMP                                                              41,633                  20,894
                                                                     1,906,220                 322,998

(c)    As at 30 June 2011, other payables with aging over 1 year amounting to RMB 7,961,443 (31
       December 2010: RMB8,435,721) are mainly deposits. As the relevant business keeps running, the
       amounts have not been settled. Up to the approval date of these financial statements, there was no
       significant repayment.




                                                      - 63 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(28)   Other payables (continued)

(d)    The following other payable balances are dominated in foreign currency:

                                           30 June 2011                            31 December 2010
                             Original         Exchang     RMB             Original     Exchan       RMB
                             currency          e rate   equivalent        currency      ge rate  equivalent

       USD                            -               6.62          -       533,500      6.62    3,531,770
       HKD                      417,311               0.85    354,714       327,518      0.85      278,390
                                                              354,714                            3,810,160

(29)   Current portion of non-current liabilities

                                                                      30 June 2011       31 December 2010

       Current portion of long-term borrowings (a)                        280,500,000           408,000,000
       Current portion of deferred revenue(Note 5(31))                      4,951,750             4,951,750
                                                                          285,451,750           412,951,750

(a)    Current portion of long-term borrowings

                                                                      30 June 2011       31 December 2010

       Bank borrowings - unsecured                                        280,500,000           408,000,000

       As at 30 June 2011, the balance of current portion of long- term borrowings represented the
       borrowing of HKD 100,000,000 by the Company and the borrowings by the Company’s subsidiary
       Chiwan container terminals Co.,Ltd(“CCT”) of HKD 230,000,000.




                                                             - 64 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(29)   Current portion of non-current liabilities (continued)

       Top five current portion of long-term borrowings:

                            Borrowing                        Curren

                             beginning    Borrowing ending     cy      Interest rate (%)         30 June 2011                      31 December 2010
                                                                                                Original               RMB          Original             RMB

                                                                                               currency           equivalent       currency         equivalent



       Nanyang             19 October     19 October 2011    HKD      1.13%-1.57%           150,000,000        127,500,000     150,000,000        127,500,000
         Commercial Bank 2009

       Nanyang             22 July 2008   25 June 2011       HKD      1.079%-1.523%                        -              -    139,000,000        118,150,000
         Commercial Bank

       Nanyang             17 September 17 September         HKD      1.69%-2.23%           100,000,000         85,000,000     100,000,000        85,000,000
         Commercial Bank 2009             2011

       Nanyang             31 July 2008   25 July 2011))     HKD      1.29%-2.03%            80,000,000         68,000,000      80,000,000         68,000,000
         Commercial Bank

       Nanyang             25 June 2008 25 June 2011         HKD      1.079%-1.523%                        -              -     11,000,000          9,350,000
         Commercial Bank

                                                                                           330,000,000         280,500,000     480,000,000       408,000,000



(30)   Special Payables

                                                                                               30 June 2011                     31 December 2010

       Refunds of Harbor Construction Fee                                                                  76,528,850                          69,119,645

       The item is refunds of harbor construction fee to the company and its subsidiary CCT from
       Shenzhen traffic bureau. According to 
       released by Ministry of Finance, the fund should be managed in separate account and can be only
       used on fundamental facilities’ construction of marine transportation.

(31)   Other non-current liabilities

                                                                                               30 June 2011                     31 December 2010
       Deferred revenue
       - Business Contract (a)                                                                             55,455,081                          57,841,707
       - Government grant related to asset (b)                                                              8,000,000                           8,000,000
                                                                                                           63,455,081                          65,841,707




                                                                                  - 65 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(31)   Other non-current liabilities(continued)

(a)    Business Contract

       31 December 2010
       - the portion of current liabilities                                                 4,951,750
       - the portion of non-current liabilities                                            57,841,707
                                                                                           62,793,457

       Current year reduction                                                              (2,386,626)



       Less: the portion of current liabilities                                           (4,951,750)
       30 June 2011                                                                        55,455,081

       Residual useful years                                                                 12-13 年

       Deferred revenue is amortised on a straight-line basis over the expected beneficial period of 20
       years and is presented at cost net of accumulated amortisation.

(b)    Government grant related to asset

       The item is government subsidies received which based on  (NDRC[2010] No.1263). The total received amount is 8
       million yuan.




                                                      - 66 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(32)   Share capital

                                                      31 December 2010                                      Current year additions / decreases                        30 June 2011
                                                                         Issuance of       Presented       Shares converted from
                                                                         new shares           shares       accumulation fund                     Others   Sub-total


       Shares with restriction on disposal -
         State shares                                               -                  -               -                   -                          -           -              -
         PRC legal person shares                                    -                  -               -                   -                          -           -              -
         Other domestic shares                               673,252                   -               -                   -                 161,862      161,862          835,114
         Including: Domestic shares of legal
                        person other than the State                 -                  -               -                   -                          -           -              -
                    Natural person shares                    673,252                   -               -                   -                 161,862      161,862          835,114
         Foreign shares                                             -                  -               -                   -                          -           -              -
         Including: Foreign legal person shares                     -                  -               -                   -                          -           -              -
                    Natural person shares                           -                  -               -                   -                          -           -              -
                                                             673,252                   -               -                   -                 161,862      161,862          835,114


       Shares without restriction on disposal -
         Common shares in RMB                             464,789,805                  -               -                   -                          -           -    464,789,805
         Domestically listed foreign shares               179,300,673                  -               -                   -                 (161,862)    (161,862)    179,138,811
                                                          644,090,478                  -               -                   -                 (161,862)    (161,862)    643,928,616
                                                          644,763,730                  -               -                   -                          -           -    644,763,730




                                                                                                 - 67 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(32)   Share capital(continued)

       Since the share reformation scheme came into effect on 30 May 2006, the non tradable shares became tradable in 1 to 3 years. Up to 30 June 2011, all the
       shares held by Nanshan Group have become tradable.

                                                      31 December 2009                                     Current year additions / decreases                                31 December 2010
                                                                         Issuance of       Presented       Shares converted from
                                                                         new shares        shares          accumulation fund                    Others       Sub-total
       Shares with restriction on disposal -

         State shares                                               -                  -               -                    -                            -               -                 -
         PRC legal person shares                                    -                  -               -                    -                            -               -                 -
         Other domestic shares                                361,942                  -               -                    -                   311,310         311,310              673,252
         Including: Domestic shares of legal person
                        other than the State                        -                  -               -                    -                            -               -                 -
                    Natural person shares                     361,942                  -               -                    -                   311,310         311,310              673,252
         Foreign shares                                             -                  -               -                    -                            -               -                 -
         Including: Foreign legal person shares                     -                  -               -                    -                            -               -                 -
                    Natural person shares                           -                  -               -                    -                            -               -                 -
                                                              361,942                  -               -                    -                   311,310         311,310              673,252
       Shares without restriction on disposal -
         Common shares in RMB                             464,789,805                  -               -                    -                            -               -       464,789,805
         Domestically listed foreign shares               179,611,983                  -               -                    -                   (311,310)      (311,310)         179,300,673
                                                          644,401,788                  -               -                    -                   (311,310)      (311,310)         644,090,478
                                                          644,763,730                  -               -                    -                            -               -       644,763,730




                                                                                                    - 68 -
        SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


        NOTES TO FINANCIAL STATEMENTS
        For The Six Months Ended 30 June 2011
        (All amounts in RMB unless otherwise stated)
        [English translation for reference only]


5       Notes to the consolidated financial statements (continued)

(33)   Capital surplus

                                                                    31 December       Current year        Current year
                                                                            2010          additions         reductions      30 June 2011


        Share premium                                                142,786,083        24,440,000                      -    167,226,083
        Other capital surplus—
            Change in fair value of available-for-sale financial
            assets
              - Total (Note 5(8))                                      5,520,000                     -     (1,230,000)         4,290,000
              - Deferred tax liabilities (Note 5(18))                  (1,324,800)         295,200                      -     (1,029,600)
            Transfer from the balance of capital surplus                                                                -
            recognised under previous accounting system (a)            (2,781,133)                   -                        (2,781,133)
            Others                                                          709,605      1,210,000                      -      1,919,605
                                                                     144,909,755        25,945,200         (1,230,000)       169,624,955


                                                                   31 December        Current year       Current year       31 December
                                                                       2009            additions          reductions           2010


        Share premium                                                142,786,083                     -                  -    142,786,083
        Other capital surplus—
            Change in fair value of available-for-sale financial
            assets
              - Total (Note 5(8))                                      6,020,000          (500,000)                     -      5,520,000
              - Deferred tax liabilities (Note 5(18))                  (1,324,400)            (400)                     -     (1,324,800)
            Transfer from the balance of capital surplus                                                                -
            recognised under previous accounting system (a)            (2,781,133)                   -                        (2,781,133)
            Others                                                          709,605                  -                  -        709,605
                                                                     145,410,155          (500,400)                     -    144,909,755


(a)     Balances of capital surplus recognized under previous accounting system mainly include:

        -During 2003 to 2005, the Group provided shareholder’s loan of RMB 100,000,000 to Mawan
        companies. According to related circular CK(2001)64 regarding accounting treatment of sales of
        assets between related parties issued by the Ministry of Finance, that part of interest received
        that exceeded the market interest rate of RMB 7,124,745 was recorded in capital surplus.

        -On 1 January 2006, CCT changed its recording currency from Hong Kong dollar to Renminbi
        yuan. According to the relevant PRC regulations, the exchange differences arising from
        translation of foreign capital and other equity accounts are recorded in capital surplus. The
        Group debited the portion of CCT’s capital and other equity accounts of RMB 10,086,842,
        calculated based on the proportion of equity interest the Group held in CCT, to capital surplus.



                                                                   - 69 -
        SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


        NOTES TO FINANCIAL STATEMENTS
        For The Six Months Ended 30 June 2011
        (All amounts in RMB unless otherwise stated)
        [English translation for reference only]


5       Notes to the consolidated financial statements (continued)

(34)   Surplus reserve

                                                                             Current year             Current year
                                                 31 December 2010                additions              reductions       30 June 2011


        Statutory surplus reserve                   383,570,404                 38,122,001                      -        421,692,405


                                                                             Current year            Current year        31 December
                                                 31 December 2009                additions             reductions                2010


        Statutory surplus reserve                   355,134,736                 28,435,668                      -        383,570,404


        In accordance with the Company Law and the Company’s Articles of Association, the Company
        should appropriate 10% of net profit for the year to the statutory surplus reserve, the Company
        can cease appropriation when the statutory surplus reserve accumulated to more than 50% of
        the paid in capital. The statutory surplus reserve can be used to make up for the loss or
        increase the paid in capital after approval.

        The Company appropriates discretionary surplus reserve after shareholders’ meeting approves
        the Board of Director’s proposal. The discretionary surplus reserve can be used to make up for
        the loss or increase the paid in capital after approval.

        Pursuant to the board resolution, the Company appropriates 10% of net profit to statutory
        surplus reserve, namely RMB 38,122,001 (2010: 28,435,668), no appropriation to discretionary
        reserve is provided.

(35)   Retained earnings

                                                                       Jan.-Jun.2011                                 2010
                                                                    Amount       Appropriate    or           Amount      Appropriate     or
                                                                                   distribution %                           distribution %


        Opening retained earnings                           2,079,724,472                       -      1,721,028,196                     -
        Add: Current year net profit attributable to the
              equity owners of the parent company            258,357,428                        -        596,680,156                     -
        Less: Appropriation of statutory reserves             (38,122,001)                     10%       (28,435,668)                  10%
              Common share dividends payable                 (298,525,607)                     50%      (209,548,212)                  50%
        Closing retained earnings                                 (1,210,000)                   -                    -                   -
        Opening retained earnings                           2,000,224,292                              2,079,724,472




                                                                    - 70 -
        SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


        NOTES TO FINANCIAL STATEMENTS
        For The Six Months Ended 30 June 2011
        (All amounts in RMB unless otherwise stated)
        [English translation for reference only]


5       Notes to the consolidated financial statements (continued)

(35)    Retained earnings (continued)

        As at 30 June 2011, included in the undistributed profits, the amount of RMB 466,088,790 is
        subsidiaries’ surplus reserve attributable to the Company (31 December 2010: RMB
        466,088,790), among which nothing is appropriated for the first half year (Jan.-Jun.2010: nil).

        In accordance with a resolution at the Board of Directors meeting dated 11 June 2010, the
        Board of Directors proposed dividend of RMB 3.25 for each 10 shares of the issued shares of
        644,763,730 in total, with an aggregated amount of RMB 209,548,212(2009 proposed:
        RMB322,381,865).

        In accordance with the resolution at the Shareholder’s meeting dated on 27 May 2011, the
        Board of Directors proposed dividend of RMB 4.63 for each 10 shares of the issued shares of
        644,763,730 in total, with an aggregated amount of RMB298,525,607 and has been recorded
        as liability as at 30 June 2011.

(36)   Minority interests

                                                            30 June 2011          31 December 2010

        CCT                                                        645,756,034           567,608,774
        Dongguan        Chiwan      Wharf      Company
        Limited                                                     67,500,000                       -
                                                                   713,256,034           567,608,774

(37)   Revenue and cost of sales

                                                                  Jan.-Jun.2011         Jan.-Jun.2010

        Revenue from main operations                               813,668,717           809,922,098
        Revenue from other operations                               31,314,857            23,839,787
                                                                   844,983,574           833,761,885

                                                                  Jan.-Jun.2011         Jan.-Jun.2010

        Cost of main operations                                    354,204,083           333,013,099
        Cost of other operations                                     5,604,991             3,876,991
                                                                   359,809,074           336,890,090




                                                         - 71 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(37)   Revenue and cost of sales (continued)

(a)    Revenue and cost from main operations

       Analysis by business is as follows:

                                                                 Jan.-Jun.2011                               Jan.-Jun.2010
                                                      Revenue from         Cost       from       Revenue from
                                                               main                  main                   main        Cost from main
                                                         operations        operations                operations               operations


       Loading and unloading services                   759,054,661           329,387,676       757,020,116               314,985,173
       Transportation service                           68,602,368             43,857,182          70,188,863              38,870,144
       Agency and others services                        5,052,463                        -          3,555,337                            -
       Elimination                                     (19,040,775)          (19,040,775)         (20,842,218)             (20,842,218)
                                                       813,668,717          354,204,083         809,922,098               333,013,099


       Analysis by geographic area is as follows:

                                                                       Jan.-Jun.2011                              Jan.-Jun.2010
                                                                                                  Revenue from         Cost       from
                                                         Revenue from         Cost from main                main                  main
                                                         main operations     operations               operations            operations


       Mainland China
                                                           810,804,713        354,204,083           808,068,595          333,013,099
       Hong Kong                                             2,864,004                  -              1,853,503                          -
                                                           813,668,717         354,204,083         809,922,098           333,013,099


(b)    Other revenue and cost

                                                                  Jan.-Jun.2011                            Jan.-Jun.2010
                                                        Revenue from         Cost from other     Revenue from       Cost from other
                                                       other operations           operations   other operations          operations


       Lease income                                     11,866,087           1,090,971           7,769,043              1,265,627
       Security fee                                      8,268,912           1,244,159           3,782,631                223,312
       Other logistic services in port                   5,227,930                        -      5,592,274                            -
       Agency fee                                        2,455,045           1,616,614           2,236,507              1,183,204
       Sales of material                                 1,065,715                        -         690,565                           -
       Documentation fee                                   456,991                        -         300,535                           -
       Containers management fee                         1,974,177           1,653,247           3,468,232              1,204,848
                                                        31,314,857           5,604,991          23,839,787              3,876,991


                                                                - 72 -
        SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


        NOTES TO FINANCIAL STATEMENTS
        For The Six Months Ended 30 June 2011
        (All amounts in RMB unless otherwise stated)
        [English translation for reference only]


5       Notes to the consolidated financial statements (continued)

(37)    Revenue and cost of sales (continued)

(c)     Particulars of revenue from the top five customers of the Group

        Revenue from the top 5 customers with aggregate amount of RMB 519,367,626 (Jan.-Jun.2010:
        RMB 521,509,348) accounted for 61% (Jan.-Jun.2010: 63%) of the Group’s total revenue in
        Jan.-Jun.2011. Details are as follows:

                                                                                         % of total revenue
                                                                       Revenue                 of the Group

        Customer A                                                     243,295,867                            29%
        Customer B                                                     171,032,864                            20%
        Customer C                                                      39,843,705                            5%
        Customer G                                                      34,429,950                            4%
        Customer F                                                      30,765,240                            3%
                                                                       519,367,626                            61%


(38)   Tax and surcharges

                                                       Jan.-Jun.2011     Jan.-Jun.2010        Accrual basis

        Business tax                                      31,161,389       28,739,075        See Note 3
        City maintenance and
        construction tax                                   2,188,931          994,959        See Note 3
        Educational surcharge                              1,404,818           46,444        See Note 3
        Others                                               237,308          116,842
                                                          34,992,446       29,897,320




                                                              - 73 -
        SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


        NOTES TO FINANCIAL STATEMENTS
        For The Six Months Ended 30 June 2011
        (All amounts in RMB unless otherwise stated)
        [English translation for reference only]


5       Notes to the consolidated financial statements (continued)

(39)   General and administration expenses

                                                                    Jan.-Jun.2011    Jan.-Jun.2010

        Staff cost                                                     45,991,777       26,829,760
        Depreciation and amortisation                                   4,723,026        4,051,919
        Utilities and property management                               4,051,958        4,296,732
        Entertainment                                                   3,083,598        2,426,333
        Decoration and maintenance                                      2,554,029        1,451,377
        Insurance                                                       2,532,314        1,950,801
        Professional service                                            2,300,184        1,742,810
        Transportation                                                  2,022,448        2,305,026
        Communication                                                   1,741,015        1,478,855
        Rental                                                            804,083          856,163
        Others                                                          7,108,528        7,997,871
                                                                       76,912,960      55,387,647

(40)   Financial (income)/expenses - net

                                                                Jan.-Jun.2011        Jan.-Jun.2010

        Interest expenses - Interests on                          26,557,236             6,132,898
        borrowings
        Less: interest income                                      (3,144,709)          (2,825,461)
        Exchange gains                                              4,009,335              668,086
           - Exchange gains from operating                          4,009,335              668,086
              activities
        Others                                                     1,184,082               940,177
                                                                  28,605,944             4,915,700

(41)    Investment income

                                                                  Jan.-Jun.2011        Jan.-Jun.2010

         Investment income from investments under
            cost method accounting                                               -                    -
         Investment income from investments under
            equity method accounting (Note 5
            (9)(a)(b))                                               58,084,197           54,339,534
        Loss from disposal of long-term investment                            -           29,767,257
        Income from available-for-sale financial
            assets                                                      360,000              310,000
                                                                     58,444,197           84,416,791

                                                       - 74 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(41)   Investment income(continued)

       There is no significant restriction in receipt in remittance for investment income.

(a)    Investment income from long-term equity investments under cost method accounting

       Investment income from top five investees or individually accounted to over 5% of total profit are
       analysed as below:

                                           Jan.-Jun.2011                    Jan.-Jun.2010       Reason of fluctuation


                                                 42,044,346                      56,400,106     Decrease in performance
        MPIL
        COHA(Laizhou)                            16,044,387                                 -   Newly joint venture in Jule 2010
        Cyber Network                                 (296,450)                    939,805      Decrease in performance
        CMML                                           291,914                  (3,000,377)     Decrease in performance
                                                 58,084,197                      54,339,534


(42) Non-operating income

                                                                            Jan.-Jun.2011                    Jan.-Jun.2010

       Gain on disposal of non-current assets                                      70,135                         2,008,173
       Including: disposal of fixed assets                                         70,135                         2,008,173
        Government grant (a)                                                            -                           344,690
        Others                                                                    216,968                           116,311
                                                                                  287,103                         2,469,174

(a)    Details of government grants

                                                                           Jan.-Jun.2011                   Jan.-Jun.2010

       Special award of water saving                                                    -                            344,690
                                                                                        -                            344,690




                                                                  - 75 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(43)   Non-operating expenses

                                                                Jan.-Jun.2011       Jan.-Jun.2010

       Losses on disposal of non-current assets                        67,125              57,458
       Including: disposal of fixed assets                             67,125              57,458
       Donation                                                        17,000               6,000
       Penalty expenditure                                                290                   -
       Others                                                          12,888              41,899
                                                                       97,303             105,357

(44)   Income tax expenses

                                                                Jan.-Jun.2011       Jan.-Jun.2010

       Current income tax                                          66,211,679          55,289,972
       Deferred income tax                                            580,780          10,649,149
                                                                   66,792,459          65,939,121

       The reconciliation from income tax calculated based on applicable tax rate and total profit
       presented in the consolidated financial statements to the income tax expenses is as follows:

                                                               Jan.-Jun.2011      Jan.-Jun.2010

       Profit before income tax                                   403,297,147         493,451,736

        Income tax calculated at the applicable
          tax rate of 24% (2010: 22%)                              96,791,315         108,559,382
        Effect of tax holidays                                    (15,972,249)        (27,093,995)
        Income not subject to tax                                 (14,026,607)        (15,491,694)
        Effect of different tax rate in other tax
          jurisdictions                                                     -             (34,572)
       Income tax expenses                                         66,792,459          65,939,121




                                                      - 76 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(45)   Earning per share

(a)    Earnings per share - basic

       Basic earning’s per share is calculated by dividing the profit attributable to shareholders of the
       Company by the weighted average number of ordinary shares in issue during the year.

                                                                    Jan.-Jun.2011          Jan.-Jun.2010

       Consolidated     profit  attributable to
        shareholders of the Company                                    258,357,428            308,963,482
       Weighted average number of ordinary
        shares in issue                                                644,763,730            644,763,730
       Basic earnings per share                                              0.401                  0.479
       Includes:
       - Basic earnings per share from                                       0.401                  0.479
         continuing operations:

(b)    Earnings per share - diluted

       The Company had not potential dilutive outstanding equity instruments issued as at Jan.-Jun.
       2011 and 2010, accordingly the diluted earnings per share are the same as the basic ones.

(46)   Other comprehensive income

                                                                          Jan.-Jun.2011     Jan.-Jun.2010

       Gain/(loss) arising from available-for-sale financial
         assets                                                              (1,230,000)       (1,050,000)
       Less: Income tax relating to available-for-sale
         financial assets                                                       295,200           231,000
       Subtotal                                                                (934,800)         (819,000)

       Exchange differences arising              from   translating
             foreign operations                                                       -               282
       Subtotal                                                                       -               282

                                                                               (934,800)         (818,718)




                                                           - 77 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(47)   Notes to consolidated cash flow statements

(a)    Cash received relating to other operating activities

                                                               Jan.-Jun.2011    Jan.-Jun.2010

       Refunds of Harbour Construction Fee
         received                                                   7,458,725         (981,521)
       Intrest income                                               5,419,544        3,059,031
       Government grant                                                     -          344,690
       Others                                                         382,164        5,754,973
                                                                   13,260,433        8,177,173

(b)    Cash paid relating to other operating activities

                                                               Jan.-Jun.2011    Jan.-Jun.2010

       Office expenses & utilities                                  6,892,098        7,450,339
       Lease expenses                                                 192,721          172,853
       Entertainment expenses                                       2,918,335        2,430,689
       Asset insurance fee                                          2,861,214        1,954,592
       Car expenses                                                 2,344,176        1,991,373
       Consulting & auditing fee                                    1,856,663        2,076,638
       Port expenses                                                1,800,919        3,143,587
       Collection and payment on others behalf                      1,205,094        8,645,922
       Travel & accommodation                                       1,073,977        1,559,967
       Advertisements & exhibition expense                             80,383          319,691
       Others                                                      12,727,238       10,753,160
                                                                   33,952,818       40,498,811




                                                      - 78 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


5      Notes to the consolidated financial statements (continued)

(48)   Notes to consolidated cash flow statements

(a)    Notes to consolidated cash flow statements

       Reconciliation from the net profit to the cash flows from operating activities

                                                               Jan.-Jun.2011            Jan.-Jun.2010

       Net profit                                                 336,504,688              427,512,615
       Add: (Provisions for)/reversal of assets
         impairment                                                         -                        -
            Depreciation of fixed assets                           80,579,340               89,525,942
            Depreciation/amortization of
             investment property                                      658,922                  453,552
            Amortization of intangible assets                      19,244,482               18,880,351
            Amortization of long-term prepaid
             expenses                                               1,684,637                2,009,038
            Gains on disposal of fixed assets and
             intangible assets                                        (70,135)              (1,950,715)
            Losses on scrapping of fixed assets                             -                        -
            Finance expenses/(income)                              26,557,236                5,703,729
            Investment (income)/lose                              (58,444,197)             (84,416,791)
            Increase in deferred tax assets                           580,781               10,469,149
            Decrease/(increase) in inventories                     (1,496,820)                 754,301
            (Increase)/decrease in operating
             receivables                                          (88,047,570)             (34,928,208)
            Increase/(decrease) in operating
             payables                                             (16,370,519)             (56,425,726)
       Net cash flows from operating activities                   301,380,845              377,587,237

       Net increase/(decrease) in cash and cash equivalents

                                                               Jan.-Jun.2011            Jan.-Jun.2010

       Cash at end of year                                        923,185,625            1,108,008,730
       Less: cash at beginning of year                            781,720,083              741,096,267
       Net increase/(decrease) in cash                            141,465,542              366,912,463




                                                      - 79 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


5     Notes to the consolidated financial statements (continued)

(b)   Cash and cash equivalents

                                                               30 June 2011             31 December 2010

      Cash
      Including: Cash on hand                                             14,386                  11,473
                 Cash at bank without restriction                    921,271,006             780,540,849
                 Other cash balance without restriction                1,900,233               1,167,761

      Cash and cash equivalents at end of year                       923,185,625             781,720,083

6     Segment information

      The reportable segments of the Group are the business units that provide different products or
      service, or operate in the different areas. Different businesses or areas require different
      technologies and marketing strategies, the Group, therefore, separately manages the
      production and operation of each reportable segment and evaluates their operating results
      respectively, in order to make decisions about resources to be allocated to these segments and
      to assess their performance.

      The Group identified 3 reportable segments namely loaded and unloaded operation,
      transportation and agency service and other services respectively.

      The management of the Company identifies reviews the group internal reports regularly in order
      to assess their performance and make decisions of resources being allocated to the segment,
      which is the foundation of the Group identifying operation segments.

      Inter-segment transfers are measured by reference to sales to third parties.

      The assets are allocated based on the operations of the segment and the physical location of
      the asset. The liabilities are allocated based on the operations of the segment. Expenses
      indirectly attributable to each segment are allocated to the segments based on the proportion of
      each segment’s revenue.




                                                     - 80 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


6     Segment information (continued)

(a)   Segment information as at and for the period ended 30 June 2011 is as follows :

                                                                      Load and unload                      Agency service and
                                                                             operation   Transportation                others      Unallocated    Elimination            Total


      Revenue from external customers                                     790,369,518       49,561,593              5,052,463                -              -     844,983,574
      Inter-segment revenue                                                          -      19,040,775                      -                -    (19,040,775)               -
      Interest income                                                         750,865             7,737                 3,618       2,382,489               -        3,144,709
      Interest expenses                                                   (12,066,630)                -                     -      (14,490,606)             -      (26,557,236)
      Share of profit of associates and joint venture                      58,088,733                 -                (4,536)               -              -      58,084,197
      Asset impairment loss                                                          -                -                     -                -              -                -
      Depreciation and amortisation                                       (96,337,685)       (5,750,116)              (79,580)               -              -     (102,167,381)
      Total profit                                                        419,432,460       18,841,428              2,474,542      (37,451,283)             -     403,297,147
      Income tax expenses                                                 (70,238,489)       (4,521,943)             (196,952)      8,164,925               -      (66,792,459)
      Net profit                                                          349,193,971       14,319,485              2,277,590      (29,286,358)             -     336,504,688
      Total assets                                                      6,469,955,935      222,019,979           198,029,531       (81,167,401)   (35,677,118)   6,773,160,926
      Total liabilities                                                   706,338,734       51,439,834            10,780,347     2,104,137,017    (35,677,118)   2,837,018,813
      Non-cash expenses other than depreciation and amortisation                     -                -                     -                -              -                -


      Long-term equity investments in associates and joint ventures     1,114,465,406                 -          174,304,899                 -              -    1,288,770,305


      Additions to non-current assets other than long-term equity
         investments                                                      237,812,934       22,230,454                79,865           48,250               -     260,171,503




                                                                                         - 81 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


6     Segment information (continued)

(b)   Segment information as at and for the period ended 30 June 2010 is as follows:

                                                                      Load and unload                       Agency service and
                                                                             operation   Transportation                 others         Unallocated     Elimination            Total


      Revenue from external customers                                      780,859,901      49,346,646                3,555,338                -               -         833,761,885
      Inter-segment revenue                                                          -      20,842,218      -                     -                    (20,842,218)               -
      Interest income                                                         254,477              24,107                2,551          2,554,326                  -      2,825,461
      Interest expenses                                                    (3,623,924)                  -                    -          (2,508,974)                -     (6,132,898)
      Share of profit of associates and joint venture                      56,400,106                   -          27,736,685                      -               -    84,136,791
      Asset impairment loss                                                          -                  -                    -                     -               -              -
      Depreciation and amortisation                                      (102,805,827)      (8,000,228)                (62,828)                    -               -   (110,868,883)
      Total profit                                                        445,785,249       26,987,128             29,184,929           (8,505,570)                -   493,451,736
      Income tax expenses                                                 (59,055,943)      (5,975,168)               (188,294)          (719,716)                 -    (65,939,121)
      Net profit                                                          386,729,306       21,011,960             28,996,635           (9,225,286)                -   427,512,615
      Total assets                                                      5,324,871,355      198,893,451              98,679,915         337,440,899     (27,098,676)    5,932,786,944
      Total liabilities                                                   836,946,275       53,519,717             10,579,091         1,421,103,322     (27,098,676)   2,295,049,729
      Non-cash expenses other than depreciation and amortisation                     -                  -                    -                     -               -              -


      Long-term equity investments in associates and joint ventures       244,490,196                   -          77,769,333                      -               -   322,259,529


      Additions to non-current assets other than long-term equity
         investments                                                       46,451,889             346,141                7,898             47,299                  -    46,853,227




                                                                                         - 82 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


6      Segment information (continued)

       The Group’s revenue from external customers of Mainland China and other countries or
       geographical areas for the first half of 2011, and the total non-current assets other than financial
       assets and deferred tax assets located in the Mainland China and other countries or geographical
       areas as at 30 June 2011 are as follows:

       Revenue from external customers                               Jan.-Jun.2011                          Jan.-Jun.2010

       Mainland PRC                                                        842,119,570                            831,908,382
       Hong Kong                                                             2,864,004                              1,853,503
                                                                           844,983,574                            833,761,885

       Total non-current assets other than                        30 June 2011                       31 December 2010
        financial assets and deferred tax assets

       Mainland PRC                                                    5,431,792,752                         5,068,071,718
       Hong Kong                                                              23,592                                28,263
                                                                       5,431,816,344                         5,068,099,981

       The revenue from Load and unload operation segment of RMB 519,367,626 is derived from a
       single customer, accounting for 61% of the Group’s total revenue

7     Related parties and related party transactions

       (1)      The parent company

(a)    General information of the parent company

                                     Entity type      Place of       Legal           Nature of business                Organisation
                                                   registration   representative                                               code


       Nanshan Group              Sino-foreign     Shenzhen       Fu Yuning        Land development, port         61883297-6
                                  invested                                         service and transportation,
                                  enterprise                                       industry and commerce,
                                                                                   tour, real estate and others


       China Merchants (Nanshan) Holdings Ltd (an indirect subsidy of China Merchants Group Co.,
       Ltd),Shenzhen Investment Holdings Co.ltd and Guangdong Guangye Investment Holdings Ltd
       holds 36.52% , 26.1% and 23.49% share of Nanshan Group respectively, there is no other
       shareholders’ share over 10%.




                                                                  - 83 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


7     Related parties and related party transactions (continued)

(1)   The parent company (continued)

(b)   Registered capital and changes in registered capital of the parent company

                                                                 31 December                  Current year           Current year                   30 June
                                                                       2010                        additions             decreases                   2011


      Nanshan Group                                                500,000,000                              -                         -            500,000,000


(c)   The proportion of interests and voting rights in the Company held by the parent company

                                                                                   30 June                                       31 December
                                                                                     2011                                                 2010
                                                                 % interest held              % voting rights      % interest held               % voting rights


      Nanshan Group                                                         57.51%                   57.51%                   57.51%                     57.51%


      (2)             Subsidiaries

      The general background and other related information of the subsidiaries is set out in Note 4.

      (3)             Associates

      The general background and other related information of the associates is set out in Note 5(10).

                                               Entity type          Place of          Legal         Nature of    Registered capital   Interest     Voting right     oganisation code

                                                                 incorporation      presentative    business                              held         held



      Joint venture –

        China Overseas Harbour Affairs     Sino-foreign           Shandong,          Li Chuan         Harbour       USD176,407.7            40%               40%        61344937-X

            (Laizhou)Co.,Ltd               invested enterprise    China                                service           thousand



      Associates –

        China Merchants Holdings           Sino-foreign           Shenzhen,          Luo Huilai       Network            50 million       23.16%         23.16%          73207614-X

            (international ) Information   invested enterprise    China                                service

            Technology Co.,Ltd(Previous

            name:Shenzhen Cyber-Harbour

            Network Co Ltd)

        CMML                               Sino-foreign           Shenzhen,          Hu Jianhua     Warehousi           400 million         40%               40%         75045115-0

                                           invested enterprise    China                             ng service

        MPIL                               Foreign                British            Not            Investment             USD 10           50%               50%      Not applicable

                                           enterprise             Virgin Islands     applicable




                                                                                   - 84 -
    SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


    NOTES TO FINANCIAL STATEMENTS
    For The Six Months Ended 30 June 2011
    (All amounts in RMB unless otherwise stated)
    [English translation for reference only]


7   Related parties and related party transactions (continued)

    (4)          Other related parties

                                                               Relationship with the Group             Organisation
                                                                                                              code


    CPSB                                              Controlled by the same parent company              61883389-9
    Shenzhen Chixiao Engineering Construction Co.     Controlled by the same parent company
      Ltd. (“Chixiao Engineering”)                                                                     61883136-7
    Xuqin                                             Controlled by the same parent company              70845749-5
    COCL                                              Controlled by the same parent company              72616516-2
    Shenzhen Nanshan Real Estate development          Controlled by the same parent company
      Ltd.(Nanshan Development)                                                                          75046859-3
    Haiqin Engineering                                Common key connected person with the Company       61888000-1
    Shenzhen Mawan Port Co., Ltd. (“SMP”)           Indirect associates of the Company, and common     74322579-6
                                                       key management personnel with the Company
    Shenzhen Mawan Wharf Co, Ltd.(“SMW”)            Indirect associates of the Company, and common     74322582-5
                                                       key management personnel with the Company
    Shenzhen Mawan Wharf Holdings Ltd                 Indirect associates of the Company, and common
                                                       key management personnel with the Company         74322581-7
    China Merchants Holdings (international )         Associate of the Company
      Information Technology Co.,Ltd(“
    Cyber Network”)                                                                                     73207614-X
    MPIL                                              Indirect associate of the Company                Not applicable
    Nantian Oilmills                                  Common key connected person with the Company       61881614-0
    CMML                                              Associate of the Company                           75045115-0
    Shenzhen Southsea Grains Industries Limited       Common key connected person with the Company
      (“Southsea Grains”)                                                                              61883769-7
    China Merchants Port Services (Shenzhen) Co Ltd
    (“CMPS”)                                        Note                                               19244179-0
    Shekou Container Terminals Limited (“SCT”)      Note                                                61883279X
    China Merchants International Cold Chain          Note
    (Shenzhen) Company Limited (“CMCCL”)                                                               61889222-3
    Hinwin Development Ltd.                           Note                                             Not applicable
    China Merchant Bank Lt d(CMB)                     Note                                               10001686-X


    Note: As at 30 June 2010, one of the Company’s parent company Nanshan Group’s indirect share
    holder China Merchants Group Co., Ltd(which belongs to State-owned Assets Supervision and
    Administration Commission of the State Council) via the arrangement of another share holder
    Guangdong Guangye Investment Holdings ltd, obtained 23.49% share of Nanshan Group it holds
    under trust, brought the Nanshan Group into the scope of the consolidation. These companies are
    all subsidiaries of China Merchants Group Co., Ltd except China Merchants Bank which is an
    associate of it.



                                                             - 85 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


7     Related parties and related party transactions (continued)

      (5)         Related party transactions

      Saved for disclosed in above, other major related party transactions are as follows:

(a)   Saving or Purchasing goods, providing or receiving service

      Saving or Purchasing goods:

                                                                        Pricing Policies     Jan.-Jun.2011                     Jan.-Jun.2010
                                                                       and determination   Amount          % of same         Amount           % of same
      Related party      Type of transaction Nature of transaction        procedures                       transaction                        transaction


      Haiqin             Service received   Project management           Negotiation        4,910,000             100%                -                     -

      Engineering
      Cyber Network      Service received    Network service             Negotiation        3,014,971             100%        1,921,430              100%
                         Purchase of goods Purchase           cement     Negotiation          827,000             100%                    -                 -
      Xuqin                                 baffle plate
      Xuqin              Service received   Building projec              Negotiation         346,913               0.2%        360,000                  5%
                         Service received
                                            Load      and     unload     Negotiation            4,560              0.0%                   -                 -
      SCT                                   service
                         Service received
      Nantian                                Load and                    Negotiation                   -                 -    1,453,185               0.6%
      Oilmills                               unload service


      Poviding or receiving service:

                                                                        Pricing Policies     Jan.-Jun.2011                     Jan.-Jun.2010
                                                                       and determination   Amount          % of same         Amount           % of same
      Related party      Type of transaction Nature of transaction        procedures                       transaction                        transaction


      Nantian Oilmills   Service provided   Load and unload              Negotiation        7,040,072              1.0%       5,375,660               0.8%
                                            service
      SMP                Service provided   Land Transportation          Negotiation        6,795,332             14.0%       5,715,949              11.6%
                                            and others
      SMW                Service provided   Land Transportation          Negotiation        3,439,489              7.0%       2,299,132               4.6%
                                            and others
      CMML               Service provided   Land Transportation          Negotiation        1,606,240              3.0%                   -                 -
                                            and others
      Southsea grains    Service provided   Load and unload              Negotiation          792,553              0.1%       1,067,316               0.2%
                                            service
      SCT                Service provided   Land Transportation          Negotiation          120,200              0.2%         96,217                0.0%
                                            and others




                                                                          - 86 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


7     Related parties and related party transactions (continued)

(5)   Related party transactions (continued)

(b)   Lease

      The Group as the leaser:

                                                                                                       Lease income              Lease
      Lessor           Lessee              Leased assets      Start date       Ending date           recognition basis          income



      The Company      CPSB                Port    packing    January 2011 December 2011                   Negotiation       4,701,910
                                           yards
      CCT              Southsea Grains     Office land        January 2010     December 2011               Negotiation       2,132,690
                                                                                                           Negotiation
      CCT              CMML                Crane              May 2006         Not applicable                                 960,000
                                                                                                           Negotiation
      The Company      CPSB                Landand packing August 2010         December 2011                                  832,320

                                           yards
      The Company      Haiqin              Building           January 2011 December 2011                   Negotiation        174,240
                       Engineering

                                                                                                                             8,801,160



      The Group as the lessee:

                                                                                                            Lease income            Lease
      Lessor        Lessee            Leased assets        Start date       Ending date                  recognition basis         income


      Nanshan       Entities of the   Land, Office and     Various          N Various                         Negotiation      18,917,836
      Development   Group             others
      Nanshan       Entities of the   Land, buildings and Various           Respective expiry of              Negotiation        2,251,889
      Group         Group             packing yards                         operation of the group
                                                                            companies
      CMPS          CCT               Packing yards        January 2010     December 2012                      Negotiation       1,200,000
      Nantian       CGCL              Packing yards        January 2010     December 2011                      Negotiation

      Oilmills                                                                                                                   1,068,723
      CPSB          The Company Land and buildings January 2010             December 2011                      Negotiation        710,333

                                                                                                                               24,148,781



(c)   The purchase of shares

      At 4 may 2011 the group purchased its stock equity (100%) of Hinwin Development Ltd. with the
      amount of HKD 119,856,506.




                                                                           - 87 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


7     Related parties and related party transactions (continued)

(6)   Receivables from and payables to related parties

      Receivables from related parties
                                                              30 June 2011                          31 December 2010
                                                     Book amount     Provision for bad       Book amount       Provision for bad
                                                                                debt                                      debt


      Cash and bank        China Merchants Bank         99,294,153                       -     123,853,303                         -




      Accounts receivable CMML                           1,655,720                       -         344,900                         -

                           Southsea Grains               1,107,347                       -         110,521                         -

                           CPSB                          1,050,490                       -                 -                       -
                           SMP                           1,017,088                       -         998,942                         -
                           SMW                             413,293                       -         397,090                         -
                           SCT                             107,050                       -         907,600                         -
                           COCL                             50,000                       -                 -                       -
                           Haiqin Engineering               29,040                       -                 -                       -
                           Nantian Oilmill                   9,519                                 562,957

                                                         5,439,547                       -       3,322,010                         -



      Other receivables    MPIL                         44,879,120                       -      44,879,120                         -
                           CMML                          1,065,147                       -          57,821                         -
                           Xuqin                           320,000            (192,000)            320,000              (192,000)
                           CPSB                            135,622                       -         135,622                         -
                           SCT                              58,071                       -                 -                       -
                           SMW                              40,409                       -          79,083                         -
                           SMP                              28,290                       -          20,961                         -

                                                        46,526,659            (192,000)         45,492,607              (192,000)




                                                            - 88 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]




7     Related parties and related party transactions (continued)

(6)   Receivables from and payables to related parties(continued)

      Payables to related parties:

                                                                30 June 2011            31 December 2010


      Short tem borrowings   China Merchants Bank                        50,000,000               50,000,000



      Accounts payable       Nanshan Group (a)                            6,586,827                8,583,552
                             Haiqin Engineering                           5,062,227                9,972,227
                             CMIT                                          703,812                         -
                             Nantian Oilmill                               202,409                   202,361

                             Xuqin                                         140,950                 1,760,479

                                                                         12,696,225               20,518,619



      Other payables         Nanshan Group                                1,557,407                   48,304

                             CMCCCL                                        253,800                   253,800
                             CMML                                              53,380                      -
                             SMP (b)                                           41,633                 20,894

                                                                          1,906,220                  322,998



      (a)       This item mainly includes the balance which Nanshan group collects electricity fees from
                the group and pays to power supply bureau at almost the same price. Nanshan group also
                pay the emoluments of key management and collect them from the company.

      (b)       The Company cooperates with Mawan companies in marketing promotion activities. Some
                common expenses incurred in the cooperation are allocated to both parties based on
                certain reasonable criteria. For those payments and receipts made on behalf, the Company
                and Mawan companies recorded the amounts in other receivables or other payables.




                                                     - 89 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


7     Related parties and related party transactions (continued)

(7)   Commitments in relation to the related parties

                                                                30 June 2011             31 December 2010


      Rental
      - Rental expense    Nanshan Group                                 8,330,313                  3,083,751
                          CPSB                                            856,783                  1,713,566
                                                                        9,187,096                  4,797,317


      - Rental income
                          CPSB                                          5,534,230                 10,819,640
                          Southsea Grains                               2,132,928                  4,265,856
                          Haiqin engineering                              174,240                    348,480
                                                                        7,841,398                 15,433,976


8     Commitments

(1)   Capital commitments

      Capital expenditures contracted for by the Group at the balance sheet date but not yet necessary
      to be recognised on the balance sheet are as follows:

                                                      30 June 2011                  31 December 2010

      Land and coastal line use rights                        379,870,489               159,405,361
      Machinery and equipments                                121,730,470               168,291,373
      Buildings                                               119,315,339                33,050,780
      Harbour facilities                                                -                         -
      Others                                                    5,478,858                         -
                                                              626,395,156               360,747,514
      The Group’s share of the joint ventures’ own commitments for capital expenditure at the balance
      sheet date are nil.




                                                     - 90 -
       SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


       NOTES TO FINANCIAL STATEMENTS
       For The Six Months Ended 30 June 2011
       (All amounts in RMB unless otherwise stated)
       [English translation for reference only]


8      Commitments (continued)

(2)    Operating lease commitments

       The future aggregate minimum lease payments due under the signed irrevocable operating leases
       contracts are summarized as follows:

                                                        30 June 2011              31 December 2010

       Within one year                                          25,298,569                5,614,470
       Between 1 and 2 years                                     3,786,505                1,607,499
       Between 2 and 3 years                                     1,708,105                  830,341
       More than 3 years                                         1,708,105                3,111,783
                                                                32,501,284               11,164,093

(3)     Investment commitments

       The company committed to inject RMB121,200,000 to increase the capital of Dongguan Wharf Ltd.
       As at publishing day of the financial statement, the process of capital increment iscompleted.

(4)     Fulfillment of prior period commitments

       The Group has fulfilled the capital and operating lease commitments as of 30 June 2011 according
       to the relevant contracts.

9     Events after the balance sheet date

(1)    Significant events after balance sheet date

       Nothing

(2)    Proposed dividends

       Nothing

10     Financial instrument and risk

       The Group's activities expose it to a variety of financial risks: market risk (primarily currency risk
       and interest rate risk), credit risk and liquidity risk. The Group's overall risk management
       programme focuses on the unpredictability of financial markets and seeks to minimise potential
       adverse effects on the Group's financial performance.




                                                       - 91 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


10    Financial instrument and risk (continued)

(1)   Market risk (continued)

(a)   Foreign exchange risk

      The Group’s major operational activities are carried out in Mainland China and a majority of the
      transactions are denominated in RMB. The Group is exposed to foreign exchange risk arising from
      the recognized assets and liabilities, and future transactions denominated in foreign currencies
      (recognized assets and liabilities are primarily with respect to Hong Kong dollars, foreign currency
      transaction is mainly with respect of HK and US dollars). The Group’s finance department at its
      headquarters is responsible for monitoring the amount of assets and liabilities, and transactions
      denominated in foreign currencies.

      According to current risk exposure and the trend of exchange rate fluctuation, management
      believed that the risk caused by the fluctuation of foreign currency exchange rate is low in the
      coming year.

      As at 30 June 2011 and 2010, the carrying amounts in RMB equivalent of the Group’s assets and
      liabilities denominated in foreign currencies are summarized below:

                                                                                   30 June 2011
                                                                         HKD                 USD              Total
      Financial assets denominated in foreign currency -
      Cash at bank and on hand                                     140,782,250         32,980,628      173,762,878
      Receivables                                                    1,792,843         38,086,468       39,879,311
                                                                   142,575,093         71,067,096      213,642,189
      Financial liabilities denominated in foreign currency -
      Short-term borrowings                                        886,550,000                    -    886,550,000
      Payables                                                       1,274,267             37,363        1,311,630
      Long-term borrowings                                         280,500,000                    -    280,500,000
                                                                 1,168,324,267             37,363     1,168,361,630


                                                                                 31 December 2010
                                                                         HKD                 USD              Total
      Financial assets denominated in foreign currency -
      Cash at bank and on hand                                     166,707,323          8,850,378      175,557,701
      Receivables                                                    2,803,651         27,480,595       30,284,246
                                                                   169,510,974         36,330,973      205,841,947
      Financial liabilities denominated in foreign currency -
      Short-term borrowings                                        835,550,000                    -    835,550,000
      Payables                                                       4,392,328          3,580,977        7,973,305
      Long-term borrowings                                         408,000,000                    -    408,000,000
                                                                 1,247,942,328          3,580,977     1,251,523,305



                                                                - 92 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


10    Financial instrument and risk (continued)

(1)   Market risk (continued)

(a)   Foreign exchange risk (continued)

      As at 30 June 2011, if the currency had strengthened by 5 % against the HKD while all other
      variables had been held constant, the Group’s net profit for the year would have been
      approximately RMB 48,270,549 (2010: RMB 84,034,038).

(b)   Interest rate risk

      The Group's interest rate risk arises from bank borrowings including long-term borrowings and
      debentures payable. Financial liabilities issued at floating rates expose the Group to cash flow
      interest rate risk. Financial liabilities issued at fixed rates expose the Group to fair value interest
      rate risk. The Group determines the relative proportions of its fixed rate and floating rate contracts
      depending on the prevailing market conditions. As at 30 June 2011, all the Group’s interest bearing
      borrowings were with floating rates.

      Increases in interest rates will increase the cost of new borrowing and the interest expenses with
      respect to the Group’s outstanding floating rate borrowings, and therefore could have a material
      adverse effect on the Group’s financial position. The Group’s finance department at its
      headquarters continuously monitors the interest rate position of the Group and makes decisions
      with reference to the latest market conditions including turning to fixed interest financial liabilities or
      adjusting the ratio of financial leverage.

      For the first half of the year 2011, if interest rates on the floating rate borrowings had been 10%
      higher/lower while all other variables had been held constant, the Group’s net profit would have
      decreased/increased by approximately RMB 2,018,350 (Jan.-Jun.2010: approximately RMB
      2,683,386).

(2)   Credit risk

      Credit risk is managed on a Group basis. Credit risk mainly arises from cash at bank and on hand,
      accounts receivable, other receivables, notes receivable etc.

      The Group expects that there is no significant credit risk associated with cash at bank since they
      are deposited at state-owned banks and other medium or large size listed banks. Management
      does not expect that there will be any significant losses from non-performance by these
      counterparties.




                                                        - 93 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


10    Financial instrument and risk (continued)

(2)   Credit risk (continued)

      In addition, the Group has policies to limit the credit exposure on accounts receivable, other
      receivables and notes receivable. The Group assesses the credit quality of and sets credit limits on
      its customers by taking into account their financial position, the availability of guarantee from third
      parties, their credit history and other factors such as current market conditions. The credit history of
      the customers is regularly monitored by the Group. In respect of customers with a poor credit
      history, the Group will use written payment reminders, or shorten or cancel credit periods, to
      ensure the overall credit risk of the Group is limited to a controllable extent.

(3)   Liquidity risk

      Cash flow forecasting is performed by each subsidiary of the Group and aggregated by the Group’s
      finance department in its headquarters. The Group’s finance department at its headquarters
      monitors rolling forecasts of the Group's short-term and long-term liquidity requirements to ensure it
      has sufficient cash and securities that are readily convertible to cash to meet operational needs,
      while maintaining sufficient headroom on its undrawn committed borrowing facilities from major
      financial institution so that the Group does not breach borrowing limits or covenants on any of its
      borrowing facilities to meet the short-term and long-term liquidity requirements(Notes5 (31)).

      The financial assets and liabilities of the Group at the balance sheet date are analysed by their
      maturity date below at their undiscounted contractual cash flows :

                                                                        30 June 2011
                                         Within 1 year   1 to 2 years      2 to 5 years   Over 5 years          Total
      Financial assets denominated
        in foreign currency -
      Cash at bank and on hand            923,185,625               -                -              -     923,185,625
      Receivables                         303,485,398               -                -              -     303,485,398
      Available-for-sale financial           5,410,000              -                -              -       5,410,000
       assets
                                        1,232,081,023               -                -              -    1,232,081,023
      Financial liabilities
        denominated in foreign
        currency -
      Short-term borrowings             1,463,550,000               -                -              -    1,463,550,000
      Payables                            905,741,844               -                -              -     905,741,844
      Long-term borrowings                280,500,000               -                -              -     280,500,000
                                        2,649,791,844               -                -              -    2,649,791,844




                                                           - 94 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


10    Financial instrument and risk (continued)

(3)   Liquidity risk (continued)

                                                                        31 December 2010
                                         Within 1 year   1 to 2 years        2 to 5 years   Over 5 years            Total
      Financial assets denominated
        in foreign currency -
      Cash at bank and on hand            781,720,083               -                  -              -        781,720,083
      Receivables                         238,496,318               -                  -              -        238,496,318
      Available-for-sale financial           6,640,000              -                  -              -        6,640,000
       assets
                                        1,026,856,401               -                  -              -      1,026,856,401
      Financial liabilities
        denominated in foreign
        currency -
      Short-term borrowings             1,225,550,000               -                  -              -      1,225,550,000
      Payables                            507,567,419               -                  -              -        507,567,419
      Long-term borrowings                408,000,000               -                  -              -        408,000,000
                                        2,141,117,419               -                  -              -      2,141,117,419


      The borrowings of the group are mainly short term bank loans and therefore the net current liability
      of the group was RMB1,411,573,581at 30 June 2011.

      As at 30 June 2011, the internal undrawn bank facilities of the group are listed as below :

      Within a year                                                                                       2,299,900,000
      1 year to 2 years                                                                                   1,803,620,000
      2 year to 3 years                                                                                     400,000,000
      Over 3 years                                                                                           14,300,000
                                                                                                          4,517,820,000

      Undrawn facilities above can be used on the committed capital payment in the future (Notes 8)

      Directors of the company confirmed that the group is able to extend the time limits of short term
      borrowings and adequate facilities including facilities over a year and other financing resources to
      refund existed short term borrowings, and adequate working capital for the need of operation.
      Therefore the first half of the year 2011 financial statements have been prepared on going concern
      basis by directors.




                                                           - 95 -
        SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


        NOTES TO FINANCIAL STATEMENTS
        For The Six Months Ended 30 June 2011
        (All amounts in RMB unless otherwise stated)
        [English translation for reference only]


10      Financial instrument and risk (continued)

(4)     Fair value

(a)     Financial instruments not measured at fair value

        Financial assets and liabilities not measured at fair value mainly represent receivables, short-term
        borrowings, payables and Long-term borrowings.
        The difference between the book value and fair value of the financial assets and liabilities not
        measured at fair value is immaterial.

        The fair value of long-term borrowings not quoted in an active market is the present value of the
        contractually determined stream of future cash flows discounted at the rate of interest applied at
        that time by the market to instruments of comparable credit status and providing substantially the
        same cash flows on the same terms.

(b)     Financial instruments measured at fair value

        Based on the lowest level input that is significant to the fair value measurement in its entirety, the
        fair value hierarchy has the following levels:

        Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

        Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or
        liability, either directly (that is, as prices) or indirectly (that is, derived from prices).

        Level 3: Inputs for the asset or liability that are not based on observable market data (that is,
        unobservable inputs)

        As at 30 June 2011 and 31 December 2010, the financial assets of the Group are all measured at
        Level 1:
                                                         30 June 2011              31 December 2010
         Financial assets -
         Available- for- sale financial assets              5,410,000                    6,640,000

11    Assets and liabilities denominated of fair value

                                                                                                          Impairment
                                                              Current year fair       Current year fair   provision
                                              31 December     value changes in        value changes in made during
                                                2010            profit or loss                 equity        the year   30 June 2011
        Financial assets -
        Available-for-sale financial assets       6,640,000                       -        (1,230,000)             -        5,410,000




                                                                 - 96 -
        SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


        NOTES TO FINANCIAL STATEMENTS
        For The Six Months Ended 30 June 2011
        (All amounts in RMB unless otherwise stated)
        [English translation for reference only]


12    Financial assets and liabilities denominated in foreign currency

                                                                                            Impairment provision
                                                                 31 December 2010           madeduring the year                       30 June 2011
        Financial assets -
        Loans and receivables                                             205,841,947                               -                  213,642,189


        Financial liabilities                                           1,251,523,305                Not applicable                   1,168,361,630


13     Notes to the Company’s financial statements

(1)     Accounts receivable

                                                                                          30 June 2011              31 December 2010

        Accounts receivable                                                                 21,754,200                                9,336,968

(a)     The ageing of accounts receivable is analysed below:

                                                                                          30 June 2011              31 December 2010

        Within 1 year                                                                       21,754,200                                9,336,968

(b)     Accounts receivable are analysed by categories as follows:

                                                                       30 June 2011                                                  31 December 2010
                                                Book amount                Provision for bad debts        Book amount                   Provision for bad debts
                                                          % of total      Provision for      % of                       % of total      Provision for      % of
                                                 Amount    balance           bad debts    balance          Amount        balance          bad debts     balance


        Receivables that are individually
          significant and individually
          provided for bad debt             14,948,203        69%                   -            -    6,608,924             71%                   -           -
        Receivables that are grouped
        and provided for bad debt            6,805,997        31%                   -            -    2,728,044             29%                   -           -
                                            21,754,200       100%                   -            -    9,336,968            100%                   -           -


        The management classified the five largest accounts receivable as “receivables that are
        individually significant”. They are all aged within one year and the management considered no
        provision for bad debts is needed.

(c)     As at 30 June 2011, no bad debt provision has been made for accounts receivable that are
        individually significant or individually insignificant but subject to separate impairment assessment.



                                                                       - 97 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


13    Notes to the Company’s financial statements (continued)

(1)   Accounts receivable (continued)

(d)   The aging analysis of the receivables that are grouped and impaired is as follows:

                                                           30 June 2011                                                   31 December 2010
                                    Book amount               Provision for bad debts                Book amount            Provision for bad debts
                                              % of total     Provision for        % of                       % of total     Provision for         % of
                                 Amount        balance         bad debts       balance          Amount         balance       bad debts         balance


      Within 1 year               6,805,997        31%                     -            -       2,728,044          29%               -                -



(e)   There are no receivables which are fully provided for bad debt or with significant impairment but
      fully received or recoverable or with significant portion of received or recoverable during the year.

(f)   No accounts receivable have been written off during the year.

(g)   As at 30 June 2011, no balances included in above accounts receivable are due from the
      shareholders of the Company who hold over 5% shares with voting rights (31 December 2010: Nil)

(h)   As at 30 June 2011, the Group’s five largest accounts receivable balances are analysed as follows:
                                                                                                                                         % of total
                                                               Relationship                                                              accounts
                                                             with the Group                 Amount        Duration           receivable balance


       Customer F                                               Third party             7,547,622         Within 1 year                       35%

       Customer G                                               Third party             2,502,899         Within 1 year                       12%
       Customer H                                               Third party             2,183,654         Within 1 year                       10%
       Customer I                                               Third party             1,439,080         Within 1 year                        7%
       Customer J                                               Third party             1,274,948         Within 1 year                        5%

                                                                                    14,948,203                                                69%



(i)   As at 30 June 2011 and 31 December 2010, there were no balances due from related parties.

(2)   Other receivables

                                                                                            30 June 2011                  31 December 2010

      Loans to subsidiaries                                                                  179,246,932                         364,704,313
      Others                                                                                   5,037,625                           1,780,950
                                                                                             184,284,557                         366,485,263
      Less: Provision for bad debts                                                             (623,127)                           (623,127)
                                                                                             183,661,430                         365,862,136


                                                                     - 98 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


13    Notes to the Company’s financial statements (continued)

(2)   Other receivables (continued)

(a)   The ageing of other receivables is analysed below:

                                                                                           30 June 2011               31 December 2010

      Within 1 year                                                                         181,963,779                          364,164,485
      1 to 2 years                                                                                  150                                  150
      2 to 3 years                                                                              108,221                              108,221
      Over 3 years                                                                            2,212,407                            2,212,407
                                                                                            184,284,557                          366,485,263

(b)   Other receivables are analysed by categories as follows:

                                                                     30 June 2011                                              31 December 2010

                                              Book amount                Provision for bad debts        Book amount                Provision for bad debts
                                                        % of total      Provision for      % of                   % of total      Provision for         % of
                                               Amount    balance           bad debts    balance          Amount    balance           bad debts    balance


      Receivables that are individually
        significant and individually

        provided for bad debt             181,397,398        98%          (520,000)       0.3%     365,224,313       99.7%          (520,000)           0.1%
      Receivables that are grouped
        and provided for bad debt           2,887,159         2%          (103,127)         4%        1,260,950       0.3%          (103,127)           8.2%

                                          184,284,557       100%          (623,127)      0.3%      366,485,263        100%          (623,127)           0.2%



      The management classified the five largest accounts receivable as “receivables that are
      individually significant”. They are all aged within one year.

(c)   As at 30 June 2011, the bad debt provision for other receivables that are individually significant or
      individually insignificant but comparatively risky when grouped on the basis of similar credit risk
      characteristics is made as follows:
                                                                                  Provision for bad
                                                        Book amount                          debts       % of balance


      Beingjing Tonggang Limited                            520,000                     (520,000)                 100%                            (i)


(i)   As at 30 June 2011, the above items were all aged above 3 years and bankrupted, thus full
      provision has been made against them.




                                                                         - 99 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


13    Notes to the Company’s financial statements (continued)

(2)   Other receivables (continued)

(d)   The aging analysis for other receivables that are grouped and provided for bad debt is as follows:

                                                            30 June 2011                                              31 December 2010

                                    Book amount                Provision for bad debts         Book amount              Provision for bad debts
                                               % of total     Provision for          % of                % of total     Provision for       % of
                                 Amount         balance         bad debts         balance    Amount        balance       bad debts       balance


      1 to 2 years                1,618,139        0.9%                     -            -        150         0.0%               (15)     10.0%
      2 to 3 years                   8,220         0.0%                (15)         0.2%      108,221         0.0%          (21,644)      20.0%
      3 to 4 years                1,260,800        0.7%           (103,112)         8.2%     1,152,579        0.3%          (81,468)       7.1%

                                  2,887,159        1.6%           (103,127)         3.6%     1,260,950        0.3%         (103,127)       8.2%



(e)   There are no receivables which are fully provided for bad debt or with significant impairment but
      fully received or recoverable or with significant portion of received or recoverable during the year.

(f)   None of other receivables were written off during the year.

(g)   As at 30 June 2011, the Company did not have any balances which were due to parties having 5%
      or above shareholdings in the Company (31 December 2010: Nil).

(h)   As at 30 June 2011, the Company’s five largest other receivable balances are analysed as follows:

                                    Relationship with the                                                       % of total other
                                              Group                         Amount              Duration      receivables balance


      DGW                        Subsidiary of the Group                    143,000,000      Within 1 year                    77.6%
      CSTC                       Subsidiary of the Company                      35,186,932   Within 1 year                      19%
      WHK                        Subsidiary of the Company                       1,630,466    Over 1 year                      0.9%
      CIFA                       Subsidiary of the Company                       1,060,000    Within 1 year                    0.6%
      Beijing Tonggang Ltd       Third party                                      520,000     Over 5 years                     0.3%
                                                                            181,397,398                                       98.4%




                                                                     - 100 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


13    Notes to the Company’s financial statements (continued)

(2)   Other receivables (continued)

(i)   Other receivables due from related parties are analysed as follows:

                                                                      30 June 2011                         31 December 2010
                         Relationship                           % of total    Provision                   % of total
                         with the Group                          accounts       for bad                    accounts     Provision for
                                                   Amount       receivables          debt    Amount       receivables      bad debt


      DGW                Subsidiary of the Group 143,000,000         77.6%              -   325,800,000        88.9%                -
                         Subsidiary of the                                              -                                           -
      CSTC               Company                   35,186,932        19.1%                   36,363,777         9.9%
      WHK                Subsidiary of the                                              -                                           -
                         Company                    1,630,466         0.9%                    1,480,536         0.4%
                         Subsidiary of the                                              -                                           -
      CIFA               Company                    1,060,000         0.6%                    1,060,000         0.3%
                         Controlled by the same
      CPSB               parent company              135,622          0.0%              -      135,622          0.1%                -

                                                  181,013,020        98.2%                  364,839,935        99.6%                -



(3)   Long-term equity investments

                                                                                     30 June 2011                31 December 2010

      Subsidiaries (a)                                                               1,052,288,200                        733,088,200
      Joint venture(b)                                                                 779,055,546                        763,011,159
      Associates (c)- without quoted price                                              77,980,797                         79,636,013
      Other long-term equity investments (d)                                            17,037,500                         17,037,500
                                                                                     1,926,362,043                      1,592,772,872
      Less: provision for impairment loss (e)                                           (3,128,300)                        (3,128,300)
                                                                                     1,923,233,743                      1,589,644,572

      The long-term equity investments of the Company are not subject to restriction on conversion into
      cash.




                                                                   - 101 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


13    Notes to the Company’s financial statements (continued)

(3)   Long-term equity investments (continued)

(a)   Subsidiaries

                                                                                                                                                                    Provision       Provision
                                                                                                                                             Reason of                    for   for impairment    Current year
                                                Accounting    Investment    31 December    Current year       30 June     Interest    Voting inconsistent interest impairment         made in    declared cash
                                                     method        costs          2010        changes            2011          %     right % % and voting right      balance      current year        dividend


      Shenzhen Chiwan Terminal Company                                                                                                                                      -                -
        Limited                                Cost method     47,500,000     47,500,000              -     47,500,000       95%       95% Not applicable                                                   -
      Shenzhen Chiwan International Freight                                                                                                                                 -                -
        Agency Company Limited                 Cost method      5,500,000      5,500,000              -      5,500,000     100%       100% Not applicable                                                   -
      Shenzhen Chiwan Harbour Container                                                                                                                                     -                -
        Company Limited                        Cost method     70,920,000     70,920,000   180,000,000     250,920,000       60%       60% Not applicable                                                   -
      Shenzhen Chiwan Transportation Company                                                                                                                                -                -
        Limited                                Cost method      7,000,000      7,000,000              -      7,000,000       75%       75% Not applicable                                                   -

      Chiwan Wharf Holdings (H.K.) Limited     Cost method      1,070,000      1,070,000              -      1,070,000     100%       100% Not applicable                   -                -              -
      Shenzhen Chiwan Shipping and                                                                                                                                          -                -
        Transportation Company Limited         Cost method      6,000,000      6,000,000    18,000,000      24,000,000       60%       60% Not applicable                                                   -
      Shenzhen Chiwan Trains-Grains Terminal                                                                                                                                -                -
        Company Limited                        Cost method     33,750,000     33,750,000              -     33,750,000       75%       75% Not applicable                                                   -
      Chiwan Container Terminal Company                                                                                                                                     -                -
        Limited                                Cost method    421,023,199    421,023,200              -    421,023,200       51%       51% Not applicable                                                   -

      Dongguan Chiwan Wharf Company Limited    Cost method    186,525,000     65,325,000   121,200,000     186,525,000    41.45%     41.45% Not applicable                  -                -              -
      Dongguan Chiwan Terminal Company                                                                                                                                      -                -
        Limited                                Cost method     75,000,000     75,000,000              -     75,000,000       25%       25%    Not applicable                                               -
                                                                             733,088,200   319,200,000    1,052,288,200                                                     -                -             -


                                                                                                - 102 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


13    Notes to the Company’s financial statements (continued)

(3)   Long-term equity investments (continued)

(b)   Joint venture

                                                                                                Current year additions / decreases

                                                                                                                                                                                                       Reason of               Provision               Provision
                                                                                                          Share of net      Cash dividends          Other                                              inconsistent                  for           for impairment
                                  Accounting nitial investment      31 December      Additional         profit or loss of    announced by           equity                       Interest    Voting interest % and         impairment          made in current
                                     method                   cos          2010     investment              associates          associates        changes        30 June 2011         %      right % voting right               balance                     year


      China Overseas Harbour          Equity
      Affairs(Laizhou)Co.,Ltd        method       749,655,300        763,011,159                    -      16,044,387                    -               -       779,055,546        40%        40%       Not applicable                    -                        -


(c)   Associates

                                                                                                Current year additions / decreases

                                                                                                                                                                                                        Reason of                Provision                Provision
                                                    Initial                                             Share of net        Cash dividends            Other                                             inconsistent                   for           for impairment
                                Accounting     investment       31 December        Additional           profit or loss       announced by            equity                       Interest     Voting interest % and           impairment          made in current
                                   method            cost               2010       investment           of associates            associates        changes       30 June 2011           %     right % voting right                balance                     year


      Cyber Network        Equity method        1,875,000           12,869,241                  -           (296,450)            (1,224,863)                 -      11,347,928    23.16% 23.16%               Not applicable                   -                        -
      CMML                 Equity method       80,000,000           66,766,772                  -         (133,903)                           -              -      66,632,869       20%         20%          Not applicable                   -                        -
                                                                    79,636,013                  -           (430,353)            (1,224,863)                 -      77,980,797                                                                 -                        -




                                                                                                                         - 103 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


13    Notes to the Company’s financial statements (continued)

(3)   Long-term equity investments (continued)

(d)   Other long-term equity investment

                                                                Initial                  Current year                                                          Reason of     Provision for        Provision for    Current year
                                           Accounting      investment      31 December     additions /                         Interest    Voting    inconsistent interest    impairment      impairment made     declared cash
                                              method                cost         2010     decreases            30 June 2011           %    right %    % and voting right         balance        in current year        dividend


      China Ocean Shipping Agency                                                                        -                                                                                                                    -
       (Shenzhen) Company Limited         Cost method      13,510,000       13,510,000                            13,510,000         15%      15%         Not applicable                 -                    -
      Shenzhen Petro-chemical Industry                                                                   -                                                                                                                    -
       (Group) Company Limited.           Cost method       3,500,000        3,500,000                             3,500,000     0.26%      0.26%         Not applicable      (3,117,800)                     -
      Guangdong Guang Jian Group                                                                         -                                                                                                                    -
       Company Limited                    Cost method          27,500           27,500                                27,500     0.02%      0.02%         Not applicable          (10,500)                    -
                                                                            17,037,500                   -        17,037,500                                                  (3,128,300)                     -               -


(e)   Provision for impairment of long-term equity investments

                                                                                31 December 2010             Current year additions        Current year decreases            30 June 2011


      Other long-term equity investment
        -Shenzhen Petro-chemical Industry (Group) Company Limited                        (3,117,800)                             -                               -             (3,117,800)

        -Guangdong Guang Jian Group Company Limited                                         (10,500)                             -                               -                 (10,500)

                                                                                         (3,128,300)                             -                               -             (3,128,300)




                                                                                                         - 104 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


13    Notes to the Company’s financial statements (continued)

(4)   Operating income and operating cost

                                                                           Jan.-Jun.2011                  Jan.-Jun.2010

      Revenue from main operations                                              83,182,415                    79,131,875
      Revenue from other operations                                             10,292,954                     4,836,263
                                                                                93,475,369                    83,968,138

                                                                           Jan.-Jun.2011                  Jan.-Jun.2010

      Cost from main operations                                                 61,435,910                    62,573,536
      Cost from other operations                                                   834,235                       354,283
                                                                                62,270,145                    62,927,819

(a)   Revenue and cost from main operations



                                                        Jan.-Jun.2011                          Jan.-Jun.2010
                                               Revenue from       Cost from main       Revenue from          Cost from main
                                             main operations             operations   main operations             operations


      Load and unload operation                      83,182,415         61,435,910         79,131,875            62,573,536


(b)   Other revenue and cost

                                                         Jan.-Jun.2011                          Jan.-Jun.2010
                                                Revenue from              Cost from      Revenue from               Cost from
                                              other operations    other operations     other operations       other operations


      Lease income                                    6,108,217            834,235          1,999,985                354,283
      Labor management income                         2,543,920                   -         1,862,704                        -
      Sales of materials                               508,509                    -           290,374                        -
      Documentation fee                                314,264                    -           300,229                        -
      Other logistic services in port                  221,559                    -            82,540                        -
      others                                           596,485                    -           300,431                        -
                                                     10,292,954            834,235          4,836,263                354,283




                                                              - 105 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


13    Notes to the Company’s financial statements (continued)

(4)   Operating income and operating cost (continued)

(c)   Particulars of the top five customers in revenue

      Revenue from top five customers of the Company totaled RMB48,376,291(Jan.-Jun.2010:
      26,310,353), which accounted for 52% (Jan.-Jun.2010: 31%) of the total revenue from main
      operations. Details are showed as below:
                                                              Revenue         % of total revenue
                                                                           from main operations
                                                                                of the Company

      Customer K                                                                     19,101,830                               20%
      Customer F                                                                     15,031,558                               16%
      Customer L                                                                      5,553,483                                6%
      Customer G                                                                      5,263,772                                6%
      Customer H                                                                      3,516,648                                4%
                                                                                     48,467,291                               52%

(5)   Investment income

                                                                                     Jan.-Jun.2011                     Jan.-Jun.2010


      Investment income from investments under cost method of accounting                                 -                             -
      Investment income from investments under equity method of
       accounting (a)                                                                         15,614,034                      (2,060,572)
      Loss from disposal of long-term investment                                                         -                    29,767,257
      Income from available-for-sale financial assets                                             360,000                       310,000
      Interest income for short-term loans to subsidiaries                                      8,207,310                      4,890,146
                                                                                              24,181,344                      32,906,831


(a)   Investment income from long-term investment under equity method of accounting

      Investment income from top five investees or individually accounted to over 5% of total profit are
      analysed as below:

                                              Jan.-Jun.2011       Jan.-Jun.2010                  Reason of fluctuation


      COHA(Laizhou)                                16,044,387                     - Newly joint venture in Jule 2010
      CMIT                                           (296,450)             939,805 Decrease in performance and Investment was
                                                                                   down
      CMML                                           (133,903)       (3,000,377) Decrease in performance and Investment was
                                                                                   down
                                                   15,614,034        (2,060,572)



                                                                 - 106 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED


      NOTES TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


13    Notes to the Company’s financial statements (continued)

(6)   Supplementary information to cash flow statements

(a)   Reconciliation from the net profit to the cash flows from operating activities



                                                                 Jan.-Jun.2011         Jan.-Jun.2010
      Net profit                                                        2,219,063            26,031,412
      Add: Provisions for assets impairment                                     -                     -
           Depreciation of fixed assets                                 6,222,570             7,887,155
           Depreciation/amortisation of investment
             property                                                     529,528              325,378
           Amortisation of intangible assets                            1,563,242            1,465,775
           Amortisation of long-term prepaid expenses                      89,810              135,324
           Gains on disposal of fixed assets and
             intangible assets                                           (69,642)               15,735
           Finance (income)/expenses                                  20,308,106             6,819,649
           Investment income                                         (24,181,344)          (32,906,831)
           (Increase)/decrease in deferred tax assets                 (1,962,481)            8,926,411
           (Increase)/decrease in inventories                             30,855               (26,316)
           (Increase)/decrease in operating receivables              (97,548,055)          (58,601,495)
           Increase/(decrease) in operating payables                 239,055,918           197,513,012
      Net cash flows from operating activities                       146,257,570           157,585,209

(b)   Net changes in cash and cash equivalents

                                                                Jan.-Jun.2011          Jan.-Jun.2010

      Cash at end of year                                          619,059,211            647,142,458
      Less: cash at beginning of year                              494,364,355            453,407,958
      Net increase/(decrease) in cash                              124,694,856            193,734,500




                                                      - 107 -
     SHENZHEN CHIWAN WHARF HOLDINGS LIMITED

     SUPPLEMENTARY INFORMATION TO FINANCIAL STATEMENTS
     For The Six Months Ended 30 June 2011
     (All amounts in RMB unless otherwise stated)
     [English translation for reference only]


1.   Breakdown of extraordinary gains and losses

                                                                               Jan.-Jun.2011                   Jan.-Jun.2010

     Net gain on disposal of non-current assets                                               3,010                       1,950,715
     Government grants in current year profit                                                      -                        344,690
     Receivables impairment reversal by individual                                                 -                              -
     assessment
     Other non-operating (expenses)/income, net                                             186,790                          68,412
                                                                                            189,800                       2,363,817
     Tax effects                                                                            (35,120)                      (518,077)
     Minority interests effects (after tax)                                                    9,663                         (8,884)
                                                                                            164,343                       1,836,856

     The basis of preparation of net profit before extraordinary gains and losses reconciliation

     According to the Interpretation Bulletin on Information Disclosure by Public Companies No [2008]
     1 – Extraordinary gains and losses, extraordinary gain and losses are the gain and losses
     resulted from the transactions/events which are not incurred by the operation of the entity, or,
     though incurred by the operation, the nature, amounts or the frequency of such
     transactions/events will lead to a misleading presentation of the normal performance and
     profitability of the operation of the entity.

2.   Return on equity and earnings per share

                                                 Weighted average return on                      Earnings per share

                                                         equity (%)            Basic earnings per share     Diluted earnings per share

                                                Jan.-Jun.2011 Jan.-Jun.2010 Jan.-Jun.2011 Jan.-Jun.2010 Jan.-Jun.2011 Jan.-Jun.2010


     Consolidated net profit attributable to
       shareholders of the Company                    7.78%           10.27%        0.401          0.479          0.401          0.479
     Consolidated net profit excluding non-
       routine items attributable to
       shareholders of the Company                    7.78%           10.21%        0.400          0.476          0.400          0.476




                                                               - 108 -
     SHENZHEN CHIWAN WHARF HOLDINGS LIMITED

     SUPPLEMENTARY INFORMATION TO FINANCIAL STATEMENTS
     For The Six Months Ended 30 June 2011
     (All amounts in RMB unless otherwise stated)
     [English translation for reference only]
3    Notes for significant fluctuation of major accounts in financial statements

     The following represents analysis to financial statements line items with a fluctuation above 30%
     (inclusive), or take up 5% of total assets as at balance sheet date (inclusive) or 10% of net profit
     for the reported period (inclusive):

                                                                                                Increase /
                                                     30 June 2011     31 December 2010      (decrease)(%)

     Cash at bank and on hand                   1     923,185,625           781,720,083               18%
     Notes receivable                           2               -             4,640,000             -100%
     Accounts receivable                        3     246,557,343           179,772,755               37%
     Interest receivable                        4         123,333             1,318,202              -91%
     Dividends receivable                       5       1,224,863                     -              100%
     Long-term equity
                                                                                                      13%
     investments                                 6   1,302,679,505        1,149,921,886
     Fixed assets                                7   2,568,332,792        2,652,957,915               -3%
     Construction in progress                   8      268,749,180           14,593,516             1742%
     Intangible assets                          9    1,055,003,337        1,074,247,819               -2%
     Goodwill                                   10      15,244,795           10,858,898               40%
     Other non-current assets                   11     121,670,926           72,292,214               68%

     Short-term borrowings                      12   1,463,550,000        1,225,550,000               19%
     Accounts payable                           13     282,212,391          214,723,251               31%
     Taxes payable                              14      62,057,172          100,583,520              -38%
     Dividends payable                          15     511,876,650          213,351,043              140%
     Current portion of non-
                                                                                                      -31%
     current liabilities                        16    285,451,750           412,951,750
                                                     Jan.-Jun.2011         Jan.-Jun.2010
     Revenue                                    17    844,983,574           833,761,885                 1%
     Cost of sales                              18   (359,809,074)         (336,890,090)                7%
     General and administrative
                                                                                                      39%
       expenses                                 19     (76,912,960)         (55,387,647)
     Financial (expenses)/income
                                                                                                     482%
       - net                                    20     (28,605,944)          (4,915,700)
     Investment income                          21      58,444,197           84,416,791               -31%
     Non-operating income                       22         287,103            2,469,174               -88%
     Income tax expense                         23     (66,792,459)         (65,939,121)                1%

1.   The major reason for the increase was net cash flows from operating activities and financing
     activities were larger than net cash flows from investing activities.
2.   It was mainly due to notes receivable were accepted.
3.   It was mainly due to the credit term was extended.
4.   It was due to interest on bank deposits was received.
5.   It was due to dividend receivable by the Company for the year 2010 was recognized according to
     the resolution of the Board of Directors of CMCCL.

                                                      - 109 -
      SHENZHEN CHIWAN WHARF HOLDINGS LIMITED

      SUPPLEMENTARY INFORMATION TO FINANCIAL STATEMENTS
      For The Six Months Ended 30 June 2011
      (All amounts in RMB unless otherwise stated)
      [English translation for reference only]


3     Notes for significant fluctuation of major accounts in financial statements(continued)

6.     It was mainly due to the increase of investment income from joint ventures and associates.
7.     Fixed assets were depreciated and the net value of fixed assets decreased as a result.
8.    It was mainly due to berths of subsidiary CHCC were in construction.
9.     Intangible assets were amortized and the net value of intangible assets decreased as a result.
10.   It arose from the acquisition of the share in Hinwin Development Limited in May 2010,being the
       difference of the cost of investment and the Group’s share of the fair value of the identifiable net
       assets in Hinwin Development Limited.
11.    DCTC paid for the use right of the land and coastline of Berth 4# and 5#.
12.    The major reason was short-term loans were obtained to repay long-term loans.
13.    It was mainly due to the increased accounts payable for berth construction of CHCC.
14.    It was mainly due to the income tax of 2010 was paid .
15.    The increase was due to dividends payable for A-share and B-share holders according to the
       resolution of the Shareholders’ General Meeting.
16.    The reason of fluctuation was the same as (12).
17.     It was mainly due to the increase of operating renenue from normal operation of the subsidiary
       DGW this year.
18.    Expenses on material consumption increased as the labor cost and material prices rised up.
19.    It was mainly due to the increased labor cost.
20.    The significant increase was due to the increased loan interest rates and the loan principal .
21.    It was mainly due to the company obtained gains on selling shares of an associated company in
       the same period of last year .
22.    The reason was CTCL disposed some fixed assets and recognized gains in the same period of
       last year.
23.    It was mainly due to the income tax rate increased and income tax preference to some berths
       came to expiration in 2010.




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