SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
2014 Semi-annual Report
Date of disclosure: 27 August 2014
2014 Semi-annual Report
Section I. Important Reminders, Contents & Definition
The Board of Directors, the Supervisory Committee as well as all directors, supervisors and senior
management staff of Shenzhen Chiwan Wharf Holdings Limited (hereinafter referred to as “the
Company”) warrant that this report is factual, accurate and complete without any false record,
misleading statement or material omission. And they shall be jointly and severally liable for that.
This Semi-Annual Report has been reviewed and approved at the Second Session of the Eighth
Board of Directors of the Company. Due to business reasons, Chairman Zheng Shaoping and Vice
Chairman Wang Zhixian did not attend the meeting, and they both gave their consent to all the
propasals reviewed at the session and authorized Director Deng Weidong to chair the session,
express opinion and sign relevant documents on behalf of them.
The Company plans not to distribute cash dividends or bonus shares or turn capital reserve into
share capital in the interim of 2014.
Mr. Zheng Shaoping, chairman of the Board of Directors, Mr. Zhang Fang, CFO, and Ms. Li Li,
financial manager, hereby confirm that the Financial Report enclosed in this report is factual,
accurate and complete.
The future plans, development strategies and some other forward-looking statements mentioned in
this report shall not be considered as virtual promises of the Company to investors. And investors
are kindly reminded to pay attention to possible risks.
This semi-annual report is prepared in both Chinese and English. Should there be any discrepancy
between the two versions, the Chinese version shall prevail.
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2014 Semi-annual Report
Catalogue
Section I. Important Reminders, Contents & Definition..........................................................1
Section II. Company Profile.....................................................................................................4
Section III. Accounting & Business Highlights .......................................................................6
Section IV. Report of the Board of Directors ...........................................................................8
Section V. Significant Events .................................................................................................16
Section VI. Change in Shares & Shareholders.......................................................................26
Section VII. Directors, Supervisors & Senior Management Staff .........................................28
Section VIII. Financial Report ...............................................................................................30
Section IX. Documents Available for Reference ...................................................................30
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2014 Semi-annual Report
Explanation
Term Refers to Definition
Company, the Company or Chiwan
Refers to Shenzhen Chiwan Wharf Holdings Limited
Wharf
CMHI Refers to China Merchants Holdings (International) Company Limited
CND Group Refers to China Nanshan Development (Group) Inc.
Malai Storage Refers to Shenzhen Malai Storage Co., Ltd.
Keen Field Enterprises Limited, a wholly-funded subsidiary
KFEL Refers to
of China Merchants Holdings (International)
“the Company Law” Refers to “the Company Law of the People’s Republic of China”
“the Securities Law” Refers to “the Securities Law of the People’s Republic of China”
“the Articles of Association of Shenzhen Chiwan Wharf
“the Articles of Association” Refers to
Holdings Limited”
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2014 Semi-annual Report
Section II. Company Profile
I. Basic information of the Company
Stock abbreviation Chiwan Wharf A, Chiwan Wharf B Stock code 000022, 200022
Stock exchange listed with Shenzhen Stock Exchange
Chinese name of the Company 深圳赤湾港航股份有限公司
Abbr. of the Chinese name of the Company 深赤湾
English name of the Company Shenzhen Chiwan Wharf Holdings Limited
Abbr. of the English name of the Company Chiwan Wharf
Legal representative of the Company Mr. Zheng Shaoping, chairman
II. Contact information
Company Secretary Securities Affairs Representative
Name Ms. Bu Dan Ms. Hu Jingjing
8/F, Chiwan Petroleum Building, 8/F, Chiwan Petroleum Building,
Contact address
Shenzhen, PRC Shenzhen, PRC
Tel. +86 755 26694222 +86 755 26694222
Fax +86 755 26684117 +86 755 26684117
E-mail cwh@cndi.com cwh@cndi.com
III. Other information
1. Ways to contact the Company
The registered address, office address and their postal codes, website address and email address of
the Company did not change during the reporting period.
Registered address Chiwan, Shenzhen, PRC
Postal code for the registered address 518067
Office address 8/F, Chiwan Petroleum Building, Shenzhen, PRC
Postal code for the office address 518067
Internet website of the Company http://www.szcwh.com
Email address cwh@cndi.com
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2014 Semi-annual Report
2. About information disclosure and where this report is placed
The newspapers designated by the Company for information disclosure, the website designated by
CSRC for disclosing this report and the location where this report is placed did not change during
the reporting period.
Newspapers designated by the Company for information disclosure Securities Times, Ta Kung Pao (HK)
Internet website designated by CSRC for disclosing this report http://www.cninfo.com.cn
Where this report is placed Company Secretary Office
3. Change of the registered information
The registration date and place of the Company, its business license No., taxation registration No.
and organizational code did not change during the reporting period.
Registration Registration Business Registration code of Organizational
Query index
date place license No. taxation code
Market
Initial Chiwan, 4403015011 SSDZ No.
19 Jul. 1990 61883296-8 Supervision
registration Shenzhen 24494 440300618832968
Administration
Bureau of
At the end
Shenzhen
of the Chiwan, 4403015011 SSDZ No.
24 Apr. 2013 61883296-8 Municipality
reporting Shenzhen 24494 440300618832968
(http://www.szaic.
period
gov.cn)
Changes of the main
business since listing (if Unchanged
any)
Changes of the controlling
N/A
shareholder (if any)
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2014 Semi-annual Report
Section III. Accounting & Business Highlights
I. Major accounting data and financial indicators
Unit: RMB
Jan.-Jun. 2014 Jan.-Jun. 2013 YoY +/-
Operating income 875,981,241.59 865,235,792.24 1.24%
Net profit attributable to
235,338,598.71 295,594,905.20 -20.38%
shareholders of the parent
Net profit attributable to
shareholders of the parent after 233,093,807.14 294,817,033.01 -20.94%
extraordinary gains and losses
Net cash flows from operating
282,633,209.75 357,817,144.38 -21.01%
activities
Basic EPS (RMB Yuan/share) 0.365 0.458 -20.31%
Diluted EPS (RMB Yuan/share) 0.365 0.458 -20.31%
Weighted average ROE 5.85% 7.80% -1.95%
30 Jun. 2014 31 Dec. 2013 +/-
Total assets 7,470,426,613.37 7,346,529,214.70 1.69%
Total shareholder’s equity
attributable to equity holders of 3,932,905,331.07 3,947,846,392.77 -0.38%
the parent
Number of the Company’s total shares in the trading day before disclosure:
Number of the Company’s total shares in the trading day before disclosure 644,763,730
II. Differences between accounting data under domestic and overseas accounting standards
Unit: RMB
Net profit attributable to shareholders of Net assets attributable to
the parent shareholders of the parent
Jan.-Jun. 2014 Jan.-Jun. 2013 Closing balance Opening balance
According to Chinese
235,338,598.71 295,594,905.20 3,932,905,331.07 3,947,846,392.77
accounting standards
According to international and
N/A
overseas accounting standards
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2014 Semi-annual Report
III. Items and amounts of extraordinary gains and losses
Unit: RMB
Item Amount
Profit or loss on the disposal of non-current assets (74,463.56)
Government grants recognized in current gains and losses 4,290,189.30
Non-operating income and expense other than the above 296,405.13
Less: Tax effects 938,290.52
Effects of minority interests 1,329,048.78
Total 2,244,791.57
In the reporting period, the Company did not turn any item that should be considered as an
extraordinary gain/loss item according to the definition and examples in The Explanatory
Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the
Public—Extraordinary Gains and Losses into a recurrent gain/loss item.
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2014 Semi-annual Report
Section IV. Report of the Board of Directors
I. Overview
The Company is principally engaged in the handling, warehousing and transportation of containers
and bulk cargoes, as well as the provision of related services.
The reporting period witnessed a slow recovery of the global economy, continuous weakness of the
shipping market, a sharp drop in the growth of import & export and a growth slowdown of the
cargo throughput and the container throughput of ports in the country. The container throughput of
all ports in the country increased 5.7% from the same period of last year, down by 2.6 percentage
points, with that of Shenzhen Port (mainly engaged in foreign trade) registering a year-on-year drop
of 0.9%. Affected by a weak market and a high proportion of international transit in the business
structure, the container throughput of the Company went down 10.7% year on year. As for the bulk
cargo business, the handling capacity of Machong Port was released to a great extent, boosting the
bulk cargo throughput of the Company to grow 31.0% in the first half of 2014. And at the same
time, the proportion of cargo sources from foreign trade increased considerably and the business
structure further improved. To be specific, in the reporting period, the cargo throughput of Chiwan
Port went down 14.9% year on year due to resource reduction and business relocation while that of
Machong Port soared 101.2% because of the excellent results of its market expansion effort and the
rapid development of its business. Business highlights of the Company are set out as follows:
Reporting period Same period of last year
Main business indicator YoY +/-
(Jan.-Jun. 2014) (Jan.-Jun. 2013)
Total throughput (thousand tons) 30,821 32,868 -6.2%
Among which: Container throughput (thousand TEU) 2,395 2,681 -10.7%
Chiwan Port 1,775 2,035 -12.8%
Mawan Port 620 646 -4.0%
Throughput of bulk cargo (thousand tons) 7,823 5,974 31.0%
Chiwan Port 3,075 3,614 -14.9%
Machong Port 4,748 2,360 101.2%
Hours charged for tow trucks (thousand hours) 543 585 -7.2%
Hours charged for tugboats (hour) 14,581 15,320 -4.8%
The world economy will remain complex and changeable in the second half of 2014, with
continuously polarized recovery and growth in it. And the domestic economy shows a tendency of
restructuring. With weak demand growth both at home and abroad, as well as the continuous
overcapacity, it is hard for the shipping market to recover. We will face some big challenges in the
container business in the future. And as countermeasures, we will continue to enhance our effort in
exploring local cargo sources, speed up berth alteration to adapt to bigger ships, improve the
operation efficiency and service, and try to maintain relative stability of our current market share.
Our bulk cargo business will keep growing steadily, but the throughput is expected to slow down in
growth in the second half of the year due to the market situation. We will also continue to push
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2014 Semi-annual Report
forward delicacy management and cost decreasing & benefit increasing, accelerate the warehouse
supporting project for Machong Port, attach importance to technique innovation and energy saving
& consumption reduction, and thoroughly improve the port resource utilization efficiency and
enterprise operation efficiency.
II. Main business analysis
In the reporting period, operating costs increased 18.56% year on year mainly because the
depreciation, labor, outsourcing, rent costs and so on increased. Financial expenses increased
191.75% from the same period of last year mainly because the average occupation amount of
interest-borne loans, the loan interest rate and the exchange loss on RMB depreciation increased.
Net cash outflows from investing activities decreased 60.71% mainly because the Machong Port
project was almost completed and the investment in fixed assets decreased. Net cash flows from
financing activities decreased 261.77% because the due short-term financing bills of RMB 500
million were repaid in the reporting period while there was no such event in the same period of last
year.
Unit: RMB
Jan.-Jun. 2014 Jan.-Jun. 2013 YoY +/-
Operating income 875,981,241.59 865,235,792.24 1.24%
Operating costs 462,666,123.14 390,222,276.89 18.56%
General and administrative expenses 77,865,679.19 73,855,832.02 5.43%
Financial expenses 37,195,762.94 12,749,188.04 191.75%
Income tax expenses 53,240,327.00 54,179,137.41 -1.73%
Net cash flows from operating activities 282,633,209.75 357,817,144.38 -21.01%
Net cash flows from investing activities (57,419,206.24) (146,130,430.12) 60.71%
Net cash flows from financing activities (158,429,813.22) 97,936,227.02 -261.77%
Net increase in cash and cash equivalents 67,291,599.59 308,564,992.48 -78.19%
No major changes occurred to the profit structure or sources of the Company during the reporting
period.
In the reporting period, we pushed forward all the work in an orderly manner as planned. The
upgrading alteration of container berths were completed, our efforts in exploring local cargo sources
produced good results, and the port environment continued to improve. The Machong Phase-II
wharf went into trial operation this May and we carried on with fertilizer relocation step by step to
satisfy clients’ needs, enabling Chiwan Port and Machong Port to support each other in
development. Meanwhile, we enhanced cooperation with other ports in the region and helped keep a
good market order. Our core business and main clients remained stable.
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2014 Semi-annual Report
III. Breakdown of main business
Unit: RMB
Increase/decrease Increase/decrease
Increase/decrease
of operating of gross profit
Operating Operating Gross of operating costs
income over the rate over the
income costs profit rate over the same
same period of same period of
period of last year
last year last year
Classified by industry:
Cargo handling 825,037,404.52 435,215,993.40 47.25% 1.53% 18.37% -7.50%
Classified by region:
Mainland China 873,585,381.02 458,261,343.40 47.54% 1.34% 18.94% -7.76%
IV. Core competitiveness analysis
Upon 30 years of development, the Company has gathered a pool of experienced professionals and
an excellent managerial team, with its business management highly recognized by shareholders and
clients. With stable client sources and efficient business process flows, the Company is considered a
leader in the sector in terms of operating efficiency. As a mature listed port company in China, the
Company owns an excellent brand and reputation in the market.
Change in our core competitiveness in the reporting period: The Machong Phase-II wharf went into
trial operation in May 2014, which has greatly improved our port resource capability and market
competitiveness, providing favorable conditions for the rapid and steady development of our bulk
cargo business.
V. Investment analysis
1. Investments in equities of external parties
（1） Investments in external parties
The Company did not invest in any external party during the reporting period.
（2）Equity-holdings in financial enterprises
The Company did not have any equity-holding in any financial enterprise during the reporting
period.
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2014 Semi-annual Report
（3）Securities investments
Unit: RMB
Variety Initial Number of Shareholding Number of Shareholding Gain/loss
Code of Name of shares held shares held Closing for Accounting Source of
of investment percentage at percentage at
securities securities at period- at period- book value reporting title stock
securities cost period-begin period-end
begin end period
Shares held by
legal entity,
Available-
which is
Ninghu for-sale
Stock 600377 1,120,000 1,000,000 0.02% 1,000,000 0.02% 5,540,000 380,000 allowed for
Expressway financial
circulation
assets
after share
reform
Long-term
Petro- Shares held by
Stock 400032 3,500,000 780,000 0.26% 780,000 0.26% 382,200 - equity
chemical A1 legal entity
investment
Long-term
Guang Jian Shares held by
Stock 400009 27,500 20,000 0.02% 20,000 0.02% 17,000 - equity
1 legal entity
investment
Total 4,647,500 1,800,000 -- 1,800,000 -- 5,939,200 380,000 -- --
The Company did not hold any equity in any other listed company in the reporting period.
2. Wealth management entrustment, derivative investments and entrustment loans
（1）Wealth management entrustment
Unit: RMB ’000
Principal Actual
Related- actually gains and
Related- Payment
Name of party Type of Beginning Ending recovered Impairment Anticipated losses in
party Amount determina
trustee transaction product date date in the provision gain the
relation tion
or not reporting reporting
period period
Agricultural
Bank of principal- 3 Apr. 13 May Floating
-- No 250,000 250,000 0 1,202.1 1,202.1
China Co., protected 2014 2014 earnings
Ltd.
Total 250,000 -- -- -- 250,000 0 1,202.1 1,202.1
Source of the entrusted funds Our own idle funds
Cumulative overdue principals and gains 0
Lawsuit (if applicable) Inapplicable
Disclosure date of the board announcement
approving the wealth management 29 Jan. 2014
entrustment (if any)
Disclosure date of the general meeting
announcement approving the wealth Inapplicable
management entrustment (if any)
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2014 Semi-annual Report
（2）Derivative investment
The Company did not carry out any derivative investment in the reporting period.
（3）Entrustment loans
There were no entrustment loans in the reporting period.
3. Use of raised funds
（1）Overview of the use of raised funds
Unit: RMB ’000
Total raised funds 400,000
Raised funds input in the reporting period 400,000
Raised funds accumulatively input 400,000
Raised funds with changed use in the reporting
0
period
Accumulative raised funds with changed use 0
Proportion of accumulative raised funds with
0%
changed use
Overview of the use of raised funds
The Company issued short-term financing bills of RMB 400 million on 26 Jun. 2014, all of which were used to
supplementing the working capital.
（2）Projects promised to be invested with raised funds
Unit: RMB ’000
Project Investm Date when Material
Projects invested with Profit
changed or Raised Input in Accumulative ent the project Reach the change in
raised capital as Investment generated
not capital the input up to progress reaches the expected the
promised and after in the
(including input as reporting the period- up to the expected profit or project
investments with over- adjustment reporting
partially promised year end period- usable not feasibility
raised capital period
changed) end condition or not
Projects invested with raised capital as promised
For supplementing
-- 400,000 400,000 400,000 400,000 100% -- -- -- --
working capital
Subtotal of promised
-- 400,000 400,000 400,000 400,000 -- -- -- -- --
investment projects
Investments of over-raised capital
Inapplicable 0 0 0 0 0% 0
Subtotal of investments
-- 0 0 0 0 -- -- 0 -- --
with over-raised capital
Total -- 400,000 400,000 400,000 400,000 -- -- 0 -- --
Reason for failing to
reach scheduled
progress or projected N/A
income (explain one
project by one project)
Explanation on
significant changes in N/A
feasibility of projects
Amount, usage and
usage progress of over- N/A
raised capital
Change of the N/A
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2014 Semi-annual Report
implementation
location of any raised
funds investment
project
Adjustment of the
implementation
method of any raised N/A
funds investment
project
Advance input and
exchange of any raised
N/A
funds investment
project
Idle raised capital for
temporarily
N/A
supplementing working
capital
Outstanding raised
funds in project
N/A
implementation and
reasons
Usage and whereabouts
N/A
of unused raise capital
Problems found in the
usage and information
disclosure of raised N/A
capital and other
matters
（3）Change of raised-funds-invested projects
No change of raised-funds-invested projects during the reporting period.
4. Analysis to main subsidiaries and stock-participating companies
Unit: RMB
Main
Company Company Registered Operating Operating
Industry products/ser Total assets Net assets Net profit
name variety capital income profit
vices
Chiwan
Container Transporta Container USD 95.3
Subsidiary 2,470,361,584.20 1,656,267,039.55 336,644,747.20 122,130,779.01 100,054,576.66
Terminal tion handling million
Co., Ltd.
Shenzhen
Chiwan RMB
Transporta Container
Harbor Subsidiary 288.2 757,984,404.18 547,440,490.39 155,506,928.15 85,090,035.64 81,550,803.16
tion handling
Container million
Co. Ltd.
Dongguan
Handling
Chiwan
Transporta and storage RMB 450
Wharf Subsidiary 995,526,956.94 576,342,977.90 169,746,878.36 68,775,163.99 60,286,671.00
tion of bulk million
Company
cargos
Limited
5. Significant projects of investments with non-raised funds
Unit: RMB ’000
Cumulative actual
Total planned Input for the Project Project
Project name input as at the
investment reporting period progress earnings
period-end
Berth 4# and 5# of Machong Port 624,225.2 46,738.7 657,860.4 100% --
Equipment for berth 2#-3#, Machong Port 37,712.0 8,485.8 33,883.1 90% --
Total 661,937.2 55,224.5 691,743.5 -- --
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2014 Semi-annual Report
VI. Implementation of profit allocation during the reporting period
Pursuant to the guiding spirit of the Notice of CSRC on Further Implementing Matters Related to
Cash Dividends of Listed Companies, the Notice of CSRC Shenzhen Bureau on Fully
Implementing the Notice of CSRC on Further Implementing Matters Related to Cash Dividends of
Listed Companies (Shen-Zheng-Ju-Gong-Si-Zi (2012) No. 43), the Company has revised some
articles in its Articles of Association in relation to the profit distribution policy, which involves the
specific policy, the decision-making procedure and mechanism, the adjustment and implementation
of the profit distribution policy, profit distributed to foreign shareholders and other aspects (for the
revised Articles of Association of the Company, see www.cninfo.com.cn). The revised Articles of
Association of the Company was reviewed and approved on the 5th Special Session of the 7th Board
of Directors for 2012 on 3 Aug. 2012, and later on the 1st Special Shareholders’ General Meeting
for 2012 on 21 Aug. 2012. During the reporting period, the Company executed the profit allocation
policy in strict compliance with the revised Articles of Association, and it did not again alter the
profit allocation policy, especially the cash dividend policy.
Special statement about the cash dividend policy
In compliance with the Company’s Articles of Association and the resolution of the
Yes
general meeting
Specific and clear dividend standard and ratio Yes
Complete decision-making procedure and mechanism Yes
Independent directors fulfilled their responsibilities and played their due role. Yes
Minority shareholders have the chance to fully express their opinion and desire and their
Yes
legal rights and interests were fully protected.
In adjustment or alteration of the cash dividend policy, the conditions and procedure were
Yes
in compliance with regulations and transparent.
As audited by Deloitte Touche Tohmatsu Certified Public Accountants LLP, the net profit of the
Company (without subsidiaries) for 2013 stood at RMB 363,887,260.39 and the cumulative
distributable profit at RMB 667,999,192.32.
1) According to the Company Law and the Articles of Association of the Company, RMB
36,388,726.04, 10% of the audited net profit of the Company (without subsidiaries) for 2013 was
taken out as statutory surplus reserve.
2) As planned, based on the total 644,763,730 shares as at the end of 2013, a cash dividend of RMB
3.90 (tax included) was to be distributed for every 10 shares, with a total of RMB 251,457,854.70
being distributed.
After the aforesaid allocations, the retained profit of the Company (without subsidiaries) stood at
RMB 380,152,611.58.
Implementation of the said profit allocation plan was completed on 18 Jul. 2014, with the date of
record for A-shares and the last trading date for B-shares both on 15 Jul. 2014 and the ex-dividend
date on 16 Jul. 2014.
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2014 Semi-annual Report
VII. Preplan for profit distribution and turning capital reserve into share capital for the
reporting period
The Company planed not to distribute cash dividends or bonus shares or turn capital reserve into
share capital for the reporting period.
VIII. Particulars about researches, visits and interviews received in this reporting period
Place of Way of Main discussion and materials
Time of reception Visitor type Visitor
reception reception provided by the Company
Basic operation situation of the
Office of the Telephone Individual
Jan.-Jun. 2014 Individual Company, investments made and its
Company communication investors
financial position
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2014 Semi-annual Report
Section 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.
According to our business development and operational needs, as well as the requirements by
relevant laws and regulations of regulators, we revised Article 17, Article 67, Article 75, Article
106, Article 111, Article 113 and Article 154 of our Articles of Association. The revisions were
reviewed and approved at the 7th Session of the 7th Board of Directors on 27 Mar. 2014, and then at
the 2013 Annual Shareholders’ General Meeting on 22 May 2014.
In the reporting period, according to our business development and operational needs, we revised
The Rules of Procedure for the General Meeting, The Rules of Procedure for the Board of Directors
and The Specific Work Rules for GM under The Articles of Association. The revisions were
reviewed and approved at the 2nd Special Session of the 7th Board of Directors for 2014 on 23 Apr.
2014, and then at the 2013 Annual Shareholders’ General Meeting on 22 May 2014.
In order to further improve the governance structure and standardize the operation, pursuant to The
Guidelines of Shenzhen Stock Exchange for Standardized Operation of Main Board Listed
Companies, The Filing Methods of Shenzhen Stock Exchange for Independent Directors (revised in
2011), etc., we revised The Decision-making Rules for Related-party Transactions and The
Working Rules for Independent Directors. The revisions were reviewed and approved at the 2nd
Special Session of the 7th Board of Directors for 2014 on 23 Apr. 2014, and then at the 2013 Annual
Shareholders’ General Meeting on 22 May 2014.
In the reporting period, according to The Company Law and other applicable laws and
administrative regulations, we revised The Rules of Procedure for the Supervisory Committee. The
revisions were reviewed and approved at the 1st Special Session of the 7th Supervisory Committee
for 2014 on 23 Apr. 2014, and then at the 2013 Annual Shareholders’ General Meeting on 22 May
2014.
II. Significant lawsuits or arbitrations
There was no significant lawsuit or arbitration in the reporting period.
III. Media’s queries
There was no media’s common query during the reporting period.
IV. Bankruptcy reorganization
No event involving bankruptcy reorganization occurred to the Company in the reporting period.
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2014 Semi-annual Report
V. Asset transactions
1. Purchase of assets
There was no purchase of assets by the Company during the reporting period.
2. Sale of assets
There was no sale of assets by the Company during the reporting period.
3. Business combination
The “Proposal on the Company Merging Shenzhen Chiwan Terminal Co., Ltd. and Shenzhen
Chiwan Trans-Grains Terminal Limited” was reviewed and approved at the 5th Special Session of
the 7th Board of Directors for 2013 on 23 Apr. 2013 and later at the 2012 Annual Shareholders’
General Meeting on 21 May 2013, agreeing the Company to merge Shenzhen Chiwan Terminal Co.,
Ltd. and Shenzhen Chiwan Trans-Grains Terminal Limited into itself to operate the bulk cargo
handing business in Chiwan Port under unified management. After the merge, Shenzhen Chiwan
Terminal Co., Ltd. and Shenzhen Chiwan Trans-Grains Terminal Limited will be crossed off and
the Company will become the main operating unit of the bulk cargo handling business in Chiwan
Port. For the relevant resolution announcements, see the announcements (No. 2013-027 and 2013-
034) disclosed on Securities Times, Ta Kung Pao (HK) and www.cninfo.com.cn dated 24 Apr.
2013 and 22 May 2013.
In Nov. 2013, the Company received the “Reply of the Economy, Trade and Information
Commission of Shenzhen Municipality about Preliminary Approval to the Merge of Shenzhen
Chiwan Terminal Co., Ltd. into Shenzhen Chiwan Wharf Holdings Limited” (SJMXXZZ [2013]
No. 1883). And the relevant progress announcement (No. 2013-059) was disclosed on Securities
Times, Ta Kung Pao (HK) and www.cninfo.com.cn dated 22 Nov. 2013.
In Jan. 2014, the Company received the “Reply of the Economy, Trade and Information
Commission of Shenzhen Municipality about Approval to the Merger between Shenzhen Chiwan
Wharf Holdings Limited and Shenzhen Chiwan Terminal Co., Ltd.” (SJMXXZZ [2014] No. 109),
approving the combination of the two companies in the form of a merger. The Company survived
the merger; and Shenzhen Chiwan Terminal Co., Ltd. was dissolved in the merger and all its
creditor’s rights, liabilities and properties were assumed by the Company. After the merger, the
total share capital and registered capital of the Company remained the same. And the relevant
announcement (No. 2014-005) was disclosed on Securities Times, Ta Kung Pao (HK) and
www.cninfo.com.cn dated 14 Feb. 2014.
In Feb. 2014, Shenzhen Chiwan Terminal Co., Ltd. canceled its registration with the Market
Supervision Administration Bureau of Shenzhen Municipality and received the “Enterprise
Cancellation Notice” issued by the Bureau. And the relevant announcement (No. 2014-007) was
disclosed on Securities Times, Ta Kung Pao (HK) and www.cninfo.com.cn dated 28 Feb. 2014.
VI. Implementation of equity incentive and its influence
The Company did not make or carry out any equity incentive plan during the reporting period.
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2014 Semi-annual Report
VII. Significant related-party transactions
1. Related-party transactions concerning routine operation
Proportion
Obtainable
Transaction in the total
Related Contents Transaction market price for
Type of the Pricing amount amounts of Mode of Disclosure Disclosure
transacti Relation of the price (RMB the transaction
transaction principle (RMB transactions settlement date index
on party transaction Yuan) of the same kind
Thousand) of the same
(RMB Yuan)
kind (%)
See
http://www.
cninfo.com.
Rent
CND Land use Mutual 29 Mar. cn for the
Shareholder Lease 29,420,925.56 29,420.9 84.05% payment 29,420,925.56
Group fee negotiation 2014 resolution
by month
announceme
nt (No.
2014-013)
Total -- -- 29,420.9 -- -- -- -- --
2. Related-party transactions arising from acquisition and sale of assets
No related-party transaction arising from acquisition or sale of assets occurred to the Company
during the reporting period.
3. Related-party transactions arising from joint investment in external parties
No related-party transaction arising from joint investment in external parties occurred to the
Company during the reporting period.
4. Credits and liabilities with related parties
Unit: RMB’000
Non-operating Amount
Variety of
capital Opening incurred in Closing
Related party Relationship credit or Reason
occupation balance reporting balance
liability
(Yes/No) period
A director of the
China Company’s actual Credit
Bank
Merchants controller is also a receivable from No 152,851.2 1,700,321.6 438,701.6
deposits
Bank Co., Ltd. director of China related party
Merchants Bank.
5. Other significant related-party transactions
Disclosure date of the interim Website where the interim
Title of the interim announcement
announcement announcement was disclosed
Announcement on the Related-party
Transaction Arising from Signing with China
Development Finance Co., Ltd.
18
2014 Semi-annual Report
VIII. Occupation of the Company’s funds for non-operating purposes by the controlling
shareholder and its related parties
The controlling shareholder or its related parties did not occupy the Company’s funds for non-
operating purposes during the reporting period.
IX. Significant contracts and fulfillment thereof
1. Trusteeship, contracting and leasing
(1) Trusteeship
The Company did not make any entrustment in the reporting period.
(2) Contracting
The Company was not involved in any contracting in the reporting period.
(3) Leasing
The Company was not involved in any leasing in the reporting period.
2. Guarantees provided by the Company
Unit: RMB’000
Guarantees provided by the Company for its subsidiaries
Disclosure date
Actual Guarantee
of relevant Amount Actual
Guaranteed occurrence Type of Period of Executed for a related
announcement for guarantee
party date (date of guarantee guarantee or not party or not
on the guarantee guarantee amount
agreement) (Yes/No)
amount
Dongguan
Chiwan
26 Apr. 2012 100,000 N/A N/A N/A N/A N/A N/A
Terminal Co.,
Ltd.
Shenzhen
Chiwan Harbor
26 Apr. 2012 100,000 N/A N/A N/A N/A N/A N/A
Container Co.,
Ltd.
Total actual occurred
Total guarantee line approved
amount of guarantee for
for the subsidiaries during the 0 0
the subsidiaries during
reporting period
the reporting period
Total guarantee line that has Total actual guarantee
been approved for the balance for the
200,000 0
subsidiaries at the end of the subsidiaries at the end
reporting period of the reporting period
Total guarantee amount provided by the Company
Total guarantee line that has Total actual guarantee
been approved at the end of the 200,000 balance at the end of 0
reporting period the reporting period
19
2014 Semi-annual Report
Proportion of total guarantee amount to the net assets of
0%
the Company
Of which:
Amount of guarantee for shareholders, actual controller
-
and related parties
Amount of debt guarantee provided for the guaranteed
party whose asset-liability ratio is not less than 70% -
directly or indirectly
Part of the amount of the total guarantee over 50% of net
-
assets
Total amount of the above three guarantees -
Explanation on possible bearing joint responsibility of
N/A
liquidation due to immature guarantee (if any)
Explanation on provision of guarantees for external parties
N/A
in violation of the prescribed procedure (if any)
The Company did not illegally provide any guarantee for any external party in the reporting period.
3. Other significant contracts
There was no other significant contract of the Company in the reporting period.
4. Other significant transactions
The Company was not involved in any other significant transaction in the reporting period.
X. Commitments made by the Company or shareholders holding over 5% of the Company’s
shares in the reporting period, or such commitments carried down into the reporting period
Time of
Commitment Period of
Commitment Contents making Fulfillment
maker commitment
commitment
CND Group proposed in Mar. 2009 to the
Company ,
which was reviewed and approved in the
general meeting of the Company in May
2009. The Board of Directors of the Company
In order to enhance the shareholding was authorized to formulate and carry out an
confidence of tradable share holders, and equity incentive plan at a proper timing
encourage the core management and key according to applicable laws and regulations.
personnel so that the interests of the In Jun. 2014, according to jointly
Share reform
CND Group entrust, through the general meeting of Apr. 2006 Standing promulgated by the State-owned Assets
commitment
the Company, the Board of Directors of Supervision and Administration Commission
the Company to formulate and carry out of the State Council and the Ministry of
an equity incentive plan at a proper Finance, as well as promulgated by CSRC, the
laws and regulations. equity incentive plan could not be
successfully formulated due to policy and
regulation changes, as well as some
restrictions. Therefore, the Company has
decided not to formulate and carry out the
equity incentive plan for now. The Board of
Directors will continue to follow and study
relevant policies and regulations, and
20
2014 Semi-annual Report
reconsider formulating and carrying out a new
equity incentive plan according to the actual
situation of the Company and executing the
decision-making procedure.
Concerning
horizontal
1. Commitments made by China competition, it is
Merchants Holdings (International) about promised that the
share custody; horizontal
2. Commitment made by China competition issue
China
Merchants Holdings (International) about will be solved
Merchants
guaranteeing the independency of the through ways
Holdings 17 Sept.
Company; such as asset In the process of execution
(International) 2012
Commitment 3. Commitment made by China reorganization in
Company
in the Merchants Holdings (International) about the coming 3-5
Limited
acquisition horizontal competition; and years. And the
report or the 4. Commitment made by China other three
report on Merchants Holdings (International) about commitments are
equity regulating related-party transactions subject to the
changes share custody
period.
1. Commitment made by Malai Storage
about guaranteeing the independency of
the Company; Whenever Malai
2. Commitment made by Malai Storage 27 Dec. Storage holds the
Malai Storage In the process of execution
about horizontal competition; and 2012 Company’s
3. Commitment made by Malai Storage shares
about regulating related-party
transactions
CND Group irrevocably and
unconditionally agrees that if Chiwan
Wharf suffers from any loss, expense,
liability, demanded compensation or law
20 Mar.
suit due to any actual or potential
2001; 18
illegality or unenforceability in any land
Jun. 2003;
CND Group use agreement or relevant documents Standing In the process of execution
29 Sept.
signed or to be signed by CND Group or
2004
other related problems, CND Group
promises to give full immunity to the
recipient party of the land use right and
Other
its inheritor and the recipient person
commitments
regarding the aforesaid matters.
made to
If the Company cannot pay interest on
minority
time, pay principals upon maturity or is
shareholders
involved in any violation, it shall at least
take the following measures:
Whenever any of
1. Not to distribute profit to shareholders;
26 Apr. the corporate
2. Suspend capital outlay projects such as
2012; 18 bonds of “11
The Company significant outward investments or In the process of execution
Oct. 2013 Chiwan 01” and
mergers;
“13 Chiwan 01”
3. Reduce or stop salaries and bonuses
exists
for directors and senior management
staff; and
4. Not to remove the persons held chiefly
responsible.
Executed in
Yes
time or not?
Specific
reason for
failing to
fulfill the
N/A
commitment
and plan for
the next step
(if any)
21
2014 Semi-annual Report
XI. Engagement and disengagement of the CPAs firm
Has the semi-annual financial report been audited?
□ Yes √ No
XII. Punishments and rectifications
No punishment or rectification in the reporting period.
XIII. Delisting risk due to violation of laws or regulations
No such risk in the reporting period.
XIV. Other significant events
In the reporting period, the Company disclosed the following significant events on Securities Times,
Ta Kung Pao (HK) and www.cninfo.com.cn:
Announcement No. Title Date
2014-001 Announcement on the Business Volume in Dec. 2013 7 Jan. 2014
st th
Announcement on Resolutions Made at the 1 Special Session of the 7
2014-002 29 Jan. 2014
Board of Directors for 2014
Announcement on Using Idle Funds Owned by the Company to Acquire
2014-003 29 Jan. 2014
Bank Wealth Management Products
2014-004 Announcement on the Business Volume in Jan. 2014 12 Feb. 2014
2014-005 Progress Announcement on Fully-funded Subsidiary Absorption 14 Feb. 2014
Announcement on the Fulfillment of Commitments Made by the
2014-006 15 Feb. 2014
Company and Relevant Parties
Announcement on the Completion of Business Registration Cancellation
2014-007 28 Feb. 2014
of Fully-funded Subsidiary Shenzhen Chiwan Terminal Co., Ltd.
2014-008 Announcement on the Business Volume in Feb. 2014 11 Mar. 2014
2014-009 Announcement on Vice GM Resignation 12 Mar. 2014
Announcement on Resolutions Made at the 7th Session of the 7th Board of
2014-010 29 Mar. 2014
Directors
Announcement on Resolutions Made at the 7th Session of the 7th
2014-011 29 Mar. 2014
Supervisory Committee
2014-012 Abstract of the 2013 Annual Report 29 Mar. 2014
Announcement on the Expected Routine Related-party Transactions in
2014-013 29 Mar. 2014
2014
Statement of the Nominator of Independent Directors for the 8th Board of
2014-014 29 Mar. 2014
Directors
Statement of the Independent Director Candidates for the 8th Board of
2014-015 29 Mar. 2014
Directors
Announcement on the Related-party Transaction Arising from Signing
2014-016 with China Development Finance 29 Mar. 2014
Co., Ltd.
2014-017 Announcement on the Business Volume in Mar. 2014 10 Apr. 2014
22
2014 Semi-annual Report
Announcement of Shenzhen Chiwan Wharf Holdings Limited on Payment
2014-018 21 Apr. 2014
of Interest in 2014 for the 2011 Corporate Bonds (Phase I)
nd th
Announcement on Resolutions Made at the 2 Special Session of the 7
2014-019 25 Apr. 2014
Board of Directors for 2014
st th
Announcement on Resolutions Made at the 1 Special Session of the 7
2014-020 25 Apr. 2014
Supervisory Committee for 2014
2014-021 Report on the First Quarter of 2014 25 Apr. 2014
2014-022 Notice on Convening the 2013 Annual Shareholders’ General Meeting 25 Apr. 2014
2014-023 Announcement on the Corporate Bonds Follow-up Rating Result 28 Apr. 2014
2014-024 Announcement on the Business Volume in Apr. 2014 8 May 2014
Suggestive Announcement on Convening the 2013 Annual Shareholders’
2014-025 16 May 2014
General Meeting
Announcement on Resolutions Made at the 2013 Annual Shareholders’
2014-026 23 May 2014
General Meeting
Announcement on Resolutions Made at the 1st Session of the 8th Board of
2014-027 23 May 2014
Directors
Announcement on Resolutions Made at the 1st Session of the 8th
2014-028 23 May 2014
Supervisory Committee
2014-029 Announcement on the Business Volume in May 2014 11 Jun. 2014
Announcement on Maturity and Cashing of the First Phase of Short-term
2014-030 18 Jun. 2014
Financing Bills for 2013
Suggestive Announcement on Issue of the First Phase of Short-term
2014-031 23 Jun. 2014
Financing Bills for 2014
Announcement on Resolutions Made at the 1st Special Session of the 8th
2014-032 28 Jun. 2014
Board of Directors for 2014
Announcement on the Equity Incentive in the Share Reform
2014-033 28 Jun. 2014
Commitments
Announcement on the Issue Result of the First Phase of Short-term
2014-034 30 Jun. 2014
Financing Bills for 2014
XV. Internal control progress
Pursuant to the “Internal Control Rules for Enterprises” and the mating guidelines, the Company
has completed all the preparing work for the internal control project for 2014, with details as
follows:
1. The Company updated the name list of the members of internal control task groups. The
chairman of the board was the head of the internal control project, with divisional leaders and
departmental leaders as the members for the internal control steering committee. At the Company
level, important professionals of all functional departments were the members for the task group. At
the level of a subsidiary, the task group was headed by the general manager of the subsidiary, with
important professionals in the subsidiary as the members for the task group.
2. The work plan for internal control of 2014 was worked out.
3. The subjects and internal control processes included in the internal control improvement task for
2014 were determined. According to its own business characteristics and importance and based on
the internal control process improvement results of the previous two years, subjects included in the
internal control improvement task for 2014 were: the Company, Chiwan Container Terminal Co.,
Ltd., Shenzhen Chiwan Harbor Container Co. Ltd., Shenzhen Chiwan Terminal Co., Ltd., Shenzhen
Chiwan Trans-Grains Terminal Limited, Dongguan Chiwan Wharf Company Limited and
Dongguan Chiwan Terminal Company Limited. Internal control processes included in the internal
23
2014 Semi-annual Report
control improvement and self-evaluation task for 2014 were: the organizational structure,
development strategy, human resources, social responsibilities, corporate culture, capital operation,
procurement, asset management, marketing, R&D, engineering projects, guarantees, outsourcing,
financial reporting, overall budget, contract management, internal information transmission and the
information system.
As reviewed and approved at the 7th Session of the 7th Board of Directors on 27 Mar. 2014 and later
at the 2013 Annual Shareholders’ General Meeting on 22 May 2014, Deloitte Touche Tohmatsu
Certified Public Accountants LLP was hired as the internal control auditor for the Company for
2014.
In line with the schedule for the internal control improvement plan for 2014, the Company has
finished all the preparation work. The internal control project is right on schedule, with no
derivation or delay.
XVI. Other disclosed significant events
1. YoY changes of operating income, operating profit and net profit
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013 YoY +/-
Operating income 875,981,241.59 865,235,792.24 1.24%
Operating profit 338,134,354.99 431,778,589.42 -21.69%
Net profit (attributable to shareholders of the
235,338,598.71 295,594,905.20 -20.38%
parent)
No significant change occurred to the structures of main business lines and profit during the
reporting period.
Operating income increased 1.24% year on year because of the increased throughput of bulk cargo.
Operating profit and net profit attributable to shareholders of the parent went down 21.69% and
20.38% respectively on a year-on-year basis mainly because operating costs increased due to the
depreciation, labor, outsourcing and rent costs, and the financial expenses increased due to the
increased average occupation amount of interest-borne loans and the loan interest rates, as well as
the increased exchange loss on RMB depreciation.
2. 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 (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 RMB 44,175,992.24 through the above-mentioned three
companies.
For the reporting period, investment income from MPIL was RMB 22,087,996.12, accounting for
9.39% of the net profit attributable to shareholders of the parent.
3. China Overseas Harbor Affairs (Laizhou) Co., Ltd. is jointly run by the Company, China
Overseas Ports Holding Co., Ltd. and Shenzhen Zhonghai Port Logistics Co., Ltd. The Company
holds a stake of 40% in it. For the reporting period, China Overseas Harbor Affairs (Laizhou) Co.,
Ltd. achieved net profit of RMB 47,273,065.80 attributable to shareholders of the parent.
24
2014 Semi-annual Report
For the reporting period, the Investment income on China Overseas Harbor Affairs (Laizhou) Co.,
Ltd. stood at RMB 18,909,226.32, accounting for 8.03% of the net profit attributable to sharehold-
ers of the parent.
4. Financial status
Reasons for any significant year-on-year change of the financial status:
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013 YoY +/-
Financial expenses 37,195,762.94 12,749,188.04 191.75%
Profit or loss attributable to minority
54,067,560.15 83,478,634.13 -35.23%
shareholders
Cash payments to acquire or construct fixed
assets, intangible assets and other long-term 77,945,431.65 166,004,516.64 -53.05%
assets
Cash repayments of borrowings 936,590,000.00 527,460,000.00 77.57%
Reasons for any significant change:
Financial expenses increased because the average occupation amount of loans, the average loan
interest rate and the exchange loss on RMB depreciation increased.
Profit or loss attributable to minority shareholders decreased because the TEU volume of containers
of non-fully-funded subsidiaries decreased and the profits from that decreased accordingly.
Cash payments to acquire or construct fixed assets, intangible assets and other long-term assets
decreased because the Machong Port project was basically finished and the investment in fixed
assets decreased accordingly.
Cash repayments of borrowings increased because the due short-term financing bills of RMB 500
million were repaid while there was no such event in the same period of last year.
25
2014 Semi-annual Report
Section VI. Change in Shares & Shareholders
I. Change in shares
Unit: Share
Before the change Increase/decrease (+, -) After the change
Capital
ization
New Bonus
Number Percentage of Other Subtotal Number Percentage
shares shares
capital
reserve
I. Restricted shares 361,966 0.056% 88,582 88,582 450,548 0.070%
1. Shares held by the State
2. Share held by state-owned corporations
3. Shares held by other domestic investors 361,966 0.056% 88,582 88,582 450,548 0.070%
Among which: Shares held by domestic
corporations
Shares held by domestic natural persons 361,966 0.056% 88,582 88,582 450,548 0.070%
4. Shares held by foreign investors
Among which: Shares held by foreign
corporations
Shares held by foreign natural persons
II. Non-restricted shares 644,401,764 99.944% -88,582 -88,582 644,313,182 99.930%
1. Renminbi ordinary shares 464,867,324 72.099% 0 0 464,867,324 72.099%
2. Domestically listed foreign shares 179,534,440 27.845% -88,582 -88,582 179,445,858 27.831%
3. Overseas listed foreign shares
4. Others
III. Total shares 644,763,730 100% 644,763,730 100%
Reasons for the changes in shares:
Changes in shares caused by change of senior management: ① In May 2014, some new senior
management personnel were hired. ② All of the Company’s shares held by a senior executive who
left the Company less than half a year ago are locked up.
26
2014 Semi-annual Report
II. Total number of shareholders and their shareholdings
Unit: share
Total number of 35,585 shareholders, including Total number of preferred share holders who
shareholders at the end 26,961 A-share holders and had resumed their voting right at the end of 0
of the reporting period 8,624 B-share holders the reporting period (if any)
Shareholdings of top ten shareholders (all being non-restricted share holders)
Increase/decr Number of non- Shares Type of
Nature of Percentage of ease in the restricted shares pledged or shares (A,
Name of shareholder
shareholder shareholding reporting held at the frozen B, H or
period period-end (share) other)
CHINA NANSHAN DEVELOPMENT
32.52% 0 209,687,067 0 A share
(GROUP) INC.
SHENZHEN MALAI STORAGE CO., LTD. 25% 0 161,190,933 0 A share
Foreign-
KEEN FIELD ENTERPRISES LIMITED 8.58% 0 55,314,208 0 B share
funded
CMBLSA RE FTIF TEMPLETON ASIAN Foreign-
7.43% 0 47,914,954 Unknown B share
GRW FD GTI 5496 funded
Foreign-
GIC PRIVATE LIMITED 0.66% 4,275,390 4,275,390 Unknown B share
funded
Foreign-
EMPLOYEES PROVIDENT FUND 0.44% -757,996 2,828,270 Unknown B share
funded
Foreign-
TEMPLETON ASIAN GROWTH FUND 0.41% 0 2,657,852 Unknown B share
funded
BBH A/C VANGUARD EMERGING Foreign-
0.40% 0 2,595,918 Unknown B share
MARKETS STOCK INDEX FUND funded
Foreign-
CMBNA/STICHTING PENS FND ABP 0.39% 0 2,504,856 Unknown B share
funded
KUMPULAN WANG PERSARAAN Foreign-
0.37% 0 2,368,067 Unknown B share
(DIPERBADANKAN) funded
CMHI was a shareholder of CND Group., Shenzhen Malai Storage
Explanation on associated relationship or/and persons Co., Ltd. was a wholly-funded subsidiary of CMHI, and KFEL was
acting in concert among the above-mentioned also a wholly-funded subsidiary of CMHI. Other than that, the
shareholders: Company does not know whether the other non-restricted
shareholders are related parties or not.
No shareholder of the Company carried out any agreed buy-back in the reporting period.
III. Change of the controlling shareholder or the actual controller
The controlling shareholder and the actual controller remained the same in the reporting period.
IV. Any shareholding increase plan proposed or implemented by any shareholder or its act-
in-concert party during the reporting period
To the best knowledge of the Company, no shareholder or its act-in-concert party proposed or
implemented any shareholding increase plan during the reporting period.
27
2014 Semi-annual Report
Section VII. Directors, Supervisors & Senior Management Staff
I. Shareholding changes of directors, supervisors and senior management staff
Unit: share
Shares Shares
Shares held Shares held
Current/ increased in decreased in
Name Office title at the period- at the
former the reporting the reporting
begin period-end
period period
Zheng Shaoping Chairman of the Board Current 212,652 0 0 212,652
Wang Zhixian Vice Chairman Current 0 0 0 0
Zhang Rizhong Director Current 0 0 0 0
Deng Weidong Director Current 0 0 0 0
Li Yubin Director Current 0 0 0 0
Zhang Jianguo Director Current 74,282 0 0 74,282
Yin Kesheng Independent director Current 0 0 0 0
Su Qiyun Independent director Current 0 0 0 0
Li Changqing Independent director Current 0 0 0 0
Chairman of the
Yu Liming Current 0 0 0 0
Supervisory Committee
Wen Ling Supervisor Current 0 0 0 0
Zhao Jianli Supervisor Current 0 0 0 0
Ni Keqin Supervisor Current 29,211 0 0 29,211
Zheng Linwei Supervisor Current 0 0 0 0
Zhao Qiang GM Current 15,103 0 0 15,103
Nie Qi Vice GM Current 85,409 0 0 85,409
Zhao Chaoxiong Vice GM Current 64,954 0 0 64,954
Wang Yongli Vice GM Current 4,985 0 0 4,985
Zhang Fang CFO Current 3,267 0 0 3,267
Bu Dan Company secretary Current 0 0 0 0
Li Wuzhou Independent director Former 0 0 0 0
Hao Zhujiang Independent director Former 0 0 0 0
Zhang Jianjun Independent director Former 0 0 0 0
Xiong Haiming Vice GM, chief engineer Former 83,147 0 0 83,147
Pan Ke Vice GM Former 0 0 0 0
Total -- -- 573,010 0 0 573,010
28
2014 Semi-annual Report
II. Directors, supervisors and senior management staff who left their posts
Name Position Type Date Reason
Yin Kesheng Independent director Elected 22 May 2014
Su Qiyun Independent director Elected 22 May 2014
Li Changqing Independent director Elected 22 May 2014
Zheng Linwei Supervisor Elected 22 May 2014
Left upon expiration of the
Li Wuzhou Independent director 22 May 2014
office term
Left upon expiration of the
Hao Zhujiang Independent director 22 May 2014
office term
Left upon expiration of the
Zhang Jianjun Independent director 22 May 2014
office term
Zhao Chaoxiong Vice GM Re-positioned 22 May 2014
Nie Qi Vice GM Newly hired 22 May 2014
Wang Yongli Vice GM Newly hired 22 May 2014
Left upon expiration of the
Xiong Haiming Vice GM, chief engineer 22 May 2014
office term
Pan Ke Vice GM Dismissed 7 Mar. 2014 Change of job
29
2014 Semi-annual Report
Section VIII. Financial Report
I. Audit report
The semi-annual financial report has not been audited by a CPAs firm.
II. Financial statements (see attached)
Section IX. Documents Available for Reference
I. 2014 Semi-Annual Report carrying the signature of Chairman of the Board;
II. 2014 Semi-Annual Financial Report carrying the signatures of the Company’s Legal
Representative, Chief Financial Officer and Financial Manager; and
III. Original copies of all documents and public notices thereof disclosed during the reporting
period on Securities Times and Ta Kung Pao.
For and on behalf of the Board
Zheng Shaoping
Chairman
Shenzhen Chiwan Wharf Holdings Limited
Dated 27 August 2014
30
SHENZHEN CHIWAN
WHARF HOLDINGS LIMITED
FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Contents Pages
The Company and Consolidated balance sheets 1-2
The Company and Consolidated income statements 3-4
The Company and Consolidated cash flow statements 5-6
The Company and Consolidated statements of changes in
shareholders' equity 7-8
Notes to the financial statements 9- 105
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Consolidated Balance Sheet
Unit: RMB
LIABILITIES AND
ASSETS Notes 30 June 2014 31 December 2013 SHAREHOLDERS' EQUITY Notes 30 June 2014 31 December 2013
Current Assets: Current Liabilities:
Currency funds (Ⅴ)1 782,831,116.07 715,539,516.48 Short-term borrowings (Ⅴ)20 555,660,000.00 550,340,000.00
Notes receivable 5,406,070.00 200,000.00 Accounts payable (Ⅴ)21 81,009,113.10 139,534,522.12
Accounts receivable (Ⅴ)2 288,204,328.27 223,441,476.99 Advances (Ⅴ)22 3,862,089.51 793,291.30
Prepayments (Ⅴ)3 1,833,542.52 1,692,011.86 Employee benefits payable (Ⅴ)23 50,211,167.73 72,523,316.28
Interest receivable 143,550.00 984,200.00 Taxes payable (Ⅴ)24 44,454,427.26 61,282,690.48
Dividends receivable (Ⅴ)4 - 3,334,985.50 Interest payable (Ⅴ)25 24,980,280.71 36,813,185.09
Other receivables (Ⅴ)5 28,010,352.28 12,579,679.85 Dividends payable (Ⅴ)26 328,666,010.79 77,208,156.09
Inventories (Ⅴ)6 21,865,211.17 21,253,356.18 Other payables (Ⅴ)27 93,931,030.54 59,144,474.30
Non-current liabilities due within
Other current assets (Ⅴ)7 13,923,960.19 15,672,486.73 (Ⅴ)28 4,661,924.52 4,676,624.27
one year
Total current assets 1,142,218,130.50 994,697,713.59 Other current liabilities (Ⅴ)29 400,000,000.00 500,000,000.00
Non-current Assets: Total current liabilities 1,587,436,044.16 1,502,316,259.93
Available-for-sale financial
(Ⅴ)8 5,540,000.00 5,580,000.00 Non-current Liabilities:
assets
Long-term equity
(Ⅴ)9、10 1,601,837,934.31 1,574,597,485.03 Bonds payable (Ⅴ)30 994,303,561.66 993,510,137.00
investments
Investment property (Ⅴ)11 31,639,830.65 32,247,721.85 Special payables (Ⅴ)31 74,082,730.45 72,917,084.77
Fixed assets (Ⅴ)12 3,399,124,607.02 2,828,481,942.32 Deferred tax liabilities (Ⅴ)17 1,105,000.00 1,115,000.00
Construction in progress (Ⅴ)13 24,959,918.71 615,064,297.08 Other non-current liabilities (Ⅴ)32 46,686,940.79 48,594,551.13
Intangible assets (Ⅴ)14 1,041,336,398.87 986,041,335.51 Total non-current liabilities 1,116,178,232.90 1,116,136,772.90
Goodwill (Ⅴ)15 10,858,898.17 10,858,898.17 TOTAL LIABILITIES 2,703,614,277.06 2,618,453,032.83
Long-term prepaid expenses (Ⅴ)16 54,595,649.50 56,030,458.79 SHAREHOLDERS' EQUITY:
Deferred tax assets (Ⅴ)17 59,691,419.55 68,259,696.74 Share capital (Ⅴ)33 644,763,730.00 644,763,730.00
Other non-current assets (Ⅴ)18 98,623,826.09 174,669,665.62 Capital reserve (Ⅴ)34 166,113,555.65 166,143,555.65
Total non-current assets 6,328,208,482.87 6,351,831,501.11 Special reserve (Ⅴ)35 3,401,949.63 2,194,178.40
Surplus reserve (Ⅴ)36 520,074,434.56 483,685,708.52
Unappropriated profit (Ⅴ)37 2,612,263,807.67 2,664,771,789.70
Translation differences arising on
translation of financial statements
(13,712,146.44) (13,712,569.50)
denominated in foreign
currencies
Total shareholders' equity
attributable to equity holders of 3,932,905,331.07 3,947,846,392.77
the parent
Minority interests 833,907,005.24 780,229,789.10
TOTAL SHAREHOLDERS'
4,766,812,336.31 4,728,076,181.87
EQUITY:
TOTAL LIABILITIES AND
TOTAL ASSETS 7,470,426,613.37 7,346,529,214.70 7,470,426,613.37 7,346,529,214.70
SHAREHOLDERS' EQUITY
The accompanying notes form an integral part of the financial statements.
The financial statements on pages 1 to 105 were signed by the following:
Legal Representative：Zheng Shaoping
Chief Financial Officer：Zhang Fang
Head of Accounting Department：Li Li
-1-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Balance Sheet of the Company
Unit: RMB
LIABILITIES AND
ASSETS Notes 30 June 2014 31 December 2013 SHAREHOLDERS' EQUITY Notes 30 June 2014 31 December 2013
Current Assets: Current Liabilities:
Currency funds 611,353,388.32 465,329,241.75 Accounts payable 15,315,867.17 13,891,494.19
Notes receivable 500,000.00 200,000.00 Advances 1,931,260.79 5,338.70
Accounts receivable (XII)1 21,623,655.43 18,217,533.28 Employee benefits payable 31,015,393.83 38,264,601.11
Prepayments 175,000.00 - Taxes payable 3,822,832.35 503,982.43
Interest receivable 218,084.00 908,584.00 Interest payable 25,951,741.48 40,521,068.16
Dividends receivable 86,760,083.06 86,760,083.07 dividend payable 251,457,854.70 -
Other receivables (XII)2 837,000,716.45 825,316,780.47 Other payables 662,502,543.45 391,049,559.49
Inventories 946,245.17 979,620.41 Other current liabilities 400,000,000.00 500,000,000.00
Total current assets 1,558,577,172.43 1,397,711,842.98 Total current liabilities 1,391,997,493.77 984,236,044.08
Non-currentAssets: Non-current Liabilities:
Available-for-sale financial assets 5,540,000.00 5,580,000.00 Bonds payable 994,303,561.66 993,510,137.00
Long-term receivables 11,004,284.75 11,004,284.75 Deferred tax liabilities 1,105,000.00 1,115,000.00
Long-term equity investments (XII)3 2,253,802,528.33 2,249,775,991.91 Total non-current liabilities 995,408,561.66 994,625,137.00
Investment property 24,148,620.75 24,628,337.91 TOTAL LIABILITIES 2,387,406,055.43 1,978,861,181.08
Fixed assets 128,189,623.67 133,867,730.53 SHAREHOLDERS' EQUITY
Construction in progress 3,397,351.16 3,007,894.20 Share capital 644,763,730.00 644,763,730.00
Intangible assets 56,897,041.02 58,638,559.13 Capital reserve 153,325,827.18 153,355,827.18
Long-term prepaid expenses 5,310,935.45 5,750,647.61 Special reserve (115,145.87) 120,437.30
Deferred tax assets 35,537,865.23 38,820,787.38 Surplus reserve 520,074,434.56 483,685,708.52
Total non-current assets 2,523,828,250.36 2,531,074,233.42 Unappropriated profit 376,950,521.49 667,999,192.32
TOTAL SHAREHOLDERS'
1,694,999,367.36 1,949,924,895.32
EQUITY
TOTAL LIABILITIES AND
TOTAL ASSETS 4,082,405,422.79 3,928,786,076.40 4,082,405,422.79 3,928,786,076.40
SHAREHOLDERS' EQUITY
The accompanying notes form an integral part of the financial statements.
-2-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Consolidated Income Statement
Unit: RMB
ITEM Notes Jan.-Jun. 2014 Jan.-Jun. 2013
I. Revenue 875,981,241.59 865,235,792.24
Including: Operating income (V)38 875,981,241.59 865,235,792.24
less:Total operating costs 462,666,123.14 390,222,276.89
Including: Operating costs (V)38 462,666,123.14 390,222,276.89
Business taxes and surcharges (V)39 3,795,898.11 2,702,573.92
General and administrative expenses 77,865,679.19 73,855,832.02
Financial expenses (V)40 37,195,762.94 12,749,188.04
Impairment losses of assets (V)41 752,168.91 (50,374.00)
Add: Investment income (V)42 44,428,745.69 46,022,294.05
Including: Income from investments in associates (V)42
42,846,690.90 46,022,294.05
and joint ventures
II. Operating profit 338,134,354.99 431,778,589.42
Add: Non-operating income (V)43 4,605,897.52 1,656,132.51
Less: Non-operating expenses (V)44 93,766.65 182,045.18
Including: Losses from disposal of non-current assets (V)44 74,463.56 21,401.26
III. Gross profit 342,646,485.86 433,252,676.75
Less: Income tax expenses (V)45 53,240,327.00 54,179,137.41
IV. Net profit 289,406,158.86 379,073,539.34
Net profit attributable to shareholders of the parent 235,338,598.71 295,594,905.20
Profit or loss attributable to minority shareholders 54,067,560.15 83,478,634.14
V. Earnings per share: (V)48
(I) Basic earnings per share 0.365 0.458
(II) Diluted earnings per share 0.365 0.458
VI. Other comprehensive income (V)49 (29,576.94) 54,926.00
VII. Total comprehensive income attributable to: 289,376,581.92 379,128,465.34
Shareholders of the parent 235,309,021.77 295,649,831.20
Minority shareholders 54,067,560.15 83,478,634.14
The accompanying notes form an integral part of the financial statements.
-3-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Income Statement of the Company
Unit: RMB
ITEM Notes Jan.-Jun. 2014 Jan.-Jun. 2013
I. Revenue (XII)4 109,434,020.21 57,073,983.07
Less: Operating costs (XII)4 83,646,144.42 60,691,738.11
Business taxes and surcharges 2,488,858.22 1,054,079.69
General and administrative expenses 29,956,969.45 29,623,250.66
Financial expenses 14,516,111.20 5,043,118.76
Impairment loss of assets - 161,950.98
Add: Investment income (XII)5 21,214,832.83 17,735,893.39
Including: Income from investments in associates and
joint ventures 19,632,778.04 17,735,893.39
II. Operating profit 40,769.75 (21,764,261.74)
Add: Non-operating income 42,486.53 262,924.14
Less: Non-operating expenses 2,424.22 -
Including: Losses from disposal of non-current assets 2,374.22 -
III. Gross profit 80,832.06 (21,501,337.60)
Less: Income tax expenses 3,282,922.15 (9,789,307.75)
IV. Net profit (3,202,090.09) (11,712,029.85)
V. Earnings per share:
(I) Basic earnings per share N/A N/A
(II) Diluted earnings per share N/A N/A
VI. Other comprehensive income (30,000.00) 135,000.00
VII. Total comprehensive income (3,232,090.09) (11,577,029.85)
The accompanying notes form an integral part of the financial statements.
-4-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Consolidated Cash Flow Statement
Unit: RMB
ITEM Notes Jan.-Jun. 2014 Jan.-Jun. 2013
I. Cash Flows from Operating Activities:
Cash receipts from sales of goods and rendering of services 829,743,109.26 827,242,214.74
Other cash receipts relating to operating activities (V)50(1) 15,211,286.07 3,127,876.59
Sub-total of cash inflows 844,954,395.33 830,370,091.33
Cash payments for goods purchased and services received 292,125,044.81 226,856,623.43
Cash payments to and on behalf of employees 153,142,585.68 131,661,745.60
Payments of all types of taxes 79,061,745.05 65,385,352.38
Other cash payments relating to operating activities (V)50(2) 37,991,810.04 48,649,225.54
Sub-total of cash outflows 562,321,185.58 472,552,946.95
Net Cash Flows from Operating Activities (V)51(1) 282,633,209.75 357,817,144.38
II. Cash Flows from Investing Activities:
Cash receipts from investments income 20,526,225.41 19,734,686.52
Net cash receipts from disposal of fixed assets, intangible assets
- 139,400.00
and other long-term assets
Sub-total of cash inflows 20,526,225.41 19,874,086.52
Cash payments to acquire or construct fixed assets, intangible
77,945,431.65 166,004,516.64
assets and other long-term assets
Sub-total of cash outflows 77,945,431.65 166,004,516.64
Net Cash Flows from Investing Activities (57,419,206.24) (146,130,430.12)
III. Cash Flows from Financing Activities:
Cash receipts from borrowings 436,590,000.00 177,804,000.00
Cash receipts from issue of bonds 398,800,000.00 498,500,000.00
Sub-total of cash inflows 835,390,000.00 676,304,000.00
Cash repayments of borrowings 936,590,000.00 527,460,000.00
Cash payments for distribution of dividends or profit or interest 57,028,389.22 50,802,465.98
Including: Payments for distribution of dividends or profit to
- -
minorities
Other cash payments relating to financing activities (V)50(3) 201,424.00 105,307.00
Sub-total of cash outflows 993,819,813.22 578,367,772.98
Net Cash Flows from Financing Activities (158,429,813.22) 97,936,227.02
IV. Effect of Foreign Exchange Rate Changes on Cash and Cash
507,409.30 (1,057,948.80)
Equivalents
V. Net Increase in Cash and Cash Equivalents 67,291,599.59 308,564,992.48
Add: Opening balance of Cash and Cash Equivalents (V)51(2) 715,539,516.48 314,855,567.54
VI. Closing Balance of Cash and Cash Equivalents (V)51(2) 782,831,116.07 623,420,560.02
The accompanying notes form an integral part of the financial statements.
-5-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Cash Flow Statement of the Company
Unit: RMB
ITEM Notes Jan.-Jun. 2014 Jan.-Jun. 2013
I. Cash Flows from Operating Activities:
Cash receipts from sales of goods and rendering of
111,374,977.13 53,257,693.60
services
Other cash receipts relating to operating activities 505,306,823.76 184,863,649.79
Sub-total of cash inflows 616,681,800.89 238,121,343.39
Cash payments for goods purchased and services received 55,766,022.45 21,783,195.39
Cash payments to and on behalf of employees 49,469,616.44 39,423,951.71
Payments of all types of taxes 5,354,354.96 2,188,530.03
Other cash payments relating to operating activities 226,206,469.30 305,007,976.62
Sub-total of cash outflows 336,796,463.15 368,403,653.75
Net Cash Flows from Operating Activities (XII)7 279,885,337.74 (130,282,310.36)
II. Cash Flows from Investing Activities:
Cash receipts from investments income 17,188,296.41 19,734,686.52
Sub-total of cash inflows 17,188,296.41 19,734,686.52
Cash payments to acquire or construct fixed assets,
698,229.50 4,476,861.25
intangible assets and other long-term assets
Cash payments to acquire investments - 100,000,000.00
Sub-total of cash outflows 698,229.50 104,476,861.25
Net Cash Flows from Investing Activities 16,490,066.91 (84,742,174.73)
III. Cash Flows from Financing Activities:
Cash receipts from issue of bonds 398,800,000.00 498,500,000.00
Sub-total of cash inflows 398,800,000.00 498,500,000.00
Cash repayments of borrowings 500,000,000.00 -
Cash payments for distribution of dividends or profit or
49,400,000.00 32,701,230.29
interest
Other cash payments relating to financing activities 201,424.00 105,307.00
Sub-total of cash outflows 549,601,424.00 34,306,537.29
Net Cash Flows from Financing Activities (150,801,424.00) 465,693,462.71
IV. Effect of Foreign Exchange Rate Changes on Cash
450,165.92 (261,059.45)
and Cash Equivalents
V. Net Increase in Cash and Cash Equivalents 146,024,146.57 250,407,918.17
Add: Opening balance of Cash and Cash Equivalents (XII)7 465,329,241.75 149,792,425.00
VI. Closing Balance of Cash and Cash Equivalents (XII)7 611,353,388.32 400,200,343.17
The accompanying notes form an integral part of the financial statements.
-6-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Consolidated Statement of Changes in Shareholders’ Equity
Unit: RMB
Amount of Jan.-Jun.2014 Amount of last year
Attributable to shareholders of the parent Attributable to shareholders of the parent
Total Total
Special Surplus Unappropriated Minority shareholders' Special Surplus Unappropriated Minority shareholders'
ITEM Share capital Capital reserve reserve reserve profit Others interests equity Share capital Capital reserve reserve reserve profit Others interests equity
I. Closing balance of the preceding year 644,763,730.00 166,143,555.65 2,194,178.40 483,685,708.52 2,664,771,789.70 (13,712,569.50) 780,229,789.10 4,728,076,181.87 644,763,730.00 165,866,055.65 1,394,831.60 464,704,268.52 2,414,907,916.91 (13,604,717.50) 786,977,820.26 4,465,009,905.44
Add: Changes in accounting policies - - - - - - - - - - - - - - - -
Corrections of prior period errors - - - - - - - - - - - - - - - -
Others - - - - - - - - - - - - - - - -
II. Opening balance of the year 644,763,730.00 166,143,555.65 2,194,178.40 483,685,708.52 2,664,771,789.70 (13,712,569.50) 780,229,789.10 4,728,076,181.87 644,763,730.00 165,866,055.65 1,394,831.60 464,704,268.52 2,414,907,916.91 (13,604,717.50) 786,977,820.26 4,465,009,905.44
III. Changes for the year - (30,000.00) 1,207,771.23 36,388,726.04 (52,507,982.03) 423.06 53,677,216.14 38,736,154.44 - 277,500.00 799,346.80 18,981,440.00 249,863,872.79 (107,852.00) (6,748,031.16) 263,066,276.43
(I) Net profit - - - - 235,338,598.71 - 54,067,560.15 289,406,158.86 - - - - 502,894,547.79 - 139,585,366.96 642,479,914.75
(II) Other comprehensive income - (30,000.00) - - - 423.06 - (29,576.94) - 277,500.00 - - - (107,852.00) - 169,648.00
Subtotal of (I) and (II) - (30,000.00) - - 235,338,598.71 423.06 54,067,560.15 289,376,581.92 - 277,500.00 - - 502,894,547.79 (107,852.00) 139,585,366.96 642,649,562.75
(III) contributions and reduction in
- - - - - - - - - - - - - - - -
capital
1. Capital contribution from
- - - - - - - - - - - - - - - -
shareholders
2. Share-based payment recognised in
- - - - - - - - - - - - - - - -
shareholders' equity
3. Others - - - - - - - - - - - - - - - -
(IV) Profit distribution - - - 36,388,726.04 (287,846,580.74) - - (251,457,854.70) - - - 18,981,440.00 (253,030,675.00) - (146,289,137.91) (380,338,372.91)
1. Transfer to surplus reserve - - 36,388,726.04 (36,388,726.04) - - - - - - 18,981,440.00 (18,981,440.00) - - -
2. Transfer to general reserve - - - - - - - - - - - - - - -
3. Distributions to shareholders - - - - (251,457,854.70) - - (251,457,854.70) - - - - (234,049,235.00) - (146,289,137.91) (380,338,372.91)
4. Others - - - - - - - - - - - - - - - -
(V) Transfers within shareholders' - - - - - - - - - - - - - - - -
equity
1. Capitalisation of capital reserve - - - - - - - - - - - - - - - -
2. Capitalisation of surplus reserve - - - - - - - - - - - - - - - -
3. Loss made up by surplus reserve - - - - - - - - - - - - - - - -
4. Others - - - - - - - - - - - - - - - -
(VI) Special reserve - - 1,207,771.23 - - - (390,344.01) 817,427.22 - - 799,346.80 - - - (44,260.21) 755,086.59
1. Withdrawn in the period - - 7,531,245.24 - - - 2,088,679.98 9,619,925.22 - - 14,841,719.02 - - - 4,847,619.51 19,689,338.53
2. Utilized in the period - - (6,323,474.01) - - - (2,479,023.99) (8,802,498.00) - - (14,042,372.22) - - - (4,891,879.72) (18,934,251.94)
(VII) Others - - - - - - - - - - - - - -
IV. Closing balance of the year 644,763,730.00 166,113,555.65 3,401,949.63 520,074,434.56 2,612,263,807.67 (13,712,146.44) 833,907,005.24 4,766,812,336.31 644,763,730.00 166,143,555.65 2,194,178.40 483,685,708.52 2,664,771,789.70 (13,712,569.50) 780,229,789.10 4,728,076,181.87
The accompanying notes form an integral part of the financial statements.
-7-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Statement of Changes in Shareholders' Equity of the Company
Unit: RMB
Amount of Jan.-Jun.2014 Amount of last year
Special Unappropriated Total shareholders' Special Unappropriated Total shareholders'
Share capital Capital reserve reserve Surplus reserve profit equity Share capital Capital reserve reserve Surplus reserve profit equity
I. Closing balance of the preceding year 644,763,730.00 153,355,827.18 120,437.30 483,685,708.52 667,999,192.32 1,949,924,895.32 644,763,730.00 153,078,327.18 240,348.59 464,704,268.52 557,142,606.93 1,819,929,281.22
Add: Changes in accounting policies - - - - - - - - - - - -
Corrections of prior period errors - - - - - - - - - - - -
Others - - - - - - - - - - - -
II. Opening balance of the year 644,763,730.00 153,355,827.18 120,437.30 483,685,708.52 667,999,192.32 1,949,924,895.32 644,763,730.00 153,078,327.18 240,348.59 464,704,268.52 557,142,606.93 1,819,929,281.22
III. Changes for the year - (30,000.00) (235,583.17) 36,388,726.04 (291,048,670.83) (254,925,527.96) - 277,500.00 (119,911.29) 18,981,440.00 110,856,585.39 129,995,614.10
(I) Net profit - - - - (3,202,090.09) (3,202,090.09) - - - - 363,887,260.39 363,887,260.39
(II) Other comprehensive income - (30,000.00) - - - (30,000.00) - 277,500.00 - - - 277,500.00
Subtotal of (I) and (II) - (30,000.00) - - (3,202,090.09) (3,232,090.09) - 277,500.00 - - 363,887,260.39 364,164,760.39
(III) Shareholders' contributions and - - - - - - - - - - - -
reduction in capital
1. Capital contribution from shareholders - - - - - - - - - - - -
2. Share-based payment recognised in - - - - - - - - - - - -
shareholders' equity
3. Others - - - - - - - - - - - -
(IV) Profit distribution - - - 36,388,726.04 (287,846,580.74) (251,457,854.70) - - - 18,981,440.00 (253,030,675.00) (234,049,235.00)
1. Transfer to surplus reserve - - - 36,388,726.04 (36,388,726.04) - - - - 18,981,440.00 (18,981,440.00) -
2. Transfer to general reserve - - - - - - - - - - - -
3. Distributions to shareholders - - - - (251,457,854.70) (251,457,854.70) - - - - (234,049,235.00) (234,049,235.00)
4. Others - - - - - - - - - - - -
(V) Transfers within shareholders' equity - - - - - - - - - - - -
1. Capitalisation of capital reserve - - - - - - - - - - - -
2. Capitalisation of surplus reserve - - - - - - - - - - - -
3. Loss made up by surplus reserve - - - - - - - - - - - -
4. Others - - - - - - - - - - - -
(VI) Special reserve - - (235,583.17) - - (235,583.17) - - (119,911.29) - - (119,911.29)
1. Withdrawn in the period - - 978,261.14 - - 978,261.14 - - 2,044,199.16 - - 2,044,199.16
2. Utilized in the period - - (1,213,844.31) - - (1,213,844.31) - - (2,164,110.45) - - (2,164,110.45)
(VII) Others - - - - - - - - - - - -
IV. Closing balance of the year 644,763,730.00 153,325,827.18 (115,145.87) 520,074,434.56 376,950,521.49 1,694,999,367.36 644,763,730.00 153,355,827.18 120,437.30 483,685,708.52 667,999,192.32 1,949,924,895.32
The accompanying notes form an integral part of the financial statements.
-8-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(I) GENERAL
Shenzhen Chiwan Wharf Holdings Limited (the "Company") was a joint stock limited company
reorganized from Shenzhen Chiwan Wharf Co., Ltd on 16 January 1993 as approved by General
Office of Shenzhen Municipal People's Government (filed as Shen Fu Ban Fu [1993] No. 357).
On 18 February 1993, under the approval released by People's Bank of China Shenzhen Branch
(filed as Shen Ren Yin Fu Zi [1993] No.038), the Company issued, by public offering, the
ordinary shares of 310,470,000 shares, including 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 on Shenzhen Stock Exchange on 5 May 1993.
As of 31 December 2005, the total shares of the Company amounted to 644,763,730, after several
times of capitalization of capital reserves and additional issuances during the period between 1993
and 2005.
On 26 May 2006, the stockholders' meeting of the Company approved the spilt-share reform
under which a consideration comprising of every 1 A-share, cash of RMB11.5 and 8 put warrants
was granted by China Nanshan Development (Group) Incorporation ("Nanshan Group"), the non-
circulating shareholder of the Company, to each circulating shareholder holding 10 A-shares of
the Company. After implementation of the split-share reform, the total number of A-shares
remained unchanged with 370,802,900 shares held by Nanshan Group, occupying 57.51% of the
total shares.
On 13 July 2011, Nanshan Group obtained 75,100 shares of A shares in the secondary market; as
a result, the number of A-shares held by Nanshan Group arrived at 370,878,000, occupying
57.52% of the total shares.
On 17 September 2012, China Merchants Holdings International Company Limited (the "CMHI")
signed a shareholding entrustment agreement with Nanshan Group, subject to which Nanshan
Group entrusted CMHI with its holding in Shenzhen Chiwan Wharf of A-shares of 370,878,000
shares (57.52% of the total shares). Additionally, 55,314,200 B-shares indirectly held by CMHI
via Jing Feng Co., Ltd, a subsidiary of CMHI, plus the voting rights obtained via entrustment,
make up of 66.10% of the voting right of the Company.
On 1 November 2012, the China Securities Regulatory Commission ("CSRC") approved the
Announcement of China Merchants Holdings International Company Limited Concerning the
Purchase Report of Shenzhen Chiwan Wharf Holding Limited and the Exemption of the Offer
Obligation (filed as Zhen Jian Xu Ke [2012] No.1428), exempting CMHI from the offer
obligation resulted from the fact of controlling Shenzhen Chiwan Wharf's 370,878,000 shares
through stock custody.
On 27 December 2012, Nanshan Group signed an equity transfer agreement with Shenzhen Malai
Warehouse Co., Ltd, a subsidiary of CMHI, subject to which Nanshan Group would transfer
161,190,933 A-shares of the Company to Shenzhen Malai Warehouse Co., Ltd.
-9-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(I) GENERAL - continued
On 6 March 2013, the Company received the Reply on Certain Issues Regarding Agreed Transfer
of State-owned Shares of Shenzhen Chiwan Wharf Holdings Ltd. released by the State-owned
Assets Supervision and Administration Commission (filed as Guo Zi Chan Quan [2013] No. 94),
which approved Nanshan Group to transfer 161,190,933 A-shares of the Company to Shenzhen
Malai Warehouse Co., Ltd. The transfer procedures of registration of the above shares have been
completed on April 25th, 2013.
Therefore, the parent of the Company has been changed from Nanshan Group to CMHI since 1
November 2012, with the ultimate actual controller of the Company having always been China
Merchants Group ("CMG").
The headquarters of the Company is located in Shenzhen Guangdong Province. The Company
and its subsidiaries (collectively the "Group") are principally engaged in the provision of cargo
handling, warehousing, land and sea transportation services, cargo packing, agency business and
the other services.
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES
1. Basis of preparation of financial statements
The Group has adopted the Accounting Standards for Business Enterprises issued by the Ministry
of Finance (MoF) on 15 February 2006. In addition, the Group has disclosed relevant financial
information in accordance with Information Disclosure and Presentation Rules for Companies
Offering Securities to the Public No. 15-General Provisions on Financial Reporting (Revised in
2010).
Basis of accounting and principle of measurement
The Group has adopted the accrual basis of accounting. Except for certain financial instruments
which are measured at fair value, the Group adopts the historical cost as the principle of
measurement of the financial statements. Upon being restructured into a stock company, the fixed
assets and intangible assets initially contributed by the state-owned shareholders are recognized
based on the valuation amounts confirmed by the state-owned assets administration department.
Where assets are impaired, provisions for asset impairment are made in accordance with the
relevant requirements.
2. Statement of compliance with the Accounting Standards for Business Enterprises
The financial statements of the Company have been prepared in accordance with the Accounting
Standards for Business Enterprises, and present truly and completely, the Company's and
consolidated financial position as of 30 June 2014, and the Company's and consolidated results of
operations and cash flows for the six months ended 30 June 2014.
3. Accounting period
The Group has adopted the calendar year as its accounting year, e.g. from 1 January to 31 December.
- 10 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES – continued
4. Functional currency
Renminbi ("RMB") is the currency of the primary economic environment in which the Company
and its domestic subsidiaries operate. Therefore, the Company and its domestic subsidiaries
choose RMB as their functional currency. The Company's foreign subsidiary chooses RMB or
Hong Kong dollars ("HKD") as its functional currency on the basis of the primary economic
environment in which it operates. The Group adopts RMB to prepare its financial statements.
5. The accounting treatment of business combinations involving or not involving enterprises
under common control
Business combinations are classified into business combinations involving enterprises under
common control and business combinations not involving enterprises under common control.
5.1 Business combinations involving enterprises under common control
A business combination involving enterprises under common control is a business combination in
which all of the combining enterprises are ultimately controlled by the same party or parties both
before and after the combination, and that control is not transitory.
Assets and liabilities obtained shall be measured at their respective carrying amounts as recorded
by the combining entities at the date of the combination. The difference between the carrying
amount of the net assets obtained and the carrying amount of the consideration paid for the
combination is adjusted to the share premium in capital reserve. If the share premium is not
sufficient to absorb the difference, any excess shall be adjusted against retained earnings.
Costs that are directly attributable to the combination are charged to profit or loss in the period in
which they are incurred.
5.2 Business combinations not involving enterprises under common control and goodwill
A business combination not involving enterprises under common control is a business
combination in which all of the combining enterprises are not ultimately controlled by the same
party or parties before and after the combination.
The cost of combination is the aggregate of the fair values, at the acquisition date, of the assets
given, liabilities incurred or assumed, and equity securities issued by the acquirer, in exchange for
control of the acquiree, the intermediary expenses (fees in respect of auditing, legal services,
valuation and consultancy services, etc.) and other administrative expenses attributable to the
business combination are recognized in profit or loss in the periods when they are incurred.
Where a business combination not involving enterprises under common control is achieved in
stages that involve multiple transactions, the cost of combination is the sum of the consideration
paid at the acquisition date and the fair value of the equity in the acquiree held before the
acquisition. The equity held in the acquiree before the acquisition date is remeasured at its fair
value at the acquisition date, with any difference between its fair value and its carrying amount
being recognized as investment income, and the other comprehensive income relating to the
equity held in the acquiree before the acquisition date being transferred to investment income.
- 11 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
5. The accounting treatment of business combinations involving or not involving enterprises
under common control - continued
The acquiree's identifiable assets, liabilities and contingent liabilities acquired by the acquirer in a
business combination that meet the recognition criteria shall be measured at fair value at the
acquisition date. Where the cost of combination exceeds the acquirer's interest in the fair value of
the acquiree's identifiable net assets, the difference is treated as an asset and recognized as
goodwill, which is measured at cost on initial recognition. Where the cost of combination is less
than the acquirer's interest in the fair value of the acquiree's identifiable net assets, the acquirer
reassesses the measurement of the fair values of the acquiree's identifiable assets, liabilities and
contingent liabilities and measurement of the cost of combination. If after that reassessment, the
cost of combination is still less than the acquirer's interest in the fair value of the acquiree's
identifiable net assets, the acquirer recognizes the remaining difference immediately in profit or
loss for the current period.
Goodwill arising on a business combination is measured at cost less accumulated impairment
losses, and is presented separately in the consolidated financial statements. It is tested for
impairment at least at the end of each year.
For the purpose of impairment testing, goodwill is considered together with the related assets
groups, i.e., goodwill is reasonably allocated to the related assets groups or each of assets groups
expected to benefit from the synergies of the combination. In testing an assets group with
goodwill for impairment, an impairment loss is recognized if the recoverable amount of the assets
group or sets of assets groups (including goodwill) is less than its carrying amount. The
impairment loss is firstly allocated to reduce the carrying amount of any goodwill allocated to
such assets group or sets of assets groups, and then to the other assets of the group pro-rata basis
on the basis of the carrying amount of each asset (other than goodwill) in the group.
The recoverable amount of an asset is the higher of its fair value less costs of disposal and the
present value of the future cash flows expected to be derived from the asset. An asset's fair value
is the price in a sale agreement in an arm's length transaction. If there is no sale agreement but an
asset is traded in an active market, fair value is the current bid price. If there is no sale agreement
or active market for an asset, fair value is assessed based on the best information available. Costs
of disposal include legal costs related to the disposal of the asset, related taxes, costs of removing
the asset and direct costs to bring the asset into condition for its sale. The present value of
expected future cash flows of an asset shall be determined by estimating the future cash flows to
be derived from continuing use of the asset and from its ultimate disposal and applying the
appropriate discount rate to those future cash flows.
The impairment of goodwill is recognized in profit or loss for the period in which it is incurred
and will not be reversed in any subsequent period.
- 12 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
6. Preparation of consolidated financial statements
The scope of consolidation in the consolidated financial statements is determined on the basis of
control. Control is the power to govern the financial and operating policies of an enterprise so as
to obtain benefits from its operating activities.
For a subsidiary already disposed of by the Group, the operating results and cash flows before the
date of disposal (the date when control is lost) are included in the consolidated income statement
and consolidated statement of cash flows, as appropriate.
For subsidiaries acquired through a business combination involving enterprises not under
common control, the operating results and cash flows from the acquisition date (the date when
control is obtained) are included in the consolidated income statement and consolidated statement
of cash flows, as appropriate, and no adjustment is made to the opening balances and comparative
figures in the consolidated financial statements.
No matter when the business combination occurs in the reporting period, subsidiaries acquired
through a business combination involving enterprises under common control are included in the
Group's scope of consolidation as if they had been included in the scope of consolidation from the
date when they first came under the common control of the ultimate controlling party. Their
operating results and cash flows from the date when they first came under the common control of
the ultimate controlling party are included in the consolidated income statement and consolidated
statement of cash flows, as appropriate.
The significant accounting policies and accounting periods adopted by the subsidiaries are
determined based on the uniform accounting policies and accounting periods set out by the
Company.
All significant intra-group balances and transactions are eliminated on consolidation.
The portion of subsidiaries' equity that is not attributable to the parent is treated as minority
interests and presented as "minority interests" in the consolidated balance sheet under
shareholders' equity. The portion of net profits or losses of subsidiaries for the period attributable
to minority interests is presented as "minority interests" in the consolidated income statement
under the "net profit" line item.
When the amount of loss for the period attributable to the minority shareholders of a subsidiary
exceeds the minority shareholders' portion of the opening balance of shareholders' equity of the
subsidiary, the excess amount is still allocated against minority interests.
Acquisition of minority interests or disposals of interests in a subsidiary that do not result in the
loss of control over the subsidiary are accounted for as equity transactions. The carrying amounts
of the parent's interests and minority interests are adjusted to reflect the changes in their relative
interests in the subsidiary. The difference between the amount by which the minority interests are
adjusted and the fair value of the consideration paid or received is adjusted to shareholders' equity
(capital reserve). If the capital reserve is not sufficient to absorb the difference, the excess are
adjusted against retained earnings.
- 13 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
6. Preparation of consolidated financial statements - continued
When the group loses control over a subsidiary due to disposal of equity investment or other
reason, any retained interest is re-measured at its fair value at the date when control is lost. The
difference between (i) the aggregate of the consideration received on disposal and the fair value of
any retained interest and (ii) the share of the former subsidiary's net assets cumulatively calculated
from the acquisition date according to the original proportion of ownership interests is recognized
as investment income in the period in which control is lost. Other comprehensive income
associated with investment in the former subsidiary is reclassified to investment income in the
period in which control is lost.
7. Cash and cash equivalents
Cash comprises cash on hand and deposits that can be readily withdrawn on demand. Cash
equivalents are the Group's short-term, 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. Translation of transactions and financial statements denominated in foreign currencies
8.1 Transactions denominated in foreign currencies
A foreign currency transaction is recorded, on initial recognition, by applying the spot exchange
rate on the date of the transaction.
At the balance sheet date, foreign currency monetary items are translated into RMB using the spot
exchange rates at the balance sheet date. Exchange differences arising from the differences
between the spot exchange rates prevailing at the balance sheet date and those on initial
recognition or at the previous balance sheet date are recognized in profit or loss for the period,
except that (1) exchange differences related to a specific-purpose borrowing denominated in
foreign currency that qualify for capitalization are capitalized as part of the cost of the qualifying
asset during the capitalization period; (2) exchange differences related to hedging instruments for
the purpose of hedging against foreign currency risks are accounted for using hedge accounting;
(3) exchange differences arising from change in the carrying amounts other than the amortized
cost of available-for-sale monetary items are recognized as other comprehensive income and
included in capital reserve.
Foreign currency non-monetary items measured at historical cost are translated to the amounts in
functional currency at the spot exchange rates on the dates of the transactions; the amounts in
functional currency remain unchanged. Foreign currency non-monetary items measured at fair
value are re-translated at the spot exchange rate on the date the fair value is determined.
Difference between the re-translated functional currency amount and the original functional
currency amount is treated as changes in fair value including changes of exchange rate and is
recognized in profit and loss or as other comprehensive income included in capital reserve.
- 14 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
8. Translation of transactions and financial statements denominated in foreign currencies
- continued
8.2 Translation of financial statements denominated in foreign currencies
For the purpose of preparing the consolidated financial statements, financial statements of a
foreign operation are translated from the foreign currency into RMB using the following method:
assets and liabilities on the balance sheet are translated at the spot exchange rate prevailing at the
balance sheet date; shareholders' equity items except for retained earnings are translated at the
spot exchange rates at the dates on which such items arose; all items in the income statement as
well as items reflecting the amount of profit distributed are translated at the spot exchange rates
on the dates of the transactions; the opening balance of retained earnings is the translated closing
balance of the previous year's retained earnings; the closing balance of retained earnings is
calculated and presented on the basis of each translated income statement and profit distribution
item. The difference between the translated assets and the aggregate of liabilities and
shareholders' equity items is separately presented, as the translation difference of financial
statements denominated in foreign currencies, under the shareholders' equity in the balance sheet.
Cash flows arising from transaction in a foreign currency and the cash flows of a foreign
subsidiary are translated at the spot exchange rate on the date of the cash flows. The effect of
exchange rate changes on cash and cash equivalents is regarded as a reconciling item and
presented separately in the cash flow statement as "effect of exchange rate changes on cash and
cash equivalents".
The opening balances and the comparative figures of previous year are presented at the translated
amounts of previous year's financial statements.
On disposal of the Group's entire interest in a foreign operation, or disposal of certain interest or
due to other reasons resulting in a loss of control over a foreign operation, the Group transfers the
accumulated translation differences attributable to the shareholders' equity of the parent that
relating to translation of the financial statements of that foreign operation, presented under
shareholders' equity, to profit or loss in the period in which the disposal occurs.
In case of a disposal or other reason that does not result in the Group losing control over a foreign
operation, the proportionate share of accumulated translation differences are re-attributed to non-
controlling interests and are not recognized in profit and loss. For partial disposals of associates or
joint ventures, the proportionate share of the accumulated translation differences is reclassified to
profit or loss.
- 15 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
9. Financial instruments
Financial assets and financial liabilities are recognized when the Group becomes a party to the
contractual provisions of the instrument. Financial assets and financial liabilities are initially
measured at fair value. For financial assets and financial liabilities at fair value through profit or
loss, transaction costs are immediately recognized in profit or loss. For other financial assets and
financial liabilities, transaction costs are included in their initial recognized amounts.
9.1 Determination of fair value
Fair value is the amount for which an asset could be exchanged, or a liability settled, between
knowledgeable, willing parties in an arm's length transaction. For a financial instrument which
has an active market, the Group uses the quoted price in the active market to establish its fair
value. For a financial instrument which has no active market, the Group establishes fair value by
using a valuation technique. Valuation techniques include using recent arm's length market
transactions between knowledgeable, willing parties, reference to the current fair value of another
instrument that is substantially the same, discounted cash flow analysis and option pricing models.
9.2 Effective interest method
The effective interest method is a method of calculating the amortized cost of a financial asset or a
financial liability (or a group of financial assets or financial liabilities) and of allocating the
interest income or interest expense over the relevant period, using the effective interest rate. The
effective interest rate is the rate that exactly discounts estimated future cash flows through the
expected life of the financial asset or financial liability or, where appropriate, a shorter period to
the net carrying amount of the financial asset or financial liability.
When calculating the effective interest rate, the Group estimates future cash flows considering all
contractual terms of the financial asset or financial liability (without considering future credit
losses), and also considers all fees paid or received between the parties to the contract giving rise
to the financial asset and financial liability that are an integral part of the effective interest rate,
transaction costs, and premiums or discounts etc.
9.3 Classification, recognition and measurement of financial assets
On initial recognition, the Group’s financial assets are classified into one of the four categories,
including financial assets at fair value through profit or loss ("FVTPL"), held-to-maturity
investments, loans and receivables, and available-for-sale financial assets. All regular way
purchases or sales of financial assets are recognized and derecognized on a trade date basis.
- 16 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
9. Financial instruments - continued
9.3 Classification, recognition and measurement of financial assets - continued
9.3.1 Financial Assets at Fair Value through Profit or Loss ("FVTPL")
Financial assets at fair value through profit or loss ("FVTPL") include financial assets held for
trading and those designated as at fair value through profit or loss.
A financial asset is classified as held for trading if one of the following conditions is satisfied: (1)
it has been acquired principally for the purpose of selling in the near term; or (2) on initial
recognition it is part of a portfolio of identified financial instruments that the Group manages
together and there is objective evidence that the Group has a recent actual pattern of short-term
profit-taking; or (3) it is a derivative that is not designated and effective as a hedging instrument,
or a financial guarantee contract, or a derivative that is linked to and must be settled by delivery
of an unquoted equity instrument (without a quoted price in an active market) whose fair value
cannot be reliably measured.
A financial asset may be designated as at FVTPL upon initial recognition only when one of the
following conditions is satisfied: (1) such designation eliminates or significantly reduces a
measurement or recognition inconsistency that would otherwise result from measuring assets or
recognizing the gains or losses on them on different bases; or (2) the financial asset forms part of
a group of financial assets or a group of financial assets and financial liabilities, which is managed
and its performance is evaluated on a fair value basis, in accordance with the Group's documented
risk management or investment strategy, and information about the grouping is reported to key
management personnel on that basis.
Financial assets at FVTPL are subsequently measured at fair value. Any gains or losses arising
from changes in the fair value and any dividend or interest income earned on the financial assets
are recognized in profit or loss.
9.3.2 Held-to-maturity investments
Held-to-maturity investments are non-derivative financial assets with fixed or determinable
payments and fixed maturity dates that the Group's management has the positive intention and
ability to hold to maturity.
Held-to-maturity investments are subsequently measured at amortized cost using the effective
interest method. Gain or loss arising from derecognition, impairment or amortization is recognized
in profit or loss.
9.3.3 Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that
are not quoted in an active market. Financial assets classified as loans and receivables by the
Group include notes receivable, accounts receivable, interest receivable, dividends receivable, and
other receivables.
Loans and receivables are subsequently measured at amortized cost using the effective interest
method. Gain or loss arising from derecognition, impairment or amortization is recognized in
profit or loss.
- 17 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
9. Financial instruments - continued
9.3 Classification, recognition and measurement of financial assets - continued
9.3.4 Available-for-sale financial assets
Available-for-sale financial assets include non-derivative financial assets that are designated on
initial recognition as available for sale, and financial assets that are not classified as financial
assets at fair value through profit or loss, loans and receivables or held-to-maturity investments.
Available-for-sale financial assets are subsequently measured at fair value, and gains or losses
arising from changes in the fair value are recognized as other comprehensive income and included
in the capital reserve, except that impairment losses and exchange differences related to amortized
cost of financial assets are recognized in profit or loss, until the financial assets are derecognized,
at which time the gains or losses are released and recognized in profit or loss.
Interests obtained and the dividends declared by the investee during the period in which the
available-for-sale financial assets are held, are recognized in investment gains.
Investments in equity instruments that do not have a quoted market price in an active market and
whose fair value cannot be reliably measured, and derivative financial assets that are linked to and
must be settled by delivery of such unquoted equity instruments are measured at cost.
9.4 Impairment of financial assets
The Group assesses at each balance sheet date the carrying amounts of financial assets other than
those at fair value through profit or loss. If there is objective evidence that a financial asset is
impaired, the Group determines the amount of any impairment loss. Objective evidence that a
financial asset is impaired is evidence that, arising from one or more events that occurred after the
initial recognition of the asset, the estimated future cash flows of the financial asset, which can be
reliably measured, have been affected.
Objective evidence that a financial asset is impaired includes the following observable events:
(1) Significant financial difficulty of the issuer or obligor;
(2) A breach of contract by the borrower, such as a default or delinquency in interest or principal
payments;
(3) The Group, for economic or legal reasons relating to the borrower's financial difficulty,
granting a concession to the borrower;
(4) It becoming probable that the borrower will enter bankruptcy or other financial
reorganizations;
(5) The disappearance of an active market for that financial asset because of financial difficulties
of the issuer;
- 18 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
9. Financial instruments - continued
9.4 Impairment of financial assets - continued
(6) Upon an overall assessment of a group of financial assets, observable data indicates that there
is a measurable decrease in the estimated future cash flows from the group of financial assets
since the initial recognition of those assets, although the decrease cannot yet be identified
with the individual financial assets in the group. Such observable data includes:
- Adverse changes in the payment status of borrower in the group of assets;
- Economic conditions in the country or region of the borrower which may lead to a failure to
pay the group of assets;
(7) Significant adverse changes in the technological, market, economic or legal environment in
which the issuer of equity instruments operates, indicating that the cost of the investment in
the equity instrument may not be recovered by the investor;
(8) A significant or prolonged decline in the fair value of an investment in an equity instrument
below its cost;
(9) Other objective evidence indicating there is an impairment of a financial asset.
- Impairment of financial assets measured at amortized cost
If financial assets carried at cost or amortized cost are impaired, the carrying amounts of the
financial assets are reduced to the present value of estimated future cash flows (excluding future
credit losses that have not been incurred) discounted at the financial asset's original effective
interest rate. The amount of reduction is recognized as an impairment loss in profit or loss. If,
subsequent to the recognition of an impairment loss on financial assets carried at amortized cost,
there is objective evidence of a recovery in value of the financial assets which can be related
objectively to an event occurring after the impairment is recognized, the previously recognized
impairment loss is reversed. However, the reversal does not result in a carrying amount of the
financial asset that exceeds what the amortized cost would have been had the impairment not been
recognized at the date the impairment is reversed.
For a financial asset that is individually significant, the Group assesses the asset individually for
impairment. For a financial asset that is not individually significant, the Group assesses the asset
individually for impairment or includes the asset in a group of financial assets with similar credit
risk characteristics and collectively assesses them for impairment. If the Group determines that no
objective evidence of impairment exists for an individually assessed financial asset (whether
significant or not), it includes the asset in a group of financial assets with similar credit risk
characteristics and collectively assesses them for impairment. Assets for which an impairment
loss is individually recognized are not included in a collective assessment of impairment.
- 19 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
9. Financial instruments - continued
9.4 Impairment of financial assets - continued
- Impairment of available-for-sale financial assets
When an available-for-sale financial asset is impaired, the cumulative loss arising from decline in
fair value previously recognized directly in capital reserve is reclassified from the capital reserve
to profit or loss. The amount of the cumulative loss that is reclassified from capital reserve to
profit or loss is the difference between the acquisition cost (net of any principal repayment and
amortization) and the current fair value, less any impairment loss on that financial asset
previously recognized in profit or loss.
If, subsequent to the recognition of an impairment loss on available-for-sale financial assets, there
is objective evidence of a recovery in value of the financial assets which can be related
objectively to an event occurring after the impairment is recognized, the previously recognized
impairment loss is reversed. The amount of reversal of impairment loss on available-for-sale
equity instruments is recognized as other comprehensive income and included in the capital
reserve, while the amount of reversal of impairment loss on available-for-sale debt instruments is
recognized in profit or loss.
- Impairment of financial assets measured at cost
If an impairment loss has been incurred on an investment in unquoted equity instrument (without
a quoted price in an active market) whose fair value cannot be reliably measured, or on a
derivative financial asset that is linked to and must be settled by delivery of such an unquoted
equity instrument, the carrying amount of the financial asset is reduced to the present value of
estimated future cash flows discounted at the current market rate of return for a similar financial
asset. The amount of reduction is recognized as an impairment loss in profit or loss. The
impairment loss on such financial asset is not reversed once it is recognized.
9.5 Transfer of financial assets
The Group derecognizes a financial asset if one of the following conditions is satisfied: (1) the
contractual rights to the cash flows from the financial asset expire; or (2) the financial asset has
been transferred and substantially all the risks and rewards of ownership of the financial asset is
transferred to the transferee; or (3) although the financial asset has been transferred, the Group
neither transfers nor retains substantially all the risks and rewards of ownership of the financial
asset but has not retained control of the financial asset.
- 20 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
9. Financial instruments - continued
9.5 Transfer of financial assets - continued
If the Group neither transfers nor retains substantially all the risks and rewards of ownership of a
financial asset, and it retains control of the financial asset, it recognizes the financial asset to the
extent of its continuing involvement in the transferred financial asset and recognizes an associated
liability. The extent of the Group's continuing involvement in the transferred asset is the extent to
which it is exposed to changes in the value of the transferred asset.
For a transfer of a financial asset in its entirety that satisfies the derecognition criteria, the
difference between (1) the carrying amount of the financial asset transferred; and (2) the sum of
the consideration received from the transfer and any cumulative gain or loss that has been
recognized in other comprehensive income, is recognized in profit or loss.
If a part of the transferred financial asset qualifies for derecognition, the carrying amount of the
transferred financial asset is allocated between the part that continues to be recognized and the
part that is derecognized, based on the respective fair values of those parts. The difference
between (1) the carrying amount allocated to the part derecognized; and (2) the sum of the
consideration received for the part derecognized and any cumulative gain or loss allocated to the
part derecognized which has been previously recognized in other comprehensive income, is
recognized in profit or loss.
9.6 Classification and recognition of financial liabilities
Debt and equity instruments issued by the Group are classified into financial liabilities or equity
on the basis of the substance of the contractual arrangements and definitions of financial liability
and equity instrument.
On initial recognition, financial liabilities are classified into financial liabilities at fair value
through profit or loss and other financial liabilities.
9.6.1 Financial liabilities at fair value through profit or loss
Financial liabilities at FVTPL consist of financial liabilities held for trading and those designated
as at FVTPL on initial recognition.
A financial liability is classified as held for trading if one of the following conditions is satisfied:
(1) It has been acquired principally for the purpose of repurchasing in the near term; or (2) On
initial recognition it is part of a portfolio of identified financial instruments that the Group
manages together and there is objective evidence that the Group has a recent actual pattern of
short-term profit-taking; or (3) It is a derivative, except for a derivative that is a designated and
effective hedging instrument, or a financial guarantee contract, or a derivative that is linked to and
must be settled by delivery of an unquoted equity instrument (without a quoted price in an active
market) whose fair value cannot be reliably measured.
- 21 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
9. Financial instruments - continued
9.6 Classification and recognition of financial liabilities - continued
9.6.1 Financial liabilities at fair value through profit or loss - continued
A financial liability may be designated as at FVTPL upon initial recognition only when one of the
following conditions is satisfied: (1) such designation eliminates or significantly reduces a
measurement or recognition inconsistency that would otherwise result from measuring liabilities
or recognizing the gains or losses on them on different bases; or (2) the financial liability forms
part of a group of financial liabilities or a group of financial assets and financial liabilities, which
is managed and its performance is evaluated on a fair value basis, in accordance with the Group's
documented risk management or investment strategy, and information about the grouping is
reported to key management personnel on that basis.
Financial liabilities at FVTPL are subsequently measured at fair value, and any gains or losses
arising from changes in the fair value or any dividend or interest expense related with the
financial liabilities are recognized in profit or loss.
9.6.2 Other financial liabilities
For a derivative liability that is linked to and must be settled by delivery of an unquoted equity
instrument (without a quoted price in an active market) whose fair value cannot be reliably
measured, it is subsequently measured at cost. Other financial liabilities are subsequently
measured at amortized cost using the effective interest method, with gains or losses arising from
derecognition or amortization recognized in profit or loss.
9.6.3 Financial guarantee contracts
A financial guarantee contract is a contract by which the guarantor and the lender agree that the
guarantor would settle the debts or bear obligations in accordance with terms of the contract in
case the borrower fails to settle the debts. Financial guarantee contracts that are not designated as
financial liabilities at fair value through profit or loss, are initially measured at their fair values
less the directly attributable transaction costs. Subsequent to initial recognition, they are measured
at the higher of: (i) the amount determined in accordance with Accounting Standard for Business
Enterprises No. 13 - Contingencies; and (ii) the amount initially recognized less cumulative
amortization recognized in accordance with the principles set out in Accounting Standard for
Business Enterprises No. 14 - Revenue.
- 22 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
9. Financial instruments - continued
9.7 Derecognition of Financial Liabilities
The Group derecognizes a financial liability (or part of it) only when the underlying present
obligation (or part of it) is discharged. An agreement between the Group (an existing borrower)
and an existing lender to replace the original financial liability with a new financial liability with
substantially different terms is accounted for as an extinguishment of the original financial
liability and the recognition of a new financial liability.
When the Group derecognizes a financial liability or a part of it, it recognizes the difference
between the carrying amount of the financial liability (or part of the financial liability)
derecognized and the consideration paid (including any non-cash assets transferred or new
financial liabilities assumed) in profit or loss.
9.8 Derivatives and embedded derivatives
Derivative financial instruments include forward exchange contracts, currency swaps, interest rate
swaps and foreign exchange options, etc. Derivatives are initially measured at fair value at the
date when the derivative contracts are entered into and are subsequently re-measured to fair value.
The resulting gain or loss is recognized in profit or loss unless the derivative is designated and
highly effective as a hedging instrument, in which case the timing of the recognition in profit or
loss depends on the nature of the hedge relationship.
An embedded derivative is separated from the hybrid instrument, where the hybrid instrument is
not designated as a financial asset or financial liability at fair value through profit or loss, and
treated as a standalone derivative if 1) the economic characteristics and risks of the embedded
derivative are not closely related to the economic characteristics and risks of the host contract; and
2) a separate instrument with the same terms as the embedded derivative would meet the
definition of a derivative. If the Group is unable to measure the embedded derivative separately
either at acquisition or at a subsequent balance sheet date, it designates the entire hybrid
instrument as a financial asset or financial liability at fair value through profit or loss.
9.9 Offsetting financial assets and financial liabilities
Where the Group has a legal right that is currently enforceable to set off the recognized amounts,
and intends either to settle on a net basis, or to realize the financial asset and settle the financial
liability simultaneously, a financial asset and a financial liability shall be offset with the net
amount presented in the balance sheet. Except for the circumstances above, financial assets and
financial liabilities shall be presented separately in the balance sheet and shall not be offset.
- 23 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
9. Financial instruments - continued
9.10 Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of the Group
after deducting all of its liabilities. The consideration received from issuing equity instruments,
net of transaction costs, is added to shareholders' equity.
All types of distributions (excluding stock dividends) made by the Group to holders of equity
instruments are deducted from shareholders' equity. The Group does not recognize any changes in
the fair value of equity instruments.
10. Receivables
10.1 Receivables that are individually significant and for which bad debt provision is individually
assessed
Basis or monetary criteria for Top five balances of receivables are deemed as
determining individually individually significant receivables by the Group.
significant receivables
For receivables that are individually significant, the Group
assesses the receivables individually for impairment; for a
Provision methods for receivables financial asset that is not impaired individually, the Group
that are individually significant includes the asset in a group of financial assets with
and for which bad debt provision similar credit risk characteristics and collectively assesses
is individually assessed them for impairment. Receivables for which an
impairment loss is individually recognized are not
included in a collective assessment of impairment.
10.2 Receivables for which bad debt provision is collectively assessed
Basis for determining a portfolio
Portfolio 1 The portfolio primarily includes amounts due from related
parties of the Group, deposits and petty cash etc. The risk
characteristics of such receivables are different from those
of portfolio 2. The Group individually assesses receivables
in this portfolio and determines the bad debt provision.
Portfolio 2 This portfolio excludes amounts due from related parties of
the Group, deposits and petty cash etc.
The Group collectively assesses receivables in this
portfolio with aging analysis method, by taking historical
experience into consideration.
Bad debt provision methods for a portfolio
Portfolio 1 Specific Identification Method
Portfolio 2 Aging Analysis Method
- 24 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
10. Receivables - continued
10.2.1 Portfolios that use aging analysis for bad debt provision:
Aging analysis
Provision proportion for Provision proportion for
Aging accounts receivable (%) other receivables (%)
Within 90 days (inclusive) 0 0
More than 91 days but not exceeding 0-3 0-3
183 days
More than 184 days but not 5 5
exceeding year
More than 1 year but not exceeding 2 20 20
years
More than 2 years but not exceeding 50 50
3 years
More than 3 years 100 100
10.3 Accounts receivable that are not individually significant but for which individual bad debt
provision is individually assessed:
Reasons for making individual As objective evidence indicates the Group is unable to
bad debt provision collect the receivables under original terms, the company
makes individual bad debt provision.
Under bad debt provision method, the provision is
Bad debt provision methods recognized by the differences between the expected present
value of future cash flows and carrying value.
11. Inventories
11.1 Categories of inventories
Inventories include spare parts, fuel, and low value consumables. Inventories are initially
measured at cost. Cost of inventories comprises all costs of purchase, costs of conversion and
other expenditures incurred in bringing the inventories to their present location and condition.
11.2 Valuation method of inventories upon delivery
The actual cost of inventories upon delivery is calculated using the weighted average method.
- 25 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
11. Inventories - continued
11.3 Basis for determining net realizable value of inventories and provision methods for decline
in value of inventories
At the balance sheet date, inventories are measured at the lower of cost and net realizable value. If
the cost of inventories is higher than the net realizable value, a provision for decline in value of
inventories is made. Net realizable value is the estimated selling price in the ordinary course of
business less the estimated costs of completion, the estimated costs necessary to make the sale and
relevant taxes. Net realizable value is determined on the basis of clear evidence obtained, after
taking into consideration the purposes of inventories being held and effect of post balance sheet
events.
Provision for decline in value of other inventories is made based on the excess of cost of
inventory over its net realizable value on an item-by-item basis.
After the provision for decline in value of inventories is made, if the circumstances that
previously caused inventories to be written down below cost no longer exist so that the net
realizable value of inventories is higher than their cost, the original provision for decline in value
is reversed and the reversal is included in profit or loss for the period.
11.4 Inventory count system
The perpetual inventory system is maintained for stock system.
11.5 Amortization methods for low cost and short-lived consumable items and packaging
materials
Packaging materials and low cost and short-lived consumable items are amortized using the
immediate write-off method.
12. Long-term equity investments
12.1 Determination of investment cost
For a long-term equity investment acquired through a business combination involving enterprises
under common control, the investment cost of the long-term equity investment is the attributable
share of the carrying amount of the shareholders' equity of the acquiree at the date of combination.
For a long-term equity investment acquired through business combination not involving
enterprises under common control, the investment cost of the long-term equity investment
acquired is the cost of acquisition. The long-term equity investment acquired otherwise than
through a business combination is initially measured at its cost.
- 26 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
12. Long-term equity investments - continued
12.2 Subsequent measurement and recognition of profit or loss
12.2.1 A long-term equity investment accounted for using the cost method
For long-term equity investments over which the Group does not exercise joint control or
significant influence and those without quoted prices in an active market and the fair values
cannot be reliably measured, the Group accounts for such long-term equity investments using the
cost method. Besides, long-term equity investments in subsidiaries are accounted for using the
cost method in the Company's separate financial statements. A subsidiary is an investee that is
controlled by the Group.
Under the cost method, a long-term equity investment is measured at initial investment cost.
Except for cash dividends or profits already declared but not yet paid that are included in the price
or consideration actually paid upon acquisition of the long-term equity investment, investment
income is recognized in the period in accordance with the attributable share of cash dividends or
profit distributions declared by the investee.
12.2.2 A long-term equity investment accounted for using the equity method
The Group accounts for investment in associates and joint ventures using the equity method. An
associate is an entity over which the Group has significant influence and a joint venture is an
entity over which the Group exercises joint control along with other investors.
Under the equity method, where the initial investment cost of a long-term equity investment
exceeds the Group's share of the fair value of the investee's identifiable net assets at the time of
acquisition, no adjustment is made to the initial investment 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 recognized in profit or loss for the period, and the cost of the long-
term equity investment is adjusted accordingly.
Under the equity method, the Group recognizes its share of the net profit or loss of the investee
for the period as investment income or loss for the period. The Group recognizes its share of the
investee's net profit or loss based on the fair value of the investee's individually identifiable assets
at the acquisition date after making appropriate adjustments to conform to the Group's accounting
policies and accounting period. Unrealized profits or losses resulting from the Group's
transactions with its associates and joint ventures are recognized as investment income or loss to
the extent that those attributable to the Group's, equity interest are eliminated. However,
unrealized losses resulting from the Group's transactions with its associates and joint ventures
which represent impairment losses on the transferred assets are not eliminated. Changes in
shareholder's equity of the investee other than net profit or loss are correspondingly adjusted to
the carrying amount of the long-term equity investment, and recognized as other comprehensive
income which is included in the capital reserve.
- 27 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
12. Long-term equity investments - continued
12.2 Subsequent measurement and recognition of profit or loss - continued
12.2.2 A long-term equity investment accounted for using the equity method - continued
The Group discontinues recognizing its share of net losses of the investee after the carrying
amount of the long-term equity investment together with any long-term interests that in substance
form part of its net investment in the investee are reduced to zero. Except that if the Group has
incurred obligations to assume additional losses, a provision is recognized according to the
obligation expected, and recorded in the investment loss for the period. Where net profits are
subsequently made by the investee, the Group resumes recognizing its share of those profits only
after its share of the profits exceeds the share of losses previously not recognized.
12.2.3 Disposal of long-term equity investments
On disposal of a long-term equity investment, the difference between the proceeds actually
received and receivable and the carrying amount is recognized in profit or loss for the period. For
a long-term equity investment accounted for using the equity method, the amount initially
included in the shareholders' equity upon disposal is transferred to profit or loss for the period on
a pro-rata basis.
12.3 Basis for determining joint control and significant influence over investee
Control is the power to govern the financial and operating policies of an entity so as to obtain
benefits from its activities. Joint control is the contractually agreed sharing of control over an
economic activity, and exists only when the strategic financial and operating policy decisions
relating to the activity require the unanimous consent of the parties sharing control. Significant
influence is the power to participate in the financial and operating policy decisions of the investee
but is not control or joint control over those policies. When determining whether an investing
enterprise is able to exercise control or significant influence over an investee, the effect of
potential voting rights of the investee (for example, warrants and convertible debts) held by the
investing enterprises or other parties that are currently exercisable or convertible shall be
considered.
12.4 Impairment assessment and provision method for impairment loss
The Group reviews the long-term equity investments at each balance sheet date to determine
whether there is any indication that they have suffered an impairment loss. If an impairment
indication exists, the recoverable amounts are estimated. If such recoverable amount is less than
its carrying amount, a provision for impairment losses in respect of the deficit is recognized in
profit or loss for the period.
Once an impairment loss is recognized for a long-term equity investment, it will not be reversed
in any subsequent period.
- 28 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
13. Investment properties
Investment property is property held to earn rentals or for capital appreciation or both. It includes
a land use right that is leased out; a land use right held for transfer upon capital appreciation; and
a building that is leased out.
An investment property is measured initially at cost. Subsequent expenditures incurred for such
investment property are included in the cost of the investment property if it is probable that
economic benefits associated with an investment property will flow to the Group and the
subsequent expenditures can be measured reliably, other subsequent expenditures are recognized
in profit or loss in the period in which they are incurred.
The Group uses the cost model for subsequent measurement of investment property, and adopts a
depreciation or amortization policy for the investment property which is consistent with that for
buildings or land use rights.
The Group reviews the investment properties at each balance sheet date to determine whether
there is any indication that they have suffered an impairment loss. If an impairment indication
exists, the recoverable amounts are estimated. Recoverable amount is estimated on an item-by-
item basis. If it is not practical to estimate the recoverable amount of an individual asset, the
recoverable amount of the asset group to which the asset belongs will be estimated. If such
recoverable amount is less than its carrying amount, a provision for impairment losses in respect
of the deficit is recognized in profit or loss for the period.
Once an impairment loss is recognized for an investment property, it will not be reversed in any
subsequent period.
When an investment property is sold, transferred, retired or damaged, the Group recognizes the
amount of any proceeds on disposal net of the carrying amount and related taxes in profit or loss
for the period.
14. Fixed assets
14.1 Recognition criteria for fixed assets
Fixed assets are tangible assets that are held for use in the production or supply of goods or
services, for rental to others, or for administrative purposes, and have useful lives of more than
one accounting year. A fixed asset is recognized only when it is probable that economic benefits
associated with the asset will flow to the Group and the cost of the asset can be measured reliably.
Fixed assets are initially measured at cost. Upon being restructured into a stock company, the
fixed assets initially contributed by the state-owned shareholders are recognized based on the
valuation amounts confirmed by the state-owned assets administration department.
- 29 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
14. Fixed assets - continued
14.1 Recognition criteria for fixed assets - continued
Subsequent expenditures incurred for the fixed asset are included in the cost of the fixed asset and
if it is probable that economic benefits associated with the asset will flow to the Group and the
subsequent expenditures can be measured reliably. Meanwhile the carrying amount of the
replaced part is derecognized. Other subsequent expenditures are recognized in profit or loss in
the period in which they are incurred.
14.2 Depreciation of each category of fixed assets
A fixed asset is depreciated over its useful life using the straight-line method starting from the
month subsequent to the one in which it is ready for intended use. The useful life, estimated net
residual value rate and annual depreciation rate of each category of fixed assets are as follows:
Estimated Estimated Annual
Category useful lives residual value depreciation rate
Port and wharf facilities 5 - 50 years 10% 1.8%-18%
Storage yards and
5 - 40 years 10% 2.25%-18%
buildings
Mechanical equipments 5 - 15 years 10% 6%-18%
Motor vehicles, cargo
5 - 20 years 10% 4.5%-18%
ships and tugboats
Other equipments 5 years 10% 18%
Estimated net residual value of a fixed asset is the estimated amount that the Group would
currently obtain from disposal of the asset, after deducting the estimated costs of disposal, if the
asset were already of the age and in the condition expected at the end of its useful life.
14.3 The method of impairment test and provision for impairment losses of fixed assets
The Group assesses at the balance sheet date whether there is any indication that the fixed assets
may be impaired. If there is any indication that such assets may be impaired, recoverable amounts
are estimated for such assets. Recoverable amount is estimated on an item-by-item basis. If it is
not practical to estimate the recoverable amount of an individual asset, the recoverable amount of
the asset group to which the asset belongs will be estimated. If the recoverable amount of an asset
or an asset group is less than its carrying amount, the deficit is accounted for as an impairment
loss and is recognized in profit or loss.
Once the impairment loss of such assets is recognized, it shall not be reversed in any subsequent
period.
- 30 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
14. Fixed assets - continued
14.4 Other explanations
The Group reviews the useful life and estimated net residual value of a fixed asset and the
depreciation method applied at least once at each financial year-end, and account for any change
as a change in an accounting estimate.
If a fixed asset is upon disposal or no future economic benefits are expected to be generated from
its use or disposal, the fixed asset is derecognized. When a fixed asset is sold, transferred, retired
or damaged, the amount of any proceeds on disposal of the asset net of the carrying amount and
related taxes is recognized in profit or loss for the period.
15. Construction in progress
Construction in progress is measured at its actual costs. The actual costs include various
construction expenditures during the construction period, borrowing costs capitalized before it is
ready for intended use and other relevant costs. Construction in progress is not depreciated.
Construction in progress is transferred to a fixed asset when it is ready for intended use.
The Group assesses at the balance sheet date whether there is any indication that construction in
progress may be impaired. If there is any indication that such assets may be impaired, recoverable
amounts are estimated for such assets. Recoverable amount is estimated on an item-by-item basis.
If it is not practical to estimate the recoverable amount of an individual asset, the recoverable
amount of the asset group to which the asset belongs will be estimated. If the recoverable amount
of an asset or an asset group is less than its carrying amount, the deficit is accounted for as an
impairment loss and is recognized in profit or loss.
Once the impairment loss of construction in progress is recognized, it shall not be reversed in any
subsequent period.
16. Borrowing Costs
Borrowing costs directly attributable to the acquisition, construction or production of qualifying
asset are capitalized when expenditures for such asset and borrowing costs are incurred and
activities relating to the acquisition, construction or production of the asset that are necessary to
prepare the asset for its intended use or sale have commenced. Capitalization of borrowing costs
ceases when the qualifying asset being acquired, constructed or produced becomes ready for its
intended use or sale. Capitalization of borrowing costs is suspended during periods in which the
acquisition, construction or production of a qualifying asset is interrupted abnormally and when
the interruption is for a continuous period of more than 3 months. Capitalization is suspended
until the acquisition, construction or production of the asset is resumed. Other borrowing costs are
recognized as an expense in the period in which they are incurred.
- 31 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
Where funds are borrowed under a specific-purpose borrowing, the amount of interest to be
capitalized is the actual interest expense incurred on that borrowing for the period less any bank
interest earned from depositing the borrowed funds before being used on the asset or any
investment income on the temporary investment of those funds. Where funds are borrowed under
general-purpose borrowings, the Group determines the amount of interest to be capitalized on
such borrowings by applying a capitalization rate to the weighted average of the excess of
cumulative expenditures on the asset over the amounts of specific-purpose borrowings. The
capitalization rate is the weighted average of the interest rates applicable to the general-purpose
borrowings.
During the capitalization period, exchange differences related to a specific-purpose borrowing
denominated in foreign currency are all capitalized. Exchange differences in connection with
general-purpose borrowings are recognized in profit or loss in the period in which they are
incurred.
17. Intangible assets
17.1 Intangible assets
Intangible assets include land use rights, coastal line use rights and computer software.
An intangible asset is measured initially at cost. Upon being restructured into a stock company,
the intangible assets initial contributed by the state-owned shareholders are recognized based on
the valuation amounts confirmed by the state-owned assets administration department. When an
intangible asset with a finite useful life is available for use, its original cost is amortized over its
estimated useful life.
For an intangible asset with a finite useful life, the Group reviews the useful life and amortization
method at the end of the period, and makes adjustments when necessary.
17.2 The method of impairment test and provision for impairment losses of intangible assets
The Group assesses at the balance sheet date whether there is any indication that the intangible
assets with a finite useful life may be impaired. If there is any indication that such assets may be
impaired, recoverable amounts are estimated for such assets. Recoverable amount is estimated on
individual basis. If it is not practical to estimate the recoverable amount of an individual asset, the
recoverable amount of the asset group to which the asset belongs will be estimated. If the
recoverable amount of an asset or an asset group is less than its carrying amount, the deficit is
accounted for as an impairment loss and is recognized in profit or loss.
Intangible assets with indefinite useful life and intangible assets not yet available for use are
tested for impairment annually, irrespective of whether there is any indication that the assets may
be impaired.
Once the impairment loss of such asset is recognized, it shall not be reversed in any subsequent
period.
- 32 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
18. Long-term prepaid expenses
Long-term prepaid expenses represent expenses incurred that should be borne and amortized over
the current and subsequent periods (together of more than one year). Long-term prepaid expenses
are amortized using the straight-line method over the expected periods in which benefits are
derived.
19. Revenue
19.1 Revenue from rendering of services
The Group provides load and unload services, tugboat and trailer services, logistics agency and
other related harbor services to customers. Revenue from rendering of services is recognized
when (1) the amount of revenue can be measured reliably; (2) it is probable that the associated
economic benefits will flow to the enterprise; and (3) the associated costs incurred or to be
incurred can be measured reliably.
19.2 Rental income
The operating lease income of investment property should be recognized in the lease term at the
price stated in contract or agreements using the straight-line method.
19.3 Interest income
Interest income is calculated based on the length of time for which the Group's cash is used by
others and the applicable interest rate.
20. Government grants
Government grants are transfer of monetary assets or non-monetary assets from the government to
the Group at no consideration. A government grant is recognized only when the Group can
comply with the conditions attached to the grant and the Group will receive the grant.
If a government grant is in the form of a transfer of a monetary asset, it is measured at the amount
received or receivable. If a government grant is in the form of a non-monetary asset, it is
measured at fair value. If the fair value cannot be reliably determined, it is measured at a nominal
amount. A government grant measured at a nominal amount is recognized immediately in profit
or loss for the period.
A government grant related to an asset is recognized as deferred income, and evenly amortized to
profit or loss over the useful life of the related asset.
A government grant relating to income, if used to compensate the related expenses or losses to be
incurred in subsequent periods, is determined as deferred income and recognised in profit or loss
over the periods in which the related costs are recognized; if used to compensate the related
expenses or losses already incurred, is recognised immediately in profit or loss for the period.
- 33 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
20. Government grants - continued
For a government grant related to income, if the grant is a compensation for related expenses or
losses to be incurred in subsequent periods, the grant is recognized as deferred income in profit or
loss over the periods in which the related costs are recognized. If the grant is a compensation for
related expenses or losses already incurred, the grant is recognized immediately in profit or loss
for the period.
21. Deferred tax assets/ deferred tax liabilities
The income tax expenses include current income tax and deferred income tax.
21.1 Current income tax
At the balance sheet date, current income tax liabilities (or assets) for the current and prior periods
are measured at the amount expected to be paid (or recovered) according to the requirements of
tax laws.
21.2 Deferred tax assets and deferred tax liabilities
For temporary differences between the carrying amounts of certain assets or liabilities and their
tax base, or between the nil carrying amount of those items that are not recognized as assets or
liabilities and their tax base that can be determined according to tax laws, deferred tax assets and
liabilities are recognized using the balance sheet liability method.
Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred
tax assets for deductible temporary differences are recognized to the extent that it is probable that
taxable profits will be available against which the deductible temporary differences can be utilized.
However, for temporary differences associated with the initial recognition of goodwill and the
initial recognition of an asset or liability arising from a transaction (not a business combination)
that affects neither the accounting profit nor taxable profits (or deductible losses) at the time of
transaction, no deferred tax asset or liability is recognized.
For deductible losses and tax credits that can be carried forward, deferred tax assets are
recognized to the extent that it is probable that future taxable profits will be available against
which the deductible losses and tax credits can be utilized.
Deferred tax liabilities are recognized for taxable temporary differences associated with
investments in subsidiaries and associates, and interests in joint ventures, 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. Deferred tax assets arising from
deductible temporary differences associated with such investments and interests are only
recognized to the extent that it is probable that there will be taxable profits against which to utilize
the benefits of the temporary differences and they are expected to reverse in the foreseeable future.
- 34 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
21. Deferred tax assets/ deferred tax liabilities - continued
21.2 Deferred tax assets and deferred tax liabilities - continued
At the balance sheet date, deferred tax assets and liabilities are measured at the tax rates
applicable in the period in which the asset is realized or the liability is settled according to tax
laws.
Current and deferred tax expenses or income are recognized in profit or loss for the period, except
when they arise from transactions or events that are directly recognized in other comprehensive
income or in equity, in which case they are recognized in other comprehensive income or in
equity, and when they arise from business combinations, in which case they adjust the carrying
amount of goodwill.
At the balance sheet date, the carrying amount of deferred tax assets is reviewed and reduced if it
is no longer probable that sufficient taxable profits will be available in the future to allow the
benefit of deferred tax assets to be utilized. Any such reduction in amount is reversed when it
becomes probable that sufficient taxable profits will be available.
When the Group has a legal right to settle on a net basis and intends either to settle on a net basis
or to realize the assets and settle the liabilities simultaneously, current tax assets and current tax
liabilities are offset and presented on a net basis.
When the Group has a legal right to settle current tax assets and liabilities on a net basis, and
deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation
authority on either the same taxable entity or different taxable entities which intend either to settle
current tax assets and liabilities on a net basis or to realize the assets and liabilities simultaneously,
in each future period in which significant amounts of deferred tax assets or liabilities are expected
to be reversed, deferred tax assets and deferred tax liabilities are offset and presented on a net
basis.
22. Operating leases and finance leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the
risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
22.1 The Group as lessee under operating leases
Operating lease payments are recognized on a straight-line basis over the term of the relevant
lease, and are either included in the cost of related asset or charged to profit or loss for the period.
Initial direct costs incurred are charged to profit or loss for the period. Contingent rents are
charged to profit or loss in the period in which they are actually incurred.
- 35 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
22. Operating leases and finance leases - continued
22.2 The Group as lessor under operating leases
Rental income from operating leases is recognized in profit or loss on a straight-line basis over the
term of the relevant lease. Initial direct costs with more than an insignificant amount are
capitalized when incurred, and are recognized in profit or loss on the same basis as rental income
over the lease term. Other initial direct costs with an insignificant amount are charged in profit or
loss in the period in which they are incurred. Contingent rents are charged to profit or loss in the
period in which they actually arise.
23. Safety Production Cost
According to the Administrative Rules on Provision and Use of Enterprise Safety Production Cost
jointly issued by the Ministry of Finance and the State Administration of Work Safety on 14
February 2012 (filed as Cai Qi [2012] No. 16), safety production cost set aside by the Group is
directly included in the cost of relevant products or recognized in profit or loss for the period, as
well as the special reserve. When safety production cost set aside is utilized, if the costs incurred
can be categorized as expenditure, the costs incurred should be charged against the special reserve.
If the costs set aside are used to build up fixed assets, the costs should be charged to construction
in progress, and reclassified to fixed assets when the safety projects are ready for intended use.
Meantime, expenditures in building up fixed assets are directly charged against the special reserve
with the accumulated depreciation recognized at the same amount. Depreciation will not be made
in the future period on such fixed assets.
24. Other significant accounting policies, accounting estimates, and preparation of financial
statements
24.1 Employee benefits
In an accounting period in which an employee has rendered service to the Group, the Group
recognizes the employee benefits for that service as a liability, except for compensation for
termination of employment relationship with the employees.
The Group participates in the employee social security programmes, such as basic pensions,
medical insurance, housing funds and other social securities established by the government in
accordance with relevant requirements. The related expenditures are either included in cost of
related assets or charged to profit or loss for the period when they occur.
When the Group terminates the employment relationship with employees before the expiry of the
employment contracts or provides compensation as an offer to encourage employees to accept
voluntary redundancy, if the Group has a formal plan for termination of employment relationship
or has made an offer for voluntary redundancy which will be implemented immediately, and the
Group cannot unilaterally withdraw from the termination plan or the redundancy offer, a
provision for the compensation payable arising from the termination of employment relationship
with employees is recognized in profit or loss for the period.
- 36 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
25. Critical judgments in applying accounting policies and key assumptions and
uncertainties in accounting estimates
In the application of accounting policies as set out above, the Company is required to make
judgments, estimates and assumptions about the carrying amounts of items in the financial
statements that cannot be measured accurately, due to the internal uncertainty of the operating
activities. These judgments, estimates and assumptions are based on historical experiences of the
Company's management as well as other factors that are considered to be relevant. Actual results
may differ from these estimates.
The Company regularly reviews the judgments, estimates and assumptions on a going concern
basis. Changes in accounting estimates which only affect the current period should be recognized
in current period; changes which not only affect the current but the future periods should be
recognized in current and future periods. At the balance sheet date, key assumptions and
uncertainties that are likely to lead to significant adjustments to the book values of assets and
liabilities in the future are:
25.1 Goodwill impairment
At 30 June 2014, the book value of goodwill is RMB10,858,898.17. For the purpose of
impairment testing, the present value of the expected future cash flows of the assets group or
portfolio including goodwill shall be calculated, and such expected future cash flows shall be
estimated. Meantime, a pre-tax rate shall be determined that should reflect the time value of
money on the current market and the specific asset risks.
25.2 Recognition of deferred tax
The Group calculates and makes provision for deferred income tax liabilities according to the
profit distribution plan of subsidiaries, associates and the joint ventures subject to the related law.
For retained earnings which are not allocated by the investment company, since the profits will be
used to invest the company's daily operation and future development, no deferred income tax
liabilities are recognized. If the actually distributed profits in the future are more or less than those
expected, corresponding deferred tax liabilities will be recognized or reversed at the earlier of
profits distribution date and the declaration date, in the profit and loss of the current period.
Deferred tax assets are recognized based on the deductible temporary difference and the
corresponding tax rate, to the extent that it has become probable that future taxable profit will be
available for the deductible temporary difference. If in the future the actual taxable income does
not coincide with the amount currently expected, the deferred tax assets resulting will be
recognized or reversed in the period when actually incurred, in profit or loss.
- 37 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(III) TAXES
1. Major taxes and tax rates
Taxes Tax basis Tax rate
Enterprise income tax Taxable income Note1
Value-add Tax Load and unload income, tugboat income, trailer income,
6% (Note 2)
warehousing income and agency income
Taxable income from vehicle maintenance and utilities
13% and17%
supplies on ships in shore
Taxable income from sales of scraps 3%
Business tax Rental income 5%
Urban maintenance VAT and Business tax paid
5% and 7 % (Note 3)
and construction tax
Education surplus VAT and Business tax paid 3%
Regional education VAT and Business tax paid
2%
surplus
Note 1: The income tax rate applicable to the subsidiaries in mainland China for 2014 is 25%
(2013:25%).
The profit tax rate applicable to Chiwan Wharf Holdings (HK) Limited and Chiwan
Shipping (HK) Company Limited, subsidiaries located in Hong Kong, is 16.5%.
On 21 February 2012, Machong Branch of National Taxation Bureau in Dongguan City
approved that Dongguan Chiwan Wharf Co., Ltd (DGW), a subsidiary of the Group, was
subjected to tax preference of "3-year exemption followed by 3-year half reduction"
commencing from its first profit-making year. 2014 is its fifth profit-making year; hence,
DGW has calculated its income tax at a rate of 12.5% (2013: 12.5%).
According to Doc. [2004] No.538 issued by the Third Branch of Local Taxation Bureau in
Shenzhen, the profit derived from berth #12 of Chiwan Container Terminal Company
Limited which has been under construction and put into operation by stages, 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 requirements are met.
2014 is the eleventh profit-making year of berth #12; hence, Chiwan Container Terminal
Company Limited has calculated its income tax at a rate of 25% (2013: 12.5%).
- 38 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING
ESTIMATES - continued
1. Major taxes and tax rates - continued
According to Doc. [2007] No.40 issued by Shekou Local Taxation Bureau in Shenzhen,
the profit derived from berth #13 of Chiwan Container Terminal Company Limited which
has been under construction and put into operation by stages, 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 requirements are met. 2014 is the
tenth profit-making year of berth #13; hence, Chiwan Container Terminal Company
Limited has calculated its income tax at a rate of 12.5% (2013: 12.5%).
According to Doc. [2013] No.3 issued by Shekou Local Taxation Bureau In Shenzhen, the
profits derived from berth #13A of Shenzhen Chiwan Harbour Container Company
Limited, is entitled to full exemption from income tax for three years commencing from
its first profit making year and 50% exemption for the following three year when certain
requirements are met. 2014 is the third profit-making year of berth #13A; hence, it has
been exempted from enterprise income tax.
Note 2: The load and unload income, tugboat income and trailer income derived from 1 January to
31 October 2012 were subject to business tax rate of 3%, and warehousing income,
agency income and rental income were subject to business tax rate of 5%. According to
the Notice on Pilot Transforming Business Tax to Value Added Tax in Transportation and
Certain Modern Service Sectors in 8 Provinces/Municipalities issued by the Ministry of
Finance and State Administration of Taxation (filed as Cai Shui [2012] No.71), the above-
mentioned income of the Group is subject to VAT rate of 6% applicable in modern
service industry instead of business tax, since the date of November 1st 2012.
According to the Notice on Taxable Services Subject to "VAT" Tax Rate of Zero and
Exemption issued by the Ministry of Finance and State Administration of Taxation (filed
as Cai Shui [2011] No.131), and approvals released by Shekou National Taxation Bureau
in Shenzhen (filed as Jian Mian Bei [2012] No.0686, No.0693, No.0834 and .Jian Mian
Bei [2013] No.0136 respectively), Container Terminal Company Limited, Shenzhen
Chiwan Harbor Container Company Limited and Shenzhen Chiwan Shipping and
Transportation Company Limited, the subsidiaries of the Company, are exempt from
"VAT" when providing logistics support service (except for warehousing service).
Note 3: The subsidiaries set up in Shenzhen are subject to an urban maintenance and construction
tax rate of 7%, and those set up in Dongguan are subject to an urban maintenance and
construction tax rate of 5%.
- 39 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(IV) BUSINESS COMBINATIONS AND CONSOLIDATED FINANCIAL STATEMENTS
1. Information of subsidiaries
(1) Subsidiaries established or acquired through investments
Unit: RMB
Registered Balance of other Amount of the minority
Capital(in ten items substantively Proportion interest used to absorb
thousand Yuan Actual capital constituting net of Proportion profit or loss
Type of the Place of Nature of unless otherwise Business contribution at the investments in the ownership of voting Consolida Minority attributable to minority
Full name of the subsidiary subsidiary incorporation business stated) scope end of the period subsidiary Interest (%) power (%) ted or not interests interest
Logistics
Shenzhen Chiwan International Limited liability
Shenzhen, PRC support 550.00 Shipping agency service 5,500,000.00 - 100.00 100.00 Yes N/A N/A
Freight Agency Company Limited Company
services
Logistics
Shenzhen Chiwan Terminal Company Limited liability
Shenzhen, PRC support 5,000.00 Port services 50,000,000.00 - 100.00 100.00 Yes N/A N/A
Limited Company
services
Logistics
Shenzhen Chiwan Trains-Grains Limited liability
Shenzhen, PRC support 4,500.00 Warehousing of grains 45,000,000.00 - 100.00 100.00 Yes N/A N/A
Terminal Company Limited Company
services
Limited liability Hong Kong SAR,
Chiwan Wharf Holdings (H.K.) Limited Investments HKD1,000,000.00 Investment holding 1,070,000.00 11,004,285.00 100.00 100.00 Yes N/A N/A
Company PRC
Logistics
Dongguan Chiwan Wharf Company Limited liability Port services, warehousing
Dongguan, PRC support 45,000.00 382,500,000.00 - 85.00 85.00 Yes 88,586,880.35 -
Limited Company and supporting services
services
Logistics
Dongguan Chiwan Terminal Limited liability Port services, warehousing
Dongguan, PRC support 40,000.00 400,000,000.00 - 100.00 100.00 Yes N/A N/A
Company Limited(Note 1) Company and supporting services
services
Limited liability British Virgin
Grossalan Investments Limited Investments USD 1.00 Investment holding 8.00 - 100.00 100.00 Yes N/A N/A
Company Islands
Hinwin Development Company Limited liability Hong Kong SAR,
Investments HKD10,000.00 Investment holding 6,278,500.00 94,014,181.00 100.00 100.00 Yes N/A N/A
Limited Company PRC
- 40 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(IV) BUSINESS COMBINATIONS AND CONSOLIDATED FINANCIAL STATEMENTS
- continued
1. Information of subsidiaries - continued
(2) Subsidiaries acquired through a business combination involving enterprises under common control
Unit: RMB
Balance of other
Registered items Proportion Amount of the
Capital(in ten substantively of minority interest used
thousand Yuan Actual capital constituting net ownership Proportion to absorb profit or
Type of the Place of Nature of unless otherwise Business contribution at the investments in the interest of voting Consolidated loss attributable to
Full name of the subsidiary subsidiary incorporation business stated) scope end of the period subsidiary (%) power (%) or not Minority interests minority interest
Logistics
Shenzhen Chiwan Harbour Limited liability Container handling and other
Shenzhen, PRC support 28,820.00 250,920,000.00 - 100.00 100.00 Yes N/A N/A
Container Company Limited Company port services
services
Logistics Container transportation,
Shenzhen Chiwan Transportation Limited liability
Shenzhen, PRC support 1,500.00 vehicle and port machinery 7,000,000.00 - 100.00 100.00 Yes N/A N/A
Company Limited Company
services maintenance
Logistics
Chiwan Container Terminal Limited liability Container handling and other
Shenzhen, PRC support USD 95,300,000.00 485,990,004.00 - 55.00 55.00 Yes 745,320,124.89 -
Company Limited Company port services
services
Logistics
Shenzhen Chiwan Shipping and Limited liability
Shenzhen, PRC support 2,400.00 Cargo shipping 24,000,000.00 - 100.00 100.00 Yes N/A N/A
Transportation Company Limited Company
services
Logistics
Chiwan Shipping (H.K.) Limited liability Hong Kong SAR,
support HKD 800,000.00 Shipping agency service 856,000.00 - 100.00 100.00 Yes N/A N/A
Company Limited Company PRC
services
Note1: Dongguan Chiwan Wharf Co., Ltd (DGW) is a subsidiary jointly owned by the Company holding 25% of the equity capital and Chiwan
Wharf Holdings (H.K.) Limited (a subsidiary of the Company) holding 75% of the equity capital respectively. On March 20th, 2013, the
Company added capital of RMB100, 000,000.00 to DGW. After the capital increase, the registered capital of DGW is changed to RMB
400,000,000.00 and the Company and Chiwan Wharf Holdings (H.K.) Limited hold DGW’s 43.75% and 56.25% equity capital respectively.
- 41 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(IV) BUSINESS COMBINATIONS AND CONSOLIDATED FINANCIAL STATEMENTS
- continued
2. No new entities that have been consolidated in the current period or entities that are
excluded from consolidation in the current period
3. Number of subsidiaries is not decreased in the current period due to sales of equity
interest resulting in loss of control
4. Exchange rate for translating major financial statement items of foreign operations
Unit: RMB
Currency Balance Sheet Income statement
HKD 0.7938 0.7897
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS
1. Currency Funds
Unit: RMB
Closing balance Opening balance
Item Exchange Exchange
Original currency Amount in RMB Original currency Amount in RMB
rate rate
Cash:
RMB 12,446.21 1.0000 12,446.21 9,699.39 1.0000 9,699.39
USD 71.00 6.1528 436.85 71.00 6.0969 432.88
HKD 1,077.70 0.7938 855.48 703.79 0.7862 553.32
Subtotal 13,738.54 10,685.59
Bank deposit:
RMB 576,749,668.37 1.0000 576,749,668.37 607,052,542.23 1.0000 607,052,542.23
USD 27,196,591.19 6.1528 167,335,186.26 12,027,862.01 6.0969 73,332,671.91
HKD 45,727,553.41 0.7938 36,298,531.90 42,130,496.98 0.7862 33,122,996.73
Subtotal 780,383,386.53 713,508,210.87
Other currency funds:
(Note)
RMB 2,433,832.24 1.0000 2,433,832.24 2,020,462.78 1.0000 2,020,462.78
USD - 6.1528 - - 6.0969 -
HKD 200.00 0.7938 158.76 200.00 0.7862 157.24
Subtotal 2,433,991.00 2,020,620.02
Total 782,831,116.07 715,539,516.48
Note: The balance of other currency funds is mainly the amount deposited in the securities
settlement account of China Merchants Securities Co., Ltd.
- 42 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
2. Accounts receivable
(1) Disclosure of accounts receivable by categories:
Unit: RMB
Closing balance Opening balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Item
Proporti Proporti Proportion Proportion
Amount Amount Amount Amount
on (%) on (%) (%) (%)
Accounts receivable that are individually
significant and for which bad debt provision - - - - - - - -
has been assessed individually(Note)
Accounts receivable for which bad debt provision has been assessed by portfolios
Portfolio 1 12,978,444.80 4.49 - - 4,114,310.45 1.84 - -
Portfolio 2 276,278,183.94 95.51 1,052,300.47 0.38 219,641,091.44 98.16 313,924.90 0.14
Subtotal of portfolios 289,256,628.74 100.00 1,052,300.47 0.36 223,755,401.89 100.00 313,924.90 0.14
Total 289,256,628.74 100.00 1,052,300.47 0.36 223,755,401.89 100.00 313,924.90 0.14
Note: Top five balances of accounts receivable are deemed as individually significant accounts
receivable by the Group.
Aging analysis of accounts receivable is as follows:
Unit: RMB
Closing balance Opening balance
Aging Carrying Proportion Bad debt Proporti Bad debt
Book value Carrying amount Book value
amount (%) provision on (%) provision
Within 1 year 285,836,943.21 98.82 321,438.57 285,515,504.65 222,734,678.59 99.54 99,249.04 222,635,429.55
More than 1 year
3,263,269.53 1.13 652,653.91 2,610,615.62 985,619.30 0.44 197,123.86 788,495.44
but not exceeding 2 years
More than 2 years
156,416.00 0.05 78,208.00 78,208.00 35,104.00 0.02 17,552.00 17,552.00
but not exceeding 3 years
More than 3 years - - - - - - - -
Total 289,256,628.74 100.00 1,052,300.47 288,204,328.27 223,755,401.89 100.00 313,924.90 223,441,476.99
Accounts receivable portfolios for which bad debt provision has been assessed using the aging
analysis approach:
Unit: RMB
Closing balance Opening balance
Aging Carrying Proportio Bad debt Proporti Bad debt
Book value Carrying amount Book value
amount n (%) provision on (%) provision
Within 1 year 272,858,498.41 98.76 321,438.57 272,537,059.85 218,620,368.14 99.54 99,249.04 218,521,119.10
More than 1 year
3,263,269.53 1.18 652,653.91 2,610,615.62 985,619.30 0.45 197,123.86 788,495.44
but not exceeding 2 years
More than 2 years
156,416.00 0.06 78,208.00 78,208.00 35,104.00 0.01 17,552.00 17,552.00
but not exceeding 3 years
More than 3 years - - - - - - - -
Total 276,278,183.94 100.00 1,052,300.47 275,225,883.47 219,641,091.44 100 313,924.90 219,327,166.54
- 43 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
2. Accounts receivable - continued
(2) Top five companies with the largest balances of accounts receivable:
Unit: RMB
Proportion of the
Relationship with amount to the total
Name of customer Amount Aging
the Company accounts receivable
(%)
Customer A Customer 97,989,820.36 Within 1 year 34.00
Customer B Customer 38,625,093.29 Within 1 year 13.40
Customer C Customer 29,402,408.00 Within 1 year 10.20
Customer D Customer 7,266,574.25 Within 1 year 2.52
Customer E Customer 6,609,260.99 Within 1 year 2.29
Total 179,893,156.89 62.41
(3) As at 30 June 2014, no balances included in above accounts receivable are due from the
shareholders of the Company who hold over 5% voting right. Please see Note (VI) 6 for
receivables from related parties.
3. Prepayments
(1) Aging analysis of prepayments is as follows:
Unit: RMB
Closing balance Opening balance
Item
Amount Proportion (%) Amount Proportion (%)
Within 1 year 1,733,542.52 94.55 1,662,772.86 98.27
More than 1 year
100,000.00 5.45 29,239.00 1.73
but not exceeding 2 years
Total 1,833,542.52 100.00 1,692,011.86 100.00
(2) Disclosure of prepayments by categories:
Unit: RMB
Item Closing balance Opening balance
Insurance 999,593.80 1,356,653.64
Equipment 696,008.72 318,858.22
Consultancy and advisory 137,940.00 16,500.00
Decoration - -
Total 1,833,542.52 1,692,011.86
(3) As at 30 June 2014, no balances included in above prepayments are due from the shareholders
of the Company who hold over 5% voting right.
- 44 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT – continued
4、Dividends receivable
Unit: RMB
Opening Impairment
Item Increase Decrease Closing balance
balance appeared or not
Dividends receivable of aging within one
3,334,985.50 15,606,241.62 18,941,227.12 - No
year
Including: China Overseas Harbor Affairs
- 15,606,241.62 15,606,241.62 - No
(Laizhou) Co., Ltd.
MediaPortInvestmentsLimited 3,334,985.50 - 3,334,985.50 - No
Total 3,334,985.50 15,606,241.62 18,941,227.12 -
5. Other receivables
(1) Disclosure of other receivables by categories:
Unit: RMB
Closing balance Opening balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Category
Proportion Proportion Proportio Proportion
Amount Amount Amount Amount
(%) (%) n (%) (%)
Other receivables that are individually
significant and for which bad debt provision - - - - - - - -
has been assessed individually
Other receivables for which bad debt provision has been assessed by portfolios
Portfolio 1 23,103,416.90 80.93 100,000.00 0.43 9,126,793.25 69.67 125,160.67 1.37
Portfolio 2 5,442,575.33 19.07 435,639.95 8.00 3,972,386.17 30.33 394,338.90 9.93
Subtotal of portfolios 28,545,992.23 100.00 535,639.95 1.88 13,099,179.42 100.00 519,499.57 3.97
Total 28,545,992.23 100.00 535,639.95 1.88 13,099,179.42 100.00 519,499.57 3.97
Note: Top five balances of other receivables are deemed as individually significant other
receivables by the Group.
Aging analysis of other receivables is as follows:
Unit: RMB
Closing balance Opening balance
Aging Carrying Proportion Bad debt Carrying Proportion Bad debt
Book value Book value
amount (%) provision amount (%) provision
Within 1 year 22,000,311.11 77.07 11,073.99 21,989,237.12 6,296,028.40 48.06 10,508.79 6,285,519.61
More than 1 year
1,690,331.70 5.92 41,109.36 1,649,222.34 1,107,449.23 8.45 373.51 1,107,075.72
but not exceeding 2 years
More than 2 years
1,594,855.20 5.59 - 1,594,855.20 2,914,884.39 22.25 - 2,914,884.39
but not exceeding 3 years
More than 3 years 3,260,494.22 11.42 483,456.60 2,777,037.62 2,780,817.40 21.24 508,617.27 2,272,200.13
Total 28,545,992.23 100.00 535,639.95 28,010,352.28 13,099,179.42 100.00 519,499.57 12,579,679.85
- 45 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
5. Other receivables - continued
(1) Disclosure of other receivables by categories - continued:
Other receivables portfolios for which bad debt provision has been assessed using the aging
analysis
Unit: RMB
Closing balance Opening balance
Aging Carrying Bad debt Carrying Bad debt
Proportion (%) Book value Proportion (%) Book value
amount provision amount provision
Within 1 year 4,853,571.94 89.18 11,073.99 4,842,497.95 3,587,062.01 90.30 10,508.79 3,576,553.22
More than 1 year
205,546.79 3.78 41,109.36 164,437.43 1,867.56 0.05 373.51 1,494.05
but not exceeding 2 years
More than 2 years
- - - - - - - -
but not exceeding 3 years
More than 3 years 383,456.60 7.04 383,456.60 - 383,456.60 9.65 383,456.60 -
Total 5,442,575.33 100.00 435,639.95 5,006,935.38 3,972,386.17 100.00 394,338.90 3,578,047.27
(2) Top five companies with the largest balances of other receivables:
Unit: RMB
Proportion of the amount
Relationship with
Name of company Amount Aging to the total accounts
the Company
receivable (%)
Shenzhen Mawan Wharf Co.,
Related party 7,235,626.90 Within 1 year 25.35
Ltd.("SMW")
More than 1 years
China Merchant Bonded Logistics Co.,
Related party 2,717,494.10 but not exceeding 9.52
Ltd.("CMBL") 2 years
China Nanshan Development (Group)
Related party 1,269,537.37 Within 1 year 4.45
Incorporation ("Nanshan Group")
Shenzhen Southseas Grains Industries
Customer 1,066,345.00 Within 1 year 3.74
Ltd.
Guangzhou Taiheyang International
Customer 934,086.00 Within 1 year 3.27
Logistics Co., Ltd.
Total 13,223,089.37 46.33
(3) As at 30 June 2014, except for CND Group, no balances included in above other receivables
are due from the shareholders of the Company who hold over 5% voting right. Please see Note
(VI) 6 for receivables from related parties.
6. Inventories
(1) Categories of inventories
Unit: RMB
Closing Balance Opening Balance
Provision for Provision for
Item Carrying Carrying
decline in value Book value decline in value Book value
amount amount
of inventories of inventories
Spare parts 21,289,112.09 972,744.93 20,316,367.16 20,755,196.60 974,871.14 19,780,325.46
Fuel 1,548,844.01 - 1,548,844.01 1,417,014.73 - 1,417,014.73
Low value consumables - - - 56,015.99 - 56,015.99
Total 22,837,956.10 972,744.93 21,865,211.17 22,228,227.32 974,871.14 21,253,356.18
- 46 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
6. Inventories - continued
(2) Movement of inventories is analyzed as follows:
Unit: RMB
Item Opening balance Increase Decrease Closing balance
Spare parts 20,755,196.60 17,477,398.03 16,943,482.54 21,289,112.09
Fuel 1,417,014.73 19,625,037.24 19,493,207.96 1,548,844.01
Low value consumables 56,015.99 - 56,015.99 -
Total 22,228,227.32 37,102,435.27 36,492,706.49 22,837,956.10
(3) Provision for decline in value of inventories
Unit: RMB
Decrease
Item Opening balance Increase Reversal Write-off Closing balance
Spare parts 974,871.14 - 2,126.21 - 972,744.93
7、Other current assets
Unit: RMB
Item Closing balance Opening balance
Added-value tax to be certified 13,923,960.19 15,672,486.73
8. Available-for-sale financial assets
Unit: RMB
Item Closing balance Opening balance
Available-for-sale financial assets (Note) 5,540,000.00 5,580,000.00
Note: The available-for-sale financial assets held by the Company represent the fair value of the
circulating shares of Jiang Su Ninghu Expressway Company Ltd at the end of the year.
Available-for-sale financial assets:
Unit: RMB
Available-for- Available-for-
sale equity sale debt
Classification of available-for-sale financial assets instruments instruments Others Total
Cost of equity instruments/ Closing amortized cost of debt
1,120,000.00 - - 1,120,000.00
instruments
Closing fair value 5,540,000.00 - - 5,540,000.00
Accumulated amount of changes in fair value included in the
4,420,000.00 - - 4,420,000.00
other comprehensive income
Provision amount for impairment - - - -
- 47 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
9. Investments in joint ventures and associates
Unit: RMB
Proportion Proportion
of of voting
Investee's total
ownership power in the Investee's total assets at Total net assets at the Total operating income
Investee liabilities at the end of Net profit for the period
interests investee the end of the period end of the period for the period
the period
held by the held by the
Group (%) Group (%)
I. Joint ventures
China Overseas Harbor Affairs
40.00 40.00 2,160,150,180.03 321,135,193.31 1,839,014,986.72 145,188,671.76 46,860,030.68
(Laizhou) Co., Ltd.(Note 1)
II. Associates
China Merchants Holdings
(International) Information 23.16 23.16 70,069,294.80 12,733,388.25 57,335,906.55 27,546,109.87 (7,209,465.93)
Technology Company Ltd.
CMBL 40.00 40.00 2,106,388,578.71 1,421,071,369.53 685,317,209.18 95,202,616.31 5,629,583.70
Media Port Investments
50.00 50.00 HKD155,726,530.00 HKD691,930.00 HKD155,034,600.00 HKD 0.00 HKD(300.00)
Limited("MPIL")(Note 2)
China Development Finance Co.,
20.00 20.00 2,431,569,954.93 1,919,367,730.72 512,202,224.22 29,483,450.48 6,336,736.45
Ltd.
Note 1: The Company holds 40% equity interests in China Overseas Harbor Affairs (Laizhou) Co.,
Ltd. (hereinafter "COHA (Laizhou)"). According to the investment agreement with
shareholders of COHA (Laizhou) and its constitutions, significant matters such as
operating decisions can be passed only when approved by directors of the Company and
the other venturers. Therefore, COHA (Laizhou) is deemed to be under common control
of Chiwan Wharf and the other shareholders; accordingly COHA (Laizhou) is accounted
for as a joint venture.
Note 2: 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 "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 jointly set up Media Port Investments Limited (the "MPIL") with equal
percentage of equity held respectively. MPIL then incorporates the abovementioned three
joint ventures together with SSOG, and MPIL has 60% equity in each of the three joint
ventures.
The Company has 50% equity of MPIL which is the investment holding company. Thus,
MPIL is accounted for as an associate and the share of equity in its consolidated financial
statements is based on proportion of shareholding since the Company holds 30% voting
rights in Mawan Company despite no director being sent to MPIL.
- 48 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
10. Long-term equity investments
(1) Categories of Long-term equity investments
Unit: RMB
Item Opening Balance Increase Decrease Closing Balance
Joint ventures 833,537,997.04 18,909,226.32 15,606,241.62 836,840,981.74
Associates 727,150,287.99 23,937,464.58 - 751,087,752.57
Other long-term equity investments 17,037,500.00 - - 17,037,500.00
Subtotal 1,577,725,785.03 42,846,690.90 15,606,241.62 1,604,966,234.31
Less: Provision for impairment of
3,128,300.00 - - 3,128,300.00
long-term equity investments
Net amount 1,574,597,485.03 42,846,690.90 15,606,241.62 1,601,837,934.31
As at 30 June 2014, the long-term equity investments of the Group were not subject to restriction
on disposal or remittance of return on investments.
- 49 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
10. Long-term equity investments - continued
(2) Details of long-term equity investments are as follows:
Unit: RMB
Explanation of the
Proportion of Proportion proportion of Provision
Changes ownership of voting ownership Provision for for
Accounting Cash dividends
Investee Investment cost Opening balance (increase/ Closing balance interests in power in interests being not impairment impairmen
method for the period
decrease) the investee the investee consistent with losses t losses for
(%) (%) the proportion of the period
voting power
China Overseas Harbor Affairs
Equity method 749,655,300.00 833,537,997.04 3,302,984.70 836,840,981.74 40.00 40.00 N/A - - 15,606,241.62
(Laizhou) Co., Ltd
China Merchants Holdings
(International) Information Equity method 1,875,000.00 13,482,832.15 (1,669,712.31) 11,813,119.84 23.16 23.16 N/A - - -
Technology Company Ltd
CMBL Equity method 280,000,000.00 306,866,224.24 2,251,833.48 309,118,057.72 40.00 40.00 N/A - - -
MPIL Equity method 139,932.00 305,696,092.45 22,087,996.12 327,784,088.57 50.00 50.00 N/A - - -
China Development Finance Co., Ltd Equity method 100,000,000.00 101,105,139.15 1,267,347.29 102,372,486.44 20.00 20.00 N/A - - -
China Ocean Shipping Agency
Cost method 13,510,000.00 13,510,000.00 - 13,510,000.00 15.00 15.00 N/A - - -
(Shenzhen) Company Limited
Shenzhen Petro-chemical Industry
Cost method 3,500,000.00 3,500,000.00 - 3,500,000.00 0.26 0.26 N/A 3,117,800.00 - -
(Group) Company Limited.
Guangdong Guang Jian Group
Cost method 27,500.00 27,500.00 - 27,500.00 0.02 0.02 N/A 10,500.00 - -
Company Limited
Total 1,148,707,732.00 1,577,725,785.03 27,240,449.28 1,604,966,234.31 - - - 3,128,300.00 - 15,606,241.62
- 50 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
(3) Long-term equity investments under equity method
Unit: RMB
Changes Income adjustment Other
in
Investee Investment cost Opening balance equity Closing balance
investment Accrued profit Dividends in the
changes
cost and loss year
Joint ventures
China Overseas Harbor
749,655,300.00 833,537,997.04 - 18,909,226.32 (15,606,241.62) - 836,840,981.74
Affairs (Laizhou) Co., Ltd
Associates
China Merchants Holdings
(International) Information 1,875,000.00 13,482,832.15 - (1,669,712.31) - - 11,813,119.84
Technology Company Ltd
CMBL 280,000,000.00 306,866,224.24 - 2,251,833.48 - - 309,118,057.72
MPIL 139,932.00 305,696,092.45 - 22,087,996.12 - - 327,784,088.57
China Development Finance
100,000,000.00 101,105,139.15 - 1,267,347.29 - - 102,372,486.44
Co., Ltd
Total 1,131,670,232.00 1,560,688,285.03 - 42,846,690.90 (15,606,241.62) - 1,587,928,734.31
(4) Long-term equity investments under cost method
Unit: RMB
Item Accounting method Investment cost Opening balance Increase Decrease Closing balance
China Ocean Shipping Agency (Shenzhen)
Cost method 13,510,000.00 13,510,000.00 - - 13,510,000.00
Company Limited
Shenzhen Petro-chemical Industry (Group)
Cost method 3,500,000.00 3,500,000.00 - - 3,500,000.00
Company Limited.
Guangdong Guang Jian Group Company
Cost method 27,500.00 27,500.00 - - 27,500.00
Limited
Total 17,037,500.00 17,037,500.00 - - 17,037,500.00
(5) Provision for impairment loss of long-term equity investments
Unit: RMB
Item Opening balance Increase Decrease Closing balance
Shenzhen Petro-chemical Industry (Group)
3,117,800.00 - - 3,117,800.00
Company Limited.
Guangdong Guang Jian Group Company
10,500.00 - - 10,500.00
Limited
Total 3,128,300.00 - - 3,128,300.00
The aforesaid brief financial information about the jointly-run and associated enterprises all comes
from the statements prepared by their managements. When the Group measures the investments in
these jointly-run and associated enterprises with the equity method, it makes some adjustments
according to the accounting policies adopted by the Group.
- 51 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
11. Investment properties
Unit: RMB
Item Opening carrying amount Increase Decrease Closing carrying amount
I. Total original carrying
65,028,138.00 - - 65,028,138.00
amount
1. Buildings 33,519,173.00 - - 33,519,173.00
2. Land use right 31,508,965.00 - - 31,508,965.00
II. Total accumulated
32,780,416.15 607,891.20 - 33,388,307.35
depreciation and amortization
1. Buildings 17,894,078.51 301,008.54 - 18,195,087.05
2. Land use right 14,886,337.64 306,882.66 - 15,193,220.30
III. Total net book value of
32,247,721.85 - - 31,639,830.65
investment property
1. Buildings 15,625,094.49 - - 15,324,085.95
2. Land use right 16,622,627.36 - - 16,315,744.70
IV. Total accumulated amount
of provision for impairment - - - -
losses of investment property
1. Buildings - - - -
2. Land use right - - - -
V. Total carrying value of
32,247,721.85 - - 31,639,830.65
investment property
1. Buildings 15,625,094.49 - - 15,324,085.95
2. Land use right 16,622,627.36 - - 16,315,744.70
Note 1: Depreciation and amortization for the current period is RMB607,891.20.
Note 2: As at 30 June 2014, the Group has no investment property used as collateral.
Note 3: As at 30 June 2014, the Group has not obtained any ownership certificates of investment
properties. Please see the Note (V) 14 for the reasons and management countermeasures.
- 52 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
12. Fixed assets
(1) Fixed assets
Unit: RMB
Closing carrying
Item Opening carrying amount Increase Decrease
amount
I. Total original carrying amount 4,800,064,025.56 664,565,197.18 1,910,331.13 5,462,718,891.61
Including: Port and wharf facilities 1,530,733,395.56 428,336,658.14 - 1,959,070,053.70
Storage yards and
853,448,165.19 186,996,094.47 - 1,040,444,259.66
buildings
Mechanical equipments 2,001,098,758.62 43,696,636.55 1,210,850.30 2,043,584,544.87
Motor vehicles, cargo
297,925,117.66 4,275,925.89 454,022.04 301,747,021.51
ships and tugboats
Other equipments 116,858,588.53 1,259,882.13 245,458.79 117,873,011.87
II. Total accumulated depreciation 1,910,886,701.83 93,731,499.37 1,719,298.02 2,002,898,903.18
Including: Port and wharf facilities 349,619,791.83 16,559,201.34 - 366,178,993.17
Storage yards and
229,285,091.39 10,119,076.51 - 239,404,167.90
buildings
Mechanical equipments 1,104,000,203.47 56,847,427.59 1,089,765.26 1,159,757,865.80
Motor vehicles, cargo
146,087,221.22 6,727,711.11 58,809.06 152,756,123.27
ships and tugboats
Other equipments 81,894,393.92 3,478,082.82 570,723.70 84,801,753.04
III. Total net book value of fixed
2,889,177,323.73 - - 3,459,819,988.43
assets
Including: Port and wharf facilities 1,181,113,603.73 - - 1,592,891,060.53
Storage yards and
624,163,073.80 - - 801,040,091.76
buildings
Mechanical equipments 897,098,555.15 - - 883,826,679.07
Motor vehicles, cargo
151,837,896.44 - - 148,990,898.24
ships and tugboats
Other equipments 34,964,194.61 - - 33,071,258.83
IV. Total provision for impairment
60,695,381.41 - - 60,695,381.41
losses
Including: Port and wharf facilities 7,537,511.93 - - 7,537,511.93
Storage yards and
53,157,869.48 - - 53,157,869.48
buildings
Mechanical equipments - - - -
Motor vehicles, cargo
- - - -
ships and tugboats
Other equipments - - - -
V. Total carrying value of fixed
2,828,481,942.32 - - 3,399,124,607.02
assets
Including: Port and wharf facilities 1,173,576,091.80 - - 1,585,353,548.60
Storage yards and
571,005,204.32 - - 747,882,222.28
buildings
Mechanical equipments 897,098,555.15 - - 883,826,679.07
Motor vehicles, cargo
151,837,896.44 - - 148,990,898.24
ships and tugboats
Other equipments 34,964,194.61 - - 33,071,258.83
Note 1: New acquisition of fixed assets during the period amounted to RMB7,781,616.60 and
construction in progress transferred to fixed assets during the period was
RMB656,783,580.58, which composed the total increase in original carrying amount.
Disposal of fixed assets during the period amounted to RMB1,910,331.13, which
composed the total decrease in original carrying amount.
- 53 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Note 2: Of the increase in accumulated depreciation, depreciation of RMB93,731,499.37 was
made during the period. And decrease in accumulated depreciation during the period was
composed of RMB1,719,298.02, resulted from disposal of fixed assets .
Note 3: As at 30 June 2014, there are no fixed assets that are used as collateral.
Note 4: As at 30 June 2014, ownership certificates for certain buildings of the Group with net
book value of RMB296,643,505.84 (cost: RMB408,681,114.70 元) have not yet been
obtained. Among them, fixed assets with net book value of RMB32,793,342.20 (cost:
RMB132,972,216.85) are located within the scope of Chiwan watershed. Please refer to
Note (V) 14 for the reasons and management countermeasures; the ownership certificate
for the remainder is under the process of application.
Note 5: In the current period, the Group reclassifies fixed assets due to management needs, and
the depreciation years and the residual ratios remain the same.
(2) Other issues
Unit: RMB
Item Amount Note
The original amounts of fixed assets fully depreciated but still
734,938,069.46 -
in use at 30 June 2014
Closing original amount of temporary idle fixed assets - -
Fixed assets disposed or scrapped in the current year - -
(1)Original amount of fixed assets disposed or scrapped in the
1,910,331.13 -
current year
(2)Net book value of fixed assets disposed or scrapped in the
191,033.11 -
current year
(3)Gain or loss on disposal or scrap of fixed assets (74,463.56) -
13. Construction in progress
(1) Details of construction in progress are as follows:
Unit: RMB
Closing Balance Opening Balance
Item Provision for Provision for
Carrying amount Book value Carrying amount Book value
impairment impairment
Berth 4#-5#, Machong Port 6,919,802.25 - 6,919,802.25 585,124,261.30 - 585,124,261.30
Berth 2#-3#, Machong Port 2,145,299.16 - 2,145,299.16 25,397,336.78 - 25,397,336.78
Equipment for berth 12#-13# 4,579,896.20 - 4,579,896.20 - - -
Quayside container cranes 6,781,508.31 - 6,781,508.31 1,534,804.80 - 1,534,804.80
Others 4,533,412.79 - 4,533,412.79 3,007,894.20 - 3,007,894.20
Total 24,959,918.71 - 24,959,918.71 615,064,297.08 - 615,064,297.08
- 54 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
13. Construction in progress - continued
(2) Changes in significant construction in progress
Unit: RMB
Proportion of Amount of Including: Interest
Budget Transfer to fixed Transfer to construction Construction accumulated capitalised capitalisation
Item Opening balance Increase Capital source Closing balance
amount assets intangible assets investment in progress capitalised interest for the rate for the
budget interest period period (%)
Self-Funding
Berth 4#-5#, Machong Port 624,225,151.07 585,124,261.30 46,738,745.25 624,943,204.30 - 105% 100% 28,008,256.78 8,190,847.03 5.97% 6,919,802.25
and loan
Self-Funding
Berth 2#-3#, Machong Port 37,711,959.46 25,397,336.78 8,485,809.99 31,737,847.61 - 90% 90% 840,297.96 201,809.99 5.58% 2,145,299.16
and loan
Equipment for berth 12#-13# 7,124,000.00 - 4,579,896.20 - - 64% 64% - - - Self-Funding 4,579,896.20
Quayside container cranes 24,793,200.00 1,534,804.80 5,246,703.51 - - 27% 27% - - - Self-Funding 6,781,508.31
Others 13,972,700.00 3,007,894.20 1,628,047.42 102,528.83 - 33% 33% - - - Self-Funding 4,533,412.79
Total 707,827,010.53 615,064,297.08 66,679,202.37 656,783,580.74 - - - 28,848,554.74 8,392,657.02 - - 24,959,918.71
- 55 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
14. Intangible assets
Unit: RMB
Opening carrying Closing carrying
Item Increase Decrease
amount amount
I. Total original carrying amount 1,563,273,497.65 77,131,732.21 1,640,405,229.86
Land use rights - prepaid under
1,296,536,073.00 - - 1,296,536,073.00
lease (Note 2)
Land use rights - prepaid under
122,623,476.00 - - 122,623,476.00
investment (Note 2)
Land use rights - purchased 40,678,811.43 76,504,552.74 - 117,183,364.17
Computer software 30,549,000.22 627,179.47 - 31,176,179.69
Coastal line use rights 72,886,137.00 - - 72,886,137.00
II. Total accumulated amortization 577,232,162.14 21,836,668.85 - 599,068,830.99
Land use rights - prepaid under
494,248,937.52 17,392,411.03 - 511,641,348.55
lease (Note 2)
Land use rights - prepaid under
52,523,722.22 388,794.74 - 52,912,516.96
investment (Note 2)
Land use rights - purchased 2,936,754.12 2,575,114.27 - 5,511,868.39
Computer software 21,130,931.48 707,808.61 - 21,838,740.09
Coastal line use rights 6,391,816.80 772,540.20 - 7,164,357.00
III. Total net book value of
986,041,335.51 - - 1,041,336,398.87
intangible assets
Land use rights - prepaid under
802,287,135.48 - - 784,894,724.45
lease (Note 2)
Land use rights - prepaid under
70,099,753.78 - - 69,710,959.04
investment (Note 2)
Land use rights - purchased 37,742,057.31 - - 111,671,495.78
Computer software 9,418,068.74 - - 9,337,439.60
Coastal line use rights 66,494,320.20 - - 65,721,780.00
IV. Total provision for impairment - - - -
Land use rights - prepaid under
- - - -
lease
Land use rights - prepaid under
- - - -
investment
Land use rights - purchased - - - -
Computer software - - - -
Coastal line use rights - - - -
V. Total carrying value of
986,041,335.51 - - 1,041,336,398.87
intangible assets
Land use rights - prepaid under
802,287,135.48 - - 784,894,724.45
lease (Note 2)
Land use rights - prepaid under
70,099,753.78 - - 69,710,959.04
investment (Note 2)
Land use rights - purchased 37,742,057.31 - - 111,671,495.78
Computer software 9,418,068.74 - - 9,337,439.60
Coastal line use rights 66,494,320.20 - - 65,721,780.00
Note 1: Amortization for the current period is RMB21,836,668.85.
- 56 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
14. Intangible assets - continued
Note 2: The Group has obtained the land use right from Nanshan Group in connection with
several plots of land with a total area of 1,049,946.00 square meters within Chiwan port
for a use term ranging between 20 - 50 years with original amount of
RMB1,400,288,984.00. The lands are located within the scope of Chiwan watershed,
comprising of a land of 2.2 square kilometers injected by Shenzhen Investment Holding
Corporation, the parent of Nanshan Group, and a land arising from marine reclamation by
Nanshan Group.
An area of 270,692 sq. meters (RMB122,623,476.00) was injected by Nanshan Group as
capital contribution at the moment of corporate restructuring. The rest land use right was
obtained from Nanshan Group by long-term leasing.
Until now, no official certificates for above lands were obtained by Nanshan Group.
Correspondingly, the buildings located on such lands have not obtained relevant real
estate certificates.
On 20 March 2001, 18 June 2003 and 29 September 2004, Nanshan Group committed on
all the land use right obtained by the Group from it. Per the commitment, Nanshan Group
has no right to withdraw and will agree in any condition that, when the Group suffers
loss, bears expense and liability, is claimed for compensation or runs into lawsuit, caused
by any actually or potentially illegal and unconductable issues generated by land use right
agreements and their relevant documents, signed or will be signed by Nanshan Group,
Nanshan group will guarantee that the acquiring party and its inheritor of those land use
right will be fully exempted from above issues mentioned. Based on the situations above,
directors of the Company believe there is no significant impairment risk to be caused by
the absence of land use right certificate and no significant contingency exists.
The management is aware that Nanshan Group is active in process of resolving the
historical problem with relevant government department; however, it cannot predict the
exact time of obtaining legal certificates of land and relevant real estate certificates.
15. Goodwill
Unit: RMB
Investee Opening balance Increase Decrease Closing balance
Chiwan Container Terminal
10,858,898.17 - - 10,858,898.17
Company Limited
- 57 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
Note: The goodwill arose from the acquisition of the minority interests in Chiwan Container
Terminal Company Limited, being the difference of the additional cost of investment and
the Group's share of the fair value of the identifiable net assets in Chiwan Container
Terminal Company Limited. Based on past years operation relating to these assets groups
and the forecast of the Company, the management holds the opinion that these is no need to
allocate impairment to goodwill arising from Chiwan Container Terminal Company
Limited investment.
16. Long-term prepaid expenses
Unit: RMB
Residual
Opening Other Closing
Item Increase Amortization Original Cost useful
balance reductions balance
period
Construction expenditure of
53,492,571.74 - 922,285.68 - 52,570,286.16 64,560,000.00 28 years
Tonggu sea-route (Note 1)
Golf membership 1,452,729.93 - 111,558.79 - 1,341,171.14 2,443,549.00 1-8 years
Building decoration 1,085,157.12 - 400,964.82 - 684,192.20 2,214,040.47 1-4 years
Total 56,030,458.79 - 1,434,809.29 - 54,595,649.50 75,605,099.47 -
Note 1: In 2007, 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 account the factors
including the function, waterfront length, berthing ship of each porter etc. The total
expenditure of RMB64,560,000 was 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 is ready for use.
- 58 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
17. Deferred tax assets and deferred tax liabilities
(1) Deferred tax assets or deferred tax liabilities that are presented at the net amount after offset
and correspondingly deductible or taxable temporary differences
Unit: RMB
Closing balance of Opening balance Opening balance of
Closing balance of
deferred tax assets of deferred tax deductible or
deductible or taxable
Item or deferred tax assets or deferred taxable temporary
temporary differences
liabilities after tax liabilities after differences after
after offsetting
offsetting offsetting offsetting
Deferred tax assets:
Provision for
impairment losses 15,398,018.41 62,469,584.34 15,398,018.41 62,469,584.34
of assets
Depreciation of
fixed assets and
8,271,984.79 33,145,080.33 8,271,984.79 33,145,080.33
amortization of
intangible assets
Deductible losses 25,606,725.99 102,426,903.95 25,606,725.99 102,426,903.95
Accrued expenses 5,318,395.46 21,246,715.24 13,886,672.61 61,791,958.82
Pre-operational
1,263,893.50 6,066,688.80 1,263,893.50 6,066,688.80
expenses
Others 3,832,401.40 15,717,641.10 3,832,401.44 15,717,641.10
Subtotal 59,691,419.55 241,072,613.76 68,259,696.74 281,617,857.34
Deferred tax
liabilities:
Change in fair
value of available-
for-sale financial 1,105,000.00 4,420,000.00 1,115,000.00 4,460,000.00
assets recorded in
capital surplus
Subtotal 1,105,000.00 4,420,000.00 1,115,000.00 4,460,000.00
(2) Details of offsetting deferred tax assets and deferred tax liabilities
Unit: RMB
Item The amount of offset
Current period:
Depreciation of fixed assets and amortization of intangible assets 2,462,830.43
Prior period:
Depreciation of fixed assets and amortization of intangible assets 2,462,830.43
(3) Details of unrecognized deferred tax assets
Unit: RMB
Item Closing balance Opening balance
Deductible temporary differences 3,914,782.42 3,162,393.02
Deductible losses 130,512,852.24 94,303,813.38
Total 134,427,634.66 97,466,206.40
Note: Deferred tax assets are not recognized for the above-mentioned deductible temporary
differences and deductible losses due to uncertainty on whether sufficient taxable profits
will be available in the future.
- 59 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(4) Deductible losses for which no deferred tax assets are recognized will expire in the following
years
Unit: RMB
Year Closing balance Opening balance Note
2014 - 379,817.00
2015 - 4,707,158.00
2016 - 3,403,289.00
2017 - 3,832,744.00
2018 76,221,172.16 81,980,805.38
2019 54,291,680.08 -
Total 130,512,852.24 94,303,813.38
18. Other non-current assets
Unit: RMB
Item Closing balance Opening balance
Coast Line Use Right (Note) 36,375,000.00 36,375,000.00
Land Use Right (Note) 61,793,426.09 138,294,665.62
Prepayments for equipment 455,400.00 -
Total 98,623,826.09 174,669,665.62
Note : The Company entered into Frame Contract for Cooperation on Usage of Quay and Land
for Berth 2#- 5# at Machong Port in Dongguan and its supplements with Dongguan
Humen Port Administration Commission to purchase a land with an area of 800,000
square meters and area of water with depth of 700 meters from the front of terminal,
together with the use right of 1,200 meters coast line, for berth 2# to berth 5# in
Dongguan Machong Port at a consideration of RMB260,000,000, respectively in March
2006, October 2006 and November 2007. As the Group has not obtained the land use
right certificate and coast line use right certificate, the relevant payments were therefore
recognized as other non-current assets.
- 60 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
19. Details of provision for impairment losses of assets
Unit: RMB
Decrease Foreign
Closing
Opening carrying exchange
Item Increase carrying
amount Reversals Others translation
amount
differences
I. Bad debts provision 833,424.47 788,608.60 34,313.48 - 220.82 1,587,940.41
Including: Provision for
313,924.90 747,307.55 8,931.99 - - 1,052,300.46
accounts receivable
Including: Provision for
519,499.57 41,301.05 25,381.49 - 220.82 535,639.95
other receivables
II.Provision for decline in
974,871.14 - 2,126.21 - - 972,744.93
value of inventories
III.Provision for
impairment losses of
- - - - - -
available-for-sale financial
assets
IV.Provision for
impairment losses of held- - - - - - -
to-maturity investments
V. Provision for
impairment losses of long- 3,128,300.00 - - - - 3,128,300.00
term equity investments
VI. Provision for
impairment losses of - - - - - -
investment properties
VII. Provision for
impairment losses of fixed 60,695,381.41 - - - - 60,695,381.41
assets
Total 65,631,977.02 788,608.60 36,439.69 - 220.82 66,384,366.75
20. Short-term borrowings
Unit:RMB
Item Closing balance Opening balance
Credit loans 555,660,000.00(Note) 550,340,000.00
Guarantee loans - -
Total 555,660,000.00 550,340,000.00
Note : The credit loans consisting of 700,000,000.00 denominated in HKD (equal to
RMB555,660,000.00) were borrowed by Chiwan Container Terminal Company Limited
from bank.
- 61 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
21. Accounts payable
(1) Details of accounts payable are as follows:
Unit: RMB
Item Closing balance Opening balance
Construction 9,723,745.13 40,539,479.56
Service 42,435,106.92 46,368,137.05
Material purchase 17,507,607.92 19,660,274.12
Rental 10,525,284.03 18,576,812.78
Equipment 817,369.10 14,389,818.61
Quality margin - -
Total 81,009,113.10 139,534,522.12
(2) As at 30 June 2014, the Group did not have any accounts payable balances which were due to
parties having 5% or above voting rights in the Company except for the amount due to Nanshan
Group. Payables to Nanshan Group or other related parties are specified in (VI) 6.
(3) Details of significant accounts payable aged more than one year as follows:
Unit: RMB
Reasons for Subsequent
Name of entity Closing balance Aging
unpayment Payment
Tonggu sea-route onstruction
2,560,000.00 more than 3 years Project reserve -
Office
Shenzhen IB Technologies
Development Co.Ltd.
1,641,000.00 1-2 year Project reserve -
Total 4,201,000.00
22. Advances
(1) Details of advances are as follows:
Unit: RMB
Item Closing balance Opening balance
Service fee receipt in advance 3,862,089.51 793,291.30
(2) As at 30 June 2014, the Group did not have any advance from shareholders or related parties
having 5% or above voting rights in the Company.
- 62 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
23. Employee benefits payable
Unit:RMB
Closing
Opening carrying
Item Increase Decrease carrying
amount
amount
I. Wages and salaries, bonuses,
59,994,800.82 107,074,231.02 130,044,726.56 37,024,305.28
allowances and subsidies
II. Staff welfare - 2,993,078.92 2,993,078.92 -
III. Social security contributions 463.06 17,242,725.14 17,243,188.20 -
Including: Medical insurance - 3,022,902.78 3,022,902.78 -
Basic pension - 9,254,114.48 9,254,114.48 -
Supplementary
- 4,020,852.80 4,020,852.80 -
pension (Note1 )
Unemployment
463.06 250,201.45 250,664.51 -
insurance
Employment injury
- 443,847.13 443,847.13 -
insurance
Generational
- 250,806.50 250,806.50 -
insurance
IV. Housing funds - 6,141,619.17 6,141,619.17 -
V. Labor union and employee
11,991,113.90 4,071,204.77 2,875,456.22 13,186,862.45
education funds
VI. Non-monetary benefits - - - -
VII. Termination benefits - 121,803.00 121,803.00 -
VIII. Others 536,938.50 2,781,590.06 3,318,528.56 -
Total 72,523,316.28 140,426,252.08 162,738,400.63 50,211,167.73
Note 1: On 3 June 2008, the Group participated in a group defined contribution plan of Nanshan
Group approved by Shenzhen government. The above supplementary pension contrib-
utions were paid into the plan through Nanshan Group.
Note 2: There are no amounts in arrears under the employee benefits payable.
Note3: Pursuant to the resolution of 2010 general meeting of shareholders on 27 May 2011, the
management team will be granted a performance reward scheme based on the current year
net profit attributable to the parent and yearly net asset return ratio.
24. Taxes payable
Unit: RMB
Opening carrying Closing carrying
Item Increase Decrease
amount amount
Enterprise income tax 43,026,019.62 44,672,049.81 60,749,960.58 26,948,108.85
Withholding tax (Note) 13,168,143.76 - - 13,168,143.76
Business tax 300,635.32 2,284,910.67 2,222,909.84 362,636.15
Value-added-tax 958,966.41 11,404,412.76 11,988,284.78 375,094.39
Others 3,828,925.37 19,848,835.42 20,077,316.68 3,600,444.11
Total 61,282,690.48 78,210,208.66 95,038,471.88 44,454,427.26
- 63 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Note: The amount represents the withholding tax provided by the Group at the rate of 5% or 10%
when paying out dividends to foreign shareholders and Chiwan Wharf Holdings (H.K.)
Limited located in HongKong.
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
25. Interest payable
Unit: RMB
Item Closing balance Opening balance
Interest on debentures 24,050,410.93 35,950,684.93
Interest on short-term borrowings 929,869.78 862,500.16
Total 24,980,280.71 36,813,185.09
26. Dividends payable
Unit: RMB
Reasons for not paying
Name of entity Closing balance Opening balance dividends for more
than one year
Public A Shares 36,656,217.00 - N/A
Public B Shares 70,159,217.70 - N/A
China Nanshan Development (Group) - N/A
104,020,496.27
Incorporation ("Nanshan Group")
Shenzhen Malai Storage Co., Ltd 40,621,923.73 - N/A
Hong Kong International Enterprise Co.,Ltd. 77,208,156.09 77,208,156.09 N/A
Total 328,666,010.79 77,208,156.09
27. Other payables
(1) Details of other payables are as follows:
Unit: RMB
Item Closing balance Opening balance
Temporary receipts 16,563,073.10 24,068,273.34
Quality margin 50,590,299.45 23,400,915.81
Deposits received 1,628,336.82 2,170,768.36
Security expense payable 3,228,862.25 1,794,492.18
Others 21,920,458.92 7,710,024.61
Total 93,931,030.54 59,144,474.30
(2) The aging of other payables based on their recording dates is analyzed as follows:
Unit: RMB
Closing balance Opening balance
Aging Proportion Proportion
Amount Amount
(%) (%)
Within 1 year 53,511,021.25 56.97 45,045,096.38 76.15
More than 1 year
35,750,539.39 38.06 9,789,914.42 16.56
but not exceeding 2 years
More than 2 years
534,618.60 0.57 626,757.86 1.06
but not exceeding 3 years
More than 3 years 4,134,851.30 4.40 3,682,705.64 6.23
Total 93,931,030.54 100.00 59,144,474.30 100.00
- 64 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(3) As at 30 June 2014, the Group did not have any other payables to shareholders having 5% or
above voting rights in the Company. For payables to related parties, please refer to (VI) 6.
28. Current portion of non-current liabilities
Details of current portion of non-current liabilities are as follows:
Unit: RMB
Item Closing balance Opening balance
Current portion of deferred income 4,661,924.52 4,676,624.27
Total 4,661,924.52 4,676,624.27
Note: Please refer to (V) 32.
29、Other current liabilities
Unit: RMB
Interest Interest paid Interest payable Amount at
Date of Interest accrued
Name of bond Par value Bond period Amount of issue payable at during the at closing of the closing of the
issue beginning of during the year year year year
the year
14 Chiwan port
100.00 26/06/2014 365 days 400,000,000.00 219,178.08 219,178.08 - 219,178.08 400,000,000.00
CP001
Note: According to Notice of Registration Acceptance (Zhong Shi Xie Zhu [2013] No. CP171)
issued by China's Interbank Market Dealers Association received by the Company on May
7th, 2013, Market Dealers Association agrees with the Company’s RMB 1.6 billion yuan of
short-term financing registration and the valid period of registration limit is two years from
the acceptance of Notice of Registration Acceptance. The Company had repaid the
principals and interest for the first phase of short-term financing bills issued by it upon
maturity. On 26 Jun. 2014, the Company issued the second phase of short-term financing
bills of RMB 400 million at the interest rate of 5.00% for a term of one year. And the
principals and interest shall be repaid in a lump sum upon maturity.
- 65 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
30. Bonds payable
Unit: RMB
Par Term of Opening interest Accrued interest Interest paid Closing interest
Name of bonds Issue date Issue amount Closing balance
value the bond payable for the period during the period payable
11 ChiWan 01 100 2012.4.26 Five years 500,000,000.00 17,720,547.93 13,091,506.84 26,400,000.00 4,412,054.77 497,742,465.76
13 ChiWan 01 100 2013.10.18 Five years 500,000,000.00 5,753,424.66 13,884,931.50 - 19,638,356.16 496,561,095.90
Total 1,000,000,000.00 23,473,972.59 26,976,438.34 26,400,000.00 24,050,410.93 994,303,561.66
Note: On 25 November 2011, the Company received the Approval from CSRC (filed as Zhen Jian
Xu Ke [2011] No.1889) agreeing the Company to issue corporate bonds with no more than
100 million in par value. On 26 April 2012, the Company's actual issue amounted to
RMB500,000,000 with the term of five years. The bond interests should be calculated on
simple interest basis at a nominal fixed interest rate of 5.28% on a yearly basis.
On 18 October 2013, the Company's actual issue amounted to RMB500,000,000 with the
term of five years. The bond interests should be calculated on simple interest basis at a
nominal fixed interest rate of 5.60% on a yearly basis.
According to the bond prospectus, the Company should make an announcement on whether
to exercise the redemption option on the information disclosure media designated by CSRC
at the 30th trading date before the interest payment date in the third interest-bearing year. If
the decision of exercising the redemption option is made, the bond would be regarded as to
be matured in the third year and the payment mode of redemption would be the same as that
of principal and interests of bonds due in the period. If the decision of not exercising the
redemption of option is made, the Company should make an announcement on whether to
raise the interest rate and the extent of variation, which ranges from zero to 100 base points.
If the company chooses to exercise the option of raising the stated interest rate, the stated
interest rate of the portion of non-put-back bond due in two years after the remaining period
equals to the stated interest rate due in three years prior to the remaining period plus the
increased base point. And the stated interest rate of the bond due in two years after the
remaining period would be fixed. If the company chooses not to exercise the option of
raising the stated interest rate, the original stated interest rate remains the same for the
portion of non-put-back bond due in two years after the remaining period.
Investors have the option to sell bonds back to the Company at the interest payment date in
the third interest-bearing year at the par value wholly or in partially, after the Company
makes the announcement on whether to raise the stated interest rate and the extent of
variation.
If the Company abandons the redemption option and the bondholder s abandon the put back
option wholly or partially, the rest of the principal would be paid back in advance. Namely,
30% proportion of the principal should be paid back at the end of the fourth year since the
bond issued and the rest should be paid back at the end of the fifth year.
- 66 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
31. Special payables
Unit: RMB
Item Opening balance Increase Decrease Closing Balance Note
Refunds of Harbor
72,917,084.77 1,165,645.68 - 74,082,730.45 Note
Construction Fee
Note: The item is refunds of harbor construction fee to the Company and its subsidiary Chiwan
Container Terminal Company Limited from Shenzhen Traffic Bureau. According to
Measures of Harbor Construction Fee Management released by Ministry of Finance, the
funds should be managed in separate account and can be only used on fundamental
facilities' construction of marine transportation.
32. Other non-current liabilities
(1) Details of other non-current liabilities are as follows:
Unit: RMB
Closing carrying Opening carrying
Item amount amount
Deferred income 51,348,865.31 53,271,175.40
Including: Berth priority right (Note 1) 42,761,222.43 44,582,959.88
Including: Government grant related to asset (Note 2) 8,587,642.88 8,688,215.52
Total 51,348,865.31 53,271,175.40
Less: Non-current liabilities due within one year 4,661,924.52 4,676,624.27
Including: Berth priority right 4,460,780.00 4,509,667.75
Including: Government grant related to asset 201,144.52 166,956.52
Non-current liabilities due beyond one year 46,686,940.79 48,594,551.13
Note 1: Berth priority right represents that agreed in the contract signed in 2003, which amounts
to USD14,000,000. The Group should satisfy the berthing requirement of contracted
customers in priority during the contract period. According to the contract, the berth
priority right should be amortized over twenty years on the straight-line basis.
Note 2: The item is government grants received which is based on the Announcement Released by
National Development and Reform Commission about 2010 Investment Plans within
Budget of Grains and Modern Logistics Program (NDRC[2010] No.1263) and the
Announcement Released by Guangdong Provincial Department of Finance about 2012
Provincial Special Funds to Guide the Development of Modern Service Project
(Guangdong Production Letter [2012] No. 621). The asset relating to the government
grants has arrived the status for its intended use. Therefore, it shall be amortized on the
straight-line basis over the useful life of the related asset.
Government grants programs:
Unit: RMB
The amount
Balance at the included in Related to
New subsidy of Balance at the
Liability Program beginning of operating Other changes assets/Related to
the year end of the year
the year income of the income
year
Modern logistics project
7,693,913.48 - 83,478.64 - 7,610,434.84 Related to assets
special subsidies
Special subsidies for the
development of modern 994,302.04 - 17,094.00 - 977,208.04 Related to assets
service guide
Total 8,688,215.52 - 100,572.64 - 8,587,642.88 -
- 67 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
33. Share capital
Unit: RMB
Changes for the period
Capitalisation
Opening balance New issue of Bonus Closing balance
of surplus Others Subtotal
share issue
reserve
Jan.-Jun.2014:
I. Restricted tradable shares
1. State-owned shares - - - - - - -
2. State-owned legal person
- - - - - - -
shares
3. Other domestic shares 387,509.00 - - - 63,039.00 63,039.00 450,548.00
4. Other foreign shares - - - -
Total restricted tradable shares 387,509.00 - - - 63,039.00 63,039.00 450,548.00
II. Tradable shares
1. Ordinary shares
464,867,324.00 - - - - - 464,867,324.00
denominated in RMB
2. Foreign capital shares
179,508,897.00 - - - (63,039.00) (63,039.00) 179,445,858.00
listed domestically
3. Foreign capital shares
- - - - - - -
listed overseas
4. Others - - - - - - -
Total tradable shares 644,376,221.00 - - - (63,039.00) (63,039.00) 644,313,182.00
III. Total shares 644,763,730.00 - - - - - 644,763,730.00
2013:
I. Restricted tradable shares
1. State-owned shares - - - - - - -
2. State-owned legal person
- - - - - - -
shares
3. Other domestic shares 735,466.00 - - - (347,957.00) (347,957.00) 387,509.00
4. Other foreign shares - - - - - -
-
Total restricted tradable shares 735,466.00 - - - (347,957.00) (347,957.00) 387,509.00
II. Tradable shares
1. Ordinary shares
464,789,805.00 - - - 77,519.00 77,519.00 464,867,324.00
denominated in RMB
2. Foreign capital shares
179,238,459.00 - - - 270,438.00 270,438.00 179,508,897.00
listed domestically
3. Foreign capital shares
- - - - - -
listed overseas -
4. Others - - - - - -
-
Total tradable shares 644,028,264.00 - - - 347,957.00 347,957.00 644,376,221.00
III. Total shares 644,763,730.00 - - - - - 644,763,730.00
- 68 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
34. Capital reserve
Unit: RMB
Opening balance Increase Decrease Closing balance
Jan.-Jun.2014:
Capital premium 163,560,083.00 - - 163,560,083.00
Including: Capital contributed by investors 163,560,083.00 - - 163,560,083.00
Conversion option of convertible corporate
- - - -
bonds is exercised
Debt converted into capital - - - -
Differences arising from business combination
- - - -
involving enterprises under common control
Equity acquisition from minority shareholders
- - - -
of subsidiaries
Capital reserve converted into capital - - - -
Other comprehensive income 3,445,000.00 (30,000.00) - 3,415,000.00
Other capital reserve (861,527.35) - - (861,527.35)
Including: Equity component split from convertible
- - - -
corporate bonds
Fair value of equity-settled share-based equity
- - - -
instrument
Surplus of compensation granted by
- - - -
government for relocation in the public interests
Transfer from capital reserve under the previous
(2,781,133.00) - - (2,781,133.00)
accounting system
Others 1,919,605.65 - - 1,919,605.65
Total 166,143,555.65 - - 166,113,555.65
2013:
Capital premium 163,560,083.00 - - 163,560,083.00
Including: Capital contributed by investors 163,560,083.00 - - 163,560,083.00
Conversion option of convertible corporate
- - - -
bonds is exercised
Debt converted into capital - - - -
Differences arising from business combination
- - - -
involving enterprises under common control
Equity acquisition from minority shareholders
- - - -
of subsidiaries
Capital reserve converted into capital - - - -
Other comprehensive income 3,167,500.00 277,500.00 - 3,445,000.00
Other capital reserve (861,527.35) - - (861,527.35)
Including: Equity component split from convertible
- - - -
corporate bonds
Fair value of equity-settled share-based equity
- - - -
instrument
Surplus of compensation granted by
- - - -
government for relocation in the public interests
Transfer from capital reserve under the previous
(2,781,133.00) - - (2,781,133.00)
accounting system
Others 1,919,605.65 - - 1,919,605.65
Total 165,866,055.65 277,500.00 - 166,143,555.65
35. Special reserve
Unit: RMB
Item Opening balance Increase Decrease Closing balance
Jan.-Jun.2014:
Production safety fee 2,194,178.40 7,531,245.24 6,323,474.01 3,401,949.63
2013:
Production safety fee 1,394,831.60 14,841,719.02 14,042,372.22 2,194,178.40
- 69 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
36. Surplus reserve
Unit: RMB
Item Opening balance Increase Decrease Closing balance
Jan.-Jun.2014:
Statutory surplus reserve 483,685,708.52 36,388,726.04 - 520,074,434.56
2013:
Statutory surplus reserve 464,704,268.52 18,981,440.00 - 483,685,708.52
Note: 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,
and 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.
37. Unappropriated profit
Unit: RMB
Proportion of
Item Amount appropriation or
allocation
Jan.-Jun.2014:
Before adjustment: Unappropriated profit at the end of prior year 2,664,771,789.70
Adjustment: Total unappropriated profit at the beginning of year -
After adjustment: Unappropriated profit at the beginning of year 2,664,771,789.70
Add: Net profit attributable to shareholders of the parent company for
235,338,598.71
the period
Less: Appropriation to statutory surplus reserve 36,388,726.04 Note 1
Appropriation to discretionary surplus reserve -
Appropriation to general risk reserve -
Ordinary shares' dividends payable 251,457,854.70 Note 2
Ordinary shares' dividends converted into share capital
Unappropriated profit at the end of the period 2,612,263,807.67
2013:
Before adjustment: Unappropriated profit at the end of prior year 2,414,907,916.91
Adjustment: Total unappropriated profit at the beginning of year -
After adjustment: Unappropriated profit at the beginning of year 2,414,907,916.91
Add: Net profit attributable to shareholders of the parent company for
502,894,547.79
the period
Less: Appropriation to statutory surplus reserve 18,981,440.00
Appropriation to discretionary surplus reserve -
Appropriation to general risk reserve -
Ordinary shares' dividends payable 234,049,235.00
Ordinary shares' dividends converted into share capital -
Unappropriated profit at the end of the period 2,664,771,789.70
Note 1: Withdraw statutory surplus reserve
According to the Articles of Association, the Company is required to transfer 10% of its
net profit to the statutory surplus reserve.
- 70 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
37. Unappropriated profit - continued
Note 2: Cash dividends approved by shareholders' meeting during the year
Pursuant to the board resolution on 22 May 2014, on the basis of 644,763,730 issued
shares for the year ended 31 December 2013, dividends of RMB3.90 for every 10 shares
were distributed to all the shareholders, which amounted to RMB251,457,854.70.
Note 3: Appropriation to surplus reserve that has been made by subsidiaries
As at 30 June 2014, the balance of the Group's unappropriated profit included appropria -
tion to surplus reserve that has been made by subsidiaries amounting to
RMB522,067,616.93 (31 December 2013: 522,067,616.93).
38. Operating income and operating costs
(1) Operating income and operating costs
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Principal operating income 843,430,549.01 834,067,173.16
Other operating income 32,550,692.58 31,168,619.08
Total 875,981,241.59 865,235,792.24
Principal operating costs 458,261,343.40 385,290,057.34
Other operating costs 4,404,779.74 4,932,219.55
Total 462,666,123.14 390,222,276.89
(2) Principal operating activities (classified by business)
Unit: RMB
Jan.-Jun.2014 Jan.-Jun.2013
Item
Operating income Operating costs Operating income Operating costs
Load and unload services 796,746,878.81 401,889,050.16 785,035,516.21 334,016,796.47
Port ancillary services 41,256,748.34 56,372,293.24 42,926,996.72 51,273,260.87
Agency and others services 5,426,921.86 - 6,104,660.23 -
Total 843,430,549.01 458,261,343.40 834,067,173.16 385,290,057.34
- 71 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
38. Operating income and operating costs - continued
(3) Principal operating activities (classified by geographical areas)
Unit: RMB
Jan.-Jun.2014 Jan.-Jun.2013
Item
Operating income Operating costs Operating income Operating costs
Mainland China 841,034,688.44 458,261,343.40 830,850,550.63 385,290,057.34
Hong Kong 2,395,860.57 - 3,216,622.53 -
Total 843,430,549.01 458,261,343.40 834,067,173.16 385,290,057.34
(4) Other services
Unit: RMB
Jan.-Jun.2014 Jan.-Jun.2013
Item Other operating Other operating Other operating Other operating
income cost income cost
Lease income 12,549,480.18 1,049,078.44 10,380,759.35 1,754,504.76
Security fee 5,414,867.79 - 5,082,786.21 -
Port ancillary services 8,603,614.86 2,812,888.08 9,298,792.71 2,691,432.47
Agency fee 1,400,928.32 542,813.22 1,806,623.04 486,282.32
Sales of material 981,909.75 - 733,553.96 -
Documentation fee 646,423.93 - 604,851.83 -
Others 2,953,467.75 - 3,261,251.98 -
Total 32,550,692.58 4,404,779.74 31,168,619.08 4,932,219.55
(5) Operating income from the Group's top five customers
Unit: RMB
Proportion to total operating
Name of customer Operating income
income of the Group (%)
Customer A 189,128,638.00 21.59
Customer B 130,422,834.78 14.89
Customer C 51,848,873.04 5.92
Customer D 22,192,664.06 2.53
Customer E 11,518,467.04 1.32
Total 405,111,476.92 46.25
39. Business taxes and surcharges
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013 Basis of calculation
Business tax 2,284,910.67 1,502,462.41 Note
Urban maintenance and construction tax 752,008.61 492,452.62 Note
Education surcharges 568,777.54 318,304.28 Note
Others 190,201.29 389,354.61 -
Total 3,795,898.11 2,702,573.92 -
Note: Please refer to Note (III).
- 72 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
40. Financial expenses
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Interest expense 45,153,008.94 35,968,431.14
Less: Capitalized interest expenses 8,392,657.02 10,820,315.78
Less: Interest income 5,861,902.78 1,283,788.52
Exchange differences 3,575,938.85 (13,602,829.98)
Less: Capitalized exchange differences - -
Others 2,721,374.95 2,487,691.18
Total 37,195,762.94 12,749,188.04
41. Impairment losses of assets
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
I. Bad debt losses 754,295.12 (50,374.00)
II. Write-down of inventories (2,126.21)
III. Impairment on available-for-sale financial assets - -
IV. Impairment on held-to-maturity investments - -
V. Impairment on long-term equity investments - -
VI. Impairment on investment properties - -
VII. Impairment on fixed assets - -
VIII. Impairment on construction materials - -
IX. Impairment on construction in progress - -
X. Impairment on bearer biological assets - -
XI. Impairment on oil and gas assets - -
XII. Impairment on intangible assets - -
XIII. Impairment on goodwill - -
XIV. Others - -
Total 752,168.91 (50,374.00)
42. Investment income
(1) Details of investment income
Unit: RMB
Jan.-Jun.2014 Jan.-Jun.2013
Long-term equity investments income under cost method - -
Long-term equity investments income under equity method 42,846,690.90 46,022,294.05
Investment income on disposal of long-term equity investment - -
Investment income on available-for-sale financial assets, etc. 380,000.00 -
Others 1,202,054.79 -
Total 44,428,745.69 46,022,294.05
- 73 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
42. Investment income - continued
(2) Long-term equity investments income under equity method
Unit: RMB
Reasons for increases or
Investee Jan.-Jun.2014 Jan.-Jun.2013 decreases in the current
compared to the prior period
MPIL 22,087,996.12 26,880,387.12 Net profit of investee fluctuates.
China Overseas Harbor Affairs (Laizhou)
18,909,226.32 16,091,208.63 Net profit of investee fluctuates.
Co.,Ltd
CMBL 2,251,833.48 2,812,027.08 Net profit of investee fluctuates.
China Merchants Holdings (international )
(1,669,712.31) 238,671.22 Net profit of investee fluctuates.
Information Technology Co.,Ltd
China Development Finance Co., Ltd 1,267,347.29 - Net profit of investee fluctuates.
Total 42,846,690.90 46,022,294.05 -
43. Non-operating income
(1) Details of non-operating income are as follows:
Unit: RMB
Amount recognized
as non-recurring
Item Jan.-Jun.2014 Jan.-Jun.2013
gain and loss in the
current period
Total gains on disposal of non-current assets - - -
Including: Gains on disposal of intangible assets - - -
Gains on disposal of fixed assets - - -
Government grants 4,290,189.30 83,478.64 4,290,189.30
Insurance compensation income - 29,868.00 -
Income derived from settlement of the payables - - -
that cannot be paid
Others 315,708.22 1,542,786.27 315,708.22
Total 4,605,897.52 1,656,132.51 4,605,897.52
- 74 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
43. Non-operating income - continued
(2) Details of government grants are as follows:
Unit: RMB
Related to
Item Jan.-Jun.2014 Jan.-Jun.2013 assets/Related to
income
Circulation business development project funds - - Related to income
Financial support funds of business tax converted to 589,616.66 -
Related to income
VAT
Modern logistics project special subsidies 83,478.64 83,478.64 Related to assets
Special subsidies for the development of modern 17,094.00 -
Related to assets
service guide
Energy saving subsidy 3,600,000.00 - Related to income
Total 4,290,189.30 83,478.64 -
44. Non-operating expenses
Unit: RMB
Amount recognized
as non-recurring
Item Jan.-Jun.2014 Jan.-Jun.2013
gain and loss in the
current period
Total losses on disposal of non-current assets 74,463.56 21,401.26 74,463.56
Including: Losses on disposal of fixed assets 74,463.56 21,401.26 74,463.56
Donations contributed 13,000.00 17,000.00 13,000.00
Amercement outlay 6,302.57 5,000.00 6,302.57
Others 0.52 138,643.92 0.52
Total 93,766.65 182,045.18 93,766.65
45. Income tax expenses
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Current tax expense calculated according to tax laws and relevant
44,672,049.81 60,847,201.75
requirements
Deferred income tax 8,568,277.19 (6,668,064.34)
Total 53,240,327.00 54,179,137.41
Reconciliation of income tax expenses to the accounting profit is as follows:
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Accounting profit 342,646,485.86 433,252,676.75
Income tax expenses calculated at 25% (the prior year: 25 %) 85,661,621.47 108,313,169.19
Effect of expenses that are not deductible for tax purposes 1,464,117.43 129,911.02
Effect of tax-free income (10,806,672.73) (11,505,573.51)
Effect of unrecognized deductible losses and deductible temporary
9,052,259.72 577,817.09
differences for tax purposes
Changes in opening balances of deferred tax assets/liabilities due to the
- -
adjustment in tax rate
Effect of different tax rates of subsidiaries operating in other jurisdictions (11,120.79) (103,452.57)
Effect of tax preference policy (32,119,878.10) (43,232,733.80)
Withholding tax (Note) - -
Income tax expense 53,240,327.00 54,179,137.41
- 75 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
45. Income tax expense - continued
Note: Withholding income tax was accrued at the rate of 5% or 10% for dividend payable to
Chiwan Wharf Holdings (H.K.) Limited for the six months ended 30 June 2014, declared
by those Group's PRC subsidiaries of which Chiwan Wharf Holdings (H.K.) Limited is a
shareholder.
46. Government grants
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Financial support funds of business tax converted to VAT 589,616.66 -
Energy saving subsidy 3,600,000.00 -
Sub-total 4,189,616.66 -
Total 4,189,616.66 -
Less: government grants credited in deferred income - -
Add: Government grants in current year profit debited deferred
income 100,572.64 83,478.64
Government grants credited in current year profit 4,290,189.30 83,478.64
47. Borrowing cost
Unit: RMB
Amount of borrowing
costs capitalised during Capitalisation
Name of Project the year rate
Construction in progress 8,392,657.02 5.96%
Sub-total of borrowing costs capitalised during the year 8,392,657.02 -
Borrowing costs recognised in profit or loss during the year 36,760,351.92 -
Total of borrowing costs during the year 45,153,008.94 -
48. Earnings per share
For the purpose of calculating earnings per share, net profit for the current period attributable to
ordinary shareholders is:
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Net profit for the current period attributable to ordinary shareholders 235,338,598.71 295,594,905.20
Including: Net profit from continued operations - -
Net profit from discontinued operations - -
- 76 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
48. Earnings per share - continued
For the purpose of calculating basic earnings per share, the denominator is the weighted average
number of outstanding ordinary shares and its calculation process is as follows:
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Number of ordinary shares outstanding at the beginning of year 644,763,730 644,763,730
Add: Weighted average number of ordinary shares issued during the
- -
period
Less: Weighted average number of ordinary shares repurchased
- -
during the period
Number of ordinary shares outstanding at the end of year 644,763,730 644,763,730
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Calculated based on net profit attributable to shareholders of the
- -
parent:
Basic earnings per share 0.365 0.458
Diluted earnings per share 0.365 0.458
Calculated based on net profit from continued operations attributable
to shareholders of the parent:
Basic earnings per share 0.365 0.458
Diluted earnings per share 0.365 0.458
Calculated based on net profit from discontinued operations
attributable to shareholders of the parent:
Basic earnings per share - -
Diluted earnings per share - -
Since there are no dilutive potential ordinary shares, the diluted earnings per share equals to the
basic earnings per share.
- 77 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
49. Other comprehensive income
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
1. Gains (losses) arising from available-for-sale financial assets (40,000.00) 180,000.00
Less: Tax effects arising from available-for-sale financial assets (10,000.00) 45,000.00
Net amounts included in other comprehensive income in the prior - -
period that are transferred to profit or loss for the period
Subtotal (30,000.00) 135,000.00
2. Share of other comprehensive income of the investee accounted - -
for using the equity method
Less: Tax effects arising from the share of other comprehensive - -
income of the investee accounted for using the equity method
Net amounts included in other comprehensive income in the prior - -
period that are transferred to profit or loss for the period
Subtotal - -
3. Gains (losses) arising from cash flow hedging instruments - -
Less: Tax effects arising from cash flow hedging instruments - -
Net amounts included in other comprehensive income in the prior - -
period that are transferred to profit or loss for the period
Adjustments to the initial recognition amount of hedged items - -
Subtotal - -
4. Translation differences of financial statements denominated in 423.06 (80,074.00)
foreign currencies
Less: Net amounts transferred to profit or loss for the period on - -
disposal of foreign operations
Subtotal 423.06 (80,074.00)
5. Others - -
Less: Tax effects arising from other items recognized in other - -
comprehensive income
Net amounts included in other comprehensive income in the prior - -
period that are transferred to profit or loss for the period
Subtotal - -
Total (29,576.94) 54,926.00
50. Notes to items in the cash flow statement
(1) Other cash receipts relating to operating activities
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Interest income 6,614,240.27 1,283,788.52
Refunds of Harbor Construction Fee received 534,310.99 72,381.41
Government grants 4,189,617.06 -
Others 3,873,117.75 1,771,706.66
Total 15,211,286.07 3,127,876.59
- 78 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
50. Notes to items in the cash flow statement - continued
(2) Other cash payments relating to operating activities
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Office expenses & utilities 2,913,245.64 5,146,830.45
Port expenses 2,615,958.33 5,801,770.19
Entertainment 2,006,290.96 4,271,362.60
Car expenses 2,073,744.86 2,312,581.69
Asset insurance 860,976.14 1,540,780.22
Consulting & auditing 1,598,050.91 2,649,298.11
Travel & accommodation 912,859.50 1,107,556.46
Advertisements & exhibition 222,831.33 68,144.08
Others 24,787,852.37 25,750,901.74
Total 37,991,810.04 48,649,225.54
(3) Other cash payments relating to financing activities
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
The commission charges on borrowings were paid 201,424.00 105,307.00
Total 201,424.00 105,307.00
- 79 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS - continued
51. Supplementary information to the cash flow statement
(1) Supplementary information to the cash flow statement
Unit: RMB
Supplementary Jan.-Jun.2014 Jan.-Jun.2013
1. Reconciliation of net profit to cash flows from operating
activities:
Net profit 289,406,158.86 379,073,539.34
Add: Provision for impairment losses of assets 752,168.91 (50,374.00)
Depreciation of fixed assets 93,731,499.37 84,016,743.43
Depreciation and amortization of investment property 607,891.20 607,877.08
Amortization of intangible assets 21,836,668.85 19,773,191.81
Amortization of long-term prepaid expenses 1,434,809.29 4,092,077.09
Losses on disposal of fixed assets , intangible assets and
74,463.56 21,401.26
other long-term assets
Financial expenses 36,760,351.92 30,187,878.42
Gains arising from investments (44,428,745.69) (46,022,294.05)
Decrease(Increase) in deferred tax assets 8,568,277.19 (6,668,064.38)
Decrease in inventories (611,854.99) (1,104,802.18)
Decrease(Increase) in operating receivables (80,832,478.39) (53,448,808.43)
Increase(Decrease) in operating payables (44,666,000.33) (52,661,221.01)
Net cash flows from operating activities 282,633,209.75 357,817,144.38
2. Significant investing and financing activities that do not involve
- -
cash receipts and payments:
Conversion of debt into capital - -
Convertible bonds due within one year - -
Fixed assets acquired under finance leases - -
3. Net changes in cash and cash equivalents: - -
Closing balance of cash 782,831,116.07 623,420,560.02
Less: Opening balance of cash 715,539,516.48 314,855,567.54
Add: Closing balance of cash equivalents - -
Less: Opening balance of cash equivalents - -
Net increase(Decrease) in cash and cash equivalents 67,291,599.59 308,564,992.48
(2) Composition of cash and cash equivalents
Unit: RMB
Item Closing balance Opening balance
I. Cash 782,831,116.07 715,539,516.48
Including: Cash on hand 13,769.85 10,685.59
Bank deposits 780,383,355.22 713,508,210.87
Other monetary funds 2,433,991.00 2,020,620.02
II. Cash equivalents - -
III. Closing balance of cash and cash 782,831,116.07 715,539,516.48
- 80 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(VI) RELATED PARTY RELATIONSHIPS AND TRANSACTIONS
1. Parent of the Company
Unit: RMB
Proportion of
Proportion of
the entity's Ultimate
the entity's
Name of the Related party Type of the Place of Legal ownership controllin Organization
Nature of business Registered capital voting power
parent relationship entity incorporation representative interests held g party of code
held by the
by the parent the entity
parent (%)
(%)
Controlling Listed in Hong
CMHI Hong Kong Li Jianhong Port shipping HKD5,000,000,000.00 - 66.10(Note) CMG N/A
shareholders Kong
The state
owned
assets
Land development,
supervisi
port service and
on and
Nanshan Sino-foreign transportation,
shareholders Shenzhen Fu Yuning RMB900,000,000.00 32.52 - (Note) Administ 61883297-6
Group joint venture industry and
ration
commerce, tour, real
Commiss
estate and others
ion of the
State
Council
The ultimate controller of the Group is CMG, whose financial statements are not required to be made public.
Note: As mentioned in Note (I), Nanshan Group had 57.52% equity in the Company before
1 Novermber 2012. Since 1 November 2012, CMHI obtained 8.58% equity via its
subsidiary Jing Feng Company, and obtained another 57.52% equity by entrustment
of Nanshan Group's stock, accordingly holding totally 66.10% of the voting shares.
Please refer to Note (I) for details.
On March 6th, 2013, the State-owned Assets Supervision and Administration
Commission of the State Council agreed that Nanshan Group transferred its holding
161,190,933 A-shares to Warehousing (Shenzhen) Co., Ltd, subsidiary of China
Merchants Holdings International. The transfer procedures of registration of the above
shares have been completed on April 25th, 2013.
2. Subsidiaries of the Company
The general background and other related information of the subsidiaries are set out in Note
(IV).
3. Associates and joint ventures of the Company
The general background and other related information of the associates and joint ventures
are set out in Note (V) 9.
- 81 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(VI) RELATED PARTY RELATIONSHIPS AND TRANSACTIONS - continued
4. Other related parties of the Company
Relationships between other related
Name of other related parties Organization code
parties and the Company
Haiqin Engineering Controlled by the same controlling shareholder 61888000-1
Shenzhen Mawan Port Co., Ltd. ("SMP") Controlled by the same controlling shareholder 74322579-6
Shenzhen Mawan Wharf Co., Ltd. ("SMW") Controlled by the same controlling shareholder 74322582-5
China Merchants Port Services (Shenzhen) Co., Ltd ("CMPS") Controlled by the same controlling shareholder 19244179-0
Shekou Container Terminals Limited ("SCT") Controlled by the same controlling shareholder 61883279-X
An Xunjie Container Terminals Limited Controlled by the same controlling shareholder 75048172-0
Shenzhen Lian Yunjie Container Terminals Limited Controlled by the same controlling shareholder 71093674-3
China Merchants International Cold Chain (Shenzhen) Company
Controlled by the same controlling shareholder 61889222-3
Limited ("CMCCL")
Shenzhen Haixing Harbor Development Co.,Ltd("Haixing") Controlled by the same controlling shareholder 61884362-4
Shenzhen Huxing Tug Service Co., Ltd. Controlled by the same controlling shareholder 19233962-2
Shenzhen Lianda Tug Service Co., Ltd. Controlled by the same controlling shareholder 61880378-8
China Ocean Shipping Agency (Shenzhen) Company Limited Controlled by the same controlling shareholder 19244404-3
Hongkong International Enterprise Co., Ltd. Controlled by the same controlling shareholder N/A
China Merchants Container Services Ltd. Controlled by the same controlling shareholder N/A
Shenzhen Malai Warehouse Co., Ltd. Controlled by the same controlling shareholder 79255372-9
Laizhou Hairun of Port Management Co. Ltd. A subsidiary of the associate 763687373
Shenzhen China Merchants Shangzhi Investment Co., Ltd. Controlled by the same ultimate actual controller 57637705-4
Shenzhen China Merchants Qianhaiwan Property Co., Ltd. Controlled by the same ultimate actual controller 79386851-1
Shenzhen China Merchants International Shipping Agency Co., Ltd. Controlled by the same ultimate actual controller 70840200-5
Shenzhen City Venture Investment Co. Ltd. Controlled by the same ultimate actual controller 70844223
Shenzhen China Merchants Property Management Co., Ltd. Controlled by the same ultimate actual controller 19244307-3
Associated company controlled by the controlling
China Petroleum Supply Base Co., Ltd. ("CPSB") 61883389-9
shareholder
Shenzhen Nanshan Real Estate development Ltd.(Nanshan Associated company controlled by the controlling
75046859-3
Development) shareholder
Associated company controlled by the controlling
Zengcheng Xinkang property Co., Ltd. 70820542-3
shareholder
Associated company controlled by the controlling
Shenzhen Baowan Holding Co., Ltd. 61885906-0
shareholder
Associated company controlled by the controlling
Shenzhen Chiwan Property Management Co., Ltd. 70846415-0
shareholder
Shenzhen Chixiao Construction Technology Co., Ltd. (Chixiao Associated company controlled by the controlling
61881595-7
Construction) shareholder
Associated company controlled by the controlling
Shenzhen Xuqin Industrial Development Co., Ltd.(“Xuqin”) 70845749-5
shareholder
Associated company controlled by the same ultimate
China Merchant Bank Co., Ltd.("CMB") 10001686-X
actual controller
- 82 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(VI) RELATED PARTY RELATIONSHIPS AND TRANSACTIONS - continued
5. Related party transactions
(1) Sales and purchase of goods, provision and receipt of services
Unit: RMB
Jan.-Jun.2014 Jan.-Jun.2013
Pricing and Proportion of the Proportion of the
decision-making amount of related amount of related
Type of related party Content of related
Related parties procedures of party transactions to party transactions to
transaction party transaction Amount Amount
related party that of similar that of similar
transactions transactions transactions
(%) (%)
Purchase of goods and receiving of services:
China Merchants Holdings
Technical service
(International) Information Receipt of service Negotiation 1,078,561.44 0.23 3,554,336.00 0.91
fee
Technology Company Ltd
Load and unload
Haixing Receipt of service Negotiation 2,383,755.00 0.52 2,344,905.00 0.60
service
Xuqin Receipt of service Construction Negotiation 1,022,902.10 0.22 790,717.73 0.20
Load and unload
SCT Receipt of service Negotiation 47,616.00 0.01 4,951,395.00 1.27
service
Project
Haiqin Engineering Receipt of service Negotiation - - 2,600,000.00 0.67
management
Shenzhen Chiwan Property Property
Receipt of service Negotiation 1,149,854.30 0.25 908,781.09 0.23
Management Co., Ltd management fee
An Xunjie Container Terminals Load and unload
Receipt of service Negotiation - - 1,203,967.80 0.31
Limited service
Zengcheng Xinkang property Co., Property
Receipt of service Negotiation 285,936.00 0.06 - 0.07
Ltd. management fee
Shenzhen China Merchants
International Shipping Agency Co., Receipt of service Agency service Negotiation 199,313.14 0.04 - -
Ltd.
Shenzhen Lian Yunjie Container Load and unload
Receipt of service Negotiation - - 403,304.44 0.10
Terminals Limited service
Property
CPSB Receipt of service Negotiation 19,930.50 0.16 - 0.18
management fee
Load and unload
SMP Receipt of service Negotiation - - 1,237,915.07 0.32
service
Load and unload
SMW Receipt of service Negotiation 13,228.80 0.003 5,710,161.14 1.46
service
China Merchants Preperty Property
Receipt of service Negotiation 467,768.56 0.10 - -
Manangement co.,Ltd management fee
Shenzhen Lianda Tug Service Co.,
Receipt of service Tug Service Negotiation 201,044.50 0.04 - -
Ltd.
Shenzhen Huxing Tug Service Co.,
Receipt of service Tug Service Negotiation 11,097.00 0.002 - -
Ltd.
China Ocean Shipping Agency Load and unload
Receipt of service Negotiation 17,640.00 0.004 - -
(Shenzhen) Company Limited service
Total 6,898,647.34 23,705,483.27
Rendering of services:
SMP Provision of service Trailer service etc. Negotiation 5,480,569.05 13.28 5,261,418.66 7.37
CMBL Provision of service Trailer service etc. Negotiation 2,882,059.68 6.99 3,643,980.00 6.45
SMW Provision of service Trailer service etc. Negotiation 1,929,582.33 4.68 1,106,268.47 1.55
China Ocean Shipping Agency
Provision of service Tugboat service Negotiation 2,406,443.34 5.83 2,691,945.00 3.77
(Shenzhen) Company Limited
Shenzhen China Merchants
International Shipping Agency Co., Provision of service Tugboat service Negotiation 1,150,437.60 2.79 1,642,398.30 2.30
Ltd.
SCT Provision of service Trailer service etc. Negotiation 708,850.00 1.62 744,330.38 1.04
Load and unload
CMCCL Provision of service Negotiation 216,777.00 0.03 230,274.00 0.03
service
Shenzhen Lianda Tug Service Co.,
Provision of service Tugboat service Negotiation 89,230.25 0.22 245,017.00 0.34
Ltd.
China Petroleum Supply Base Co., Load and unload
Provision of service Negotiation - 0.01 125,749.00 0.02
Ltd. ("CPSB") service
Shenzhen Huxing Tug Service Co.,
Provision of service Tugboat service Negotiation 12,282.00 0.03 120,314.00 0.17
Ltd.
Zengcheng Xinkang property Co.,
Provision of service Others Negotiation 3,112.63 0.06 - 0.01
Ltd.
Total 14,879,343.88 15,811,694.81
- 83 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(VI) RELATED PARTY RELATIONSHIPS AND TRANSACTIONS - continued
5. Related party transactions - continued
(2) Leases with related parties
The Group as the lessor:
Unit: RMB
Basis of Lease income
Type of leased Inception date Expiration date
Name of lessor Name of lessee determining the recognised in the
assets of leases of leases
lease income current year
Coastal line,
The Company CPSB packing yards and January 2014 December 2014 Negotiation 5,982,634.64
road lighting
Chiwan Container
Terminal Company CMBL Crane January 2014 December 2014 Negotiation 960,000.00
Limited
Total 6,942,634.64
The Group as the lessee:
Unit: RMB
Basis of
Inception Expiration
Type of determining Lease payment recognised
Name of lessor Name of lessee date of date of
leased assets the lease in the current year
leases leases
payment
Land, Office
Companies within January Automatic
Nanshan Group and packing Negotiation 29,420,925.56
the Group 2014 renewal
yard
The Company and
Shenzhen Malai
Chiwan Container January December
Warehouse Co., Warehouse Negotiation 3,613,869.00
Terminal Company 2014 2014
Ltd.
Limited
Chiwan Container
Former Bay January December
CMPS Terminal Company Negotiation 1,679,994.00
port lands 2014 2014
Limited
Packing
January December
CPSB The Company yard and Negotiation 715,691.90
2014 2014
crane
Shenzhen China
Merchants Chiwan Container
January December
Shangzhi Terminal Company Buildings Negotiation 579,475.00
2014 2014
Investment Co., Limited
Ltd.
January December
SCT The Company Crane Negotiation 360,000.00
2014 2014
Shenzhen China
Merchants Chiwan Container January December
Qianhaiwan Property
Building Negotiation 182,652.00
Terminal 2014 2014
Co., Ltd.
Shenzhen Chiwan
Shenzhen Baowan Shipping and January December
Warehouse Negotiation 54,673.53
Holding Co., Ltd. Transportation 2014 2014
Company Limited
Total 36,607,280.99
(3) Compensation for key management personnel
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Compensation for key management personnel 5,817,400.00 4,054,000.00
- 84 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(VI) RELATED PARTY RELATIONSHIPS AND TRANSACTIONS - continued
6. Amounts due from/to related parties
Unit: RMB
Item Related parties Closing balance Opening balance
Cash and bank China Merchants Bank 438,701,561.04 152,851,220.46
Accounts SMP 1,241,905.86 1,397,911.61
receivable China Ocean Shipping Agency (Shenzhen) 1,370,899.20 880,489.90
Company Limited
SCT 584,200.00 768,650.00
SMW 569,498.74 460,432.07
CMBL 2,799,021.00 334,800.00
Shenzhen China Merchants International - 151,120.00
Shipping Agency Co., Ltd.
CPSB 6,118,875.00 113,503.83
Others 294,045.00 7,403.04
Total 12,978,444.80 4,114,310.45
Other receivables CMBL 2,717,494.10 1,000,000.00
Shenzhen CM Qianhaiwan Property Co., - 448,820.00
Ltd.
CMCCL 10,415.00 435,542.50
SMP 72,930.08 334,438.26
SMW 7,235,626.90 207,921.81
Xuqin - 320,000.00
CPSB 135,621.91 135,621.91
Shenzhen China Merchants Shangzhi 67,260.00 85,684.00
Investment Co., Ltd.
Shenzhen China Merchants Property 7,158.00 5,294.00
Management Co., Ltd.
Nanshan Group 1,269,537.37 51,581.70
Others 185,612.91 120,572.70
Total 11,566,034.36 3,145,476.88
Dividends - 3,334,985.50
MPIL
receivable
Accounts payable Nanshan Group 13,450,844.80 21,210,268.59
Haiqin Engineering - 4,225,367.81
China Merchants Holdings (International) - 3,069,805.00
Information Technology Company Ltd.
Xuqin 1,637,038.00 2,483,784.77
Zengcheng Xinkang property Co., Ltd. - 138,310.50
SCT 180,000.00 120,000.00
Total 15,267,882.80 31,247,536.67
Dividends Shenzhen Malai Warehouse Co., Ltd. 40,621,923.73 -
payable Nanshan Group 104,020,496.27 -
Total 144,642,420.00 -
- 85 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(VI) RELATED PARTY RELATIONSHIPS AND TRANSACTIONS - continued
6. Amounts due from/to related parties - continued
Unit: RMB
Item Related parties Closing balance Opening balance
Other Laizhou Hairun of Port Management Co.
- 550,000.00
payables Ltd.
SMW 583,530.00 336,428.00
SMP 1,657,756.77 -
China Merchants Holdings (International)
104,050.00 298,403.00
Information Technology Company Ltd.
CMBL 78,568.00 112,928.51
SCT 13,872.50 13,872.00
China Merchants Container Services Ltd. 574,071.70 -
Haiqin Engineering 2,498,888.48 -
Shenzhen Malai Warehouse Co., Ltd. 409,211.00 -
Others 29,553.95 10,385.10
Total 5,949,502.40 1,322,016.61
(VII) COMMITMENTS
1. Capital commitments
Unit: RMB
Item Closing balance Opening balance
Capital commitments that have been entered into but have
not been recognised in the financial statements:
Commitment for acquisition of long-term assets 82,139,889.63 117,323,839.67
2. Operating lease commitments
As of the balance sheet date, the Group had the following commitments in respect of non-
cancellable operating leases:
Unit: RMB
Item Closing balance Opening balance
Minimum lease payments under non-cancellable operating
leases:
1st year subsequent to the balance sheet date 36,328,274.92 21,549,029.24
2nd year subsequent to the balance sheet date 4,493,092.86 10,149,611.12
3rd year subsequent to the balance sheet date 280,341.36 280,341.36
More than 3 years 1,261,536.12 1,327,099.83
Total 42,363,245.26 33,306,081.55
(VIII) EVENTS AFTER THE BALANCE SHEET
1. Profit appropriation after the balance sheet date
Unit: RMB
Item Amount
Proposed distribution of profits or dividends (Note) 251,457,854.70
Note: Please refer to Note (V) 37.
- 86 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(IX) OTHER SIGNIFICANT EVENTS
According to a proposal considered and passed at the fifth session of the seventh Board of
Directors held on 23 April 2013 and 2012 Annual Shareholders' General Meeting held on 21 May
2013, the Company is approved to merge Shenzhen Chiwan Trains-Grains Terminal Company
Limited and Shenzhen Chiwan Terminal Company Limited by absorption.
On 25 January 2014, Economy, Trade and Information Commission of Shenzhen Municipality
released Reply to the Company's Proposed Merge of Shenzhen Chiwan Trains-Grains Terminal
Company Limited and Shenzhen Chiwan Terminal Company Limited (filed as Shen Jing Mao Xin
xi[2014]No.109), agreeing the merger of the Company and Shenzhen Chiwan Terminal Company
Limited by absorption.
On 19 February 2014, Shenzhen Chiwan Terminal Company Limited completed the procedure of
cancellation of registration.
(X) SEGMENT REPORTING
Subject to the Group's in-house infrastructure, management requirements and internal reporting
system, the operation businesses of the Group are classified into three reporting segments
determined based on the nature of business. The Group's management periodically evaluates the
operating results of these reporting segments to make decisions about resources to be allocated to
the segments and assess their performance. Major products and services delivered or provided by
each of the reporting segments are load and unload services, trailer and tugboat business, agency
services and other segments.
Segment information is disclosed in accordance with the accounting policies and measurement
standards adopted by each segment when reporting to management. The measurement basis is
consistent with the accounting and measurement basis in the preparation of the financial
statements.
- 87 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(X) SEGMENT REPORTING - continued
(1) Segment information
Unit: RMB
Load and unload services Trailer and tugboat business Agency services Unappropriated items Inter-segment deduction Total
Jan.-Jun.2014 Jan.-Jun.2013 Jan.-Jun.2014 Jan.-Jun.2013 Jan.-Jun.2014 Jan.-Jun.2013 Jan.-Jun.2014 Jan.-Jun.2013 Jan.-Jun.2014 Jan.-Jun.2013 Jan.-Jun.2014 Jan.-Jun.2013
Operating income
Revenue arising
from external 825,037,404.52 812,581,073.79 42,229,355.84 44,075,703.37 8,714,481.23 8,579,015.08 - - - - 875,981,241.59 865,235,792.24
transactions
Revenue arising
from inter-segment - - 29,613,140.88 30,101,163.60 - - - - (29,613,140.88) (30,101,163.60) - -
transactions
Total operating
825,037,404.52 812,581,073.79 71,842,496.72 74,176,866.97 8,714,481.23 8,579,015.08 - - (29,613,140.88) (30,101,163.60) 875,981,241.59 865,235,792.24
income
Reconciling items:
Operating Income in the financial statements 875,981,241.59 865,235,792.24
Operating cost 435,215,993.40 367,670,318.70 56,639,023.46 52,073,451.53 424,247.16 579,670.06 - - (29,613,140.88) (30,101,163.60) 462,666,123.14 390,222,276.69
Segment operating
389,821,411.12 444,910,755.09 15,203,473.26 22,103,415.44 8,290,234.07 7,999,345.02 - - - - 413,315,118.45 475,013,515.55
profits
Reconciling items:
Business taxes and
2,255,440.28 1,644,303.54 17,399.20 218,704.17 1,523,058.63 839,566.21 - - - - 3,795,898.11 2,702,573.92
surcharges
General and
administrative 53,719,550.44 48,148,208.97 5,550,019.53 4,211,776.11 4,249,932.21 3,700,812.00 14,346,177.01 17,795,034.94 - - 77,865,679.19 73,855,832.02
expenses
Financial expenses 22,579,184.95 7,210,167.11 (445,377.43) (308,596.88) 5,662.10 117,784.16 15,056,293.32 5,729,833.65 - - 37,195,762.94 12,749,188.04
Impairment losses
777,550.40 (194,356.41) - - (25,381.49) (17,968.57) - 161,950.98 - - 752,168.91 (50,374.00)
of assets
Investment Income - - - - - - 44,428,745.69 46,022,294.05 - - 44,428,745.69 46,022,294.05
Operating profit 310,489,685.05 388,102,431.88 10,081,431.96 17,981,532.04 2,536,962.62 3,359,151.22 15,026,275.36 22,335,474.48 - - 338,134,354.99 431,778,589.62
Non-operating
4,605,897.44 1,420,585.23 0.08 14,983.09 - 220,565.00 - - - - 4,605,897.52 1,656,133.32
income
Non-operating
87,464.08 176,885.12 6,252.57 5,160.06 50.00 - - - - - 93,766.65 182,045.18
expenses
Gross profit 315,008,118.41 389,346,131.99 10,075,179.47 17,991,355.07 2,536,912.62 3,579,716.72 15,026,275.36 22,335,474.48 - - 342,646,485.86 433,252,678.26
Income tax
48,340,625.19 54,681,616.29 2,518,785.87 4,500,851.86 408,193.79 361,213.18 1,972,722.15 (5,364,544.42) - - 53,240,327.00 54,179,136.91
expenses
Net profit 266,667,493.22 334,664,515.70 7,556,393.60 13,490,503.21 2,128,718.83 3,218,503.54 13,053,553.21 27,700,018.90 - - 289,406,158.86 379,073,541.35
- 88 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(X) SEGMENT REPORTING - continued
(1) Segment information - continued
Unit: RMB
Load and unload services Trailer and tugboat business Agency services Unappropriated items Inter-segment deduction Total
Jan.-Jun.2014 Jan.-Jun.2013 Jan.-Jun.2014 Jan.-Jun.2013 Jan.-Jun.2014 Jan.-Jun.2013 Jan.-Jun.2014 Jan.-Jun.2013 Jan.-Jun.2014 Jan.-Jun.2013 Jan.-Jun.2014 Jan.-Jun.2013
Total segment
- - - - - - - - - - - -
assets
Total assets in
the financial 4,991,991,603.94 5,806,666,989.79 172,748,616.55 222,247,694.98 40,322,870.71 48,080,943.88 7,804,234,381.96 6,094,397,156.12 (5,538,870,859.79) (4,760,728,111.10) 7,470,426,613.37 7,410,664,673.67
statements
Total segment
- - - - - - - - - - - -
liabilities
Total liabilities
in the financial 1,235,680,553.70 2,125,043,072.63 115,183,687.62 123,897,596.45 31,794,400.13 33,930,756.73 2,590,738,397.08 3,349,678,277.47 (1,269,782,761.47) (2,833,782,020.00) 2,703,614,277.06 2,798,767,683.28
statements
Supplementary
- - - - - - - - - - - -
information
Depreciation 88,518,473.94 78,470,999.06 5,355,948.27 5,509,443.22 375,822.75 572,396.08 89,145.61 71,783.20 - - 94,339,390.57 84,624,621.56
Amortization 22,582,683.48 23,417,987.16 8,748.12 8,748.30 - - 680,046.54 438,533.87 - - 23,271,478.14 23,865,269.33
Interest income 1,945,599.49 196,544.57 2,699.22 1,553.10 4,992.16 3,484.14 3,908,611.91 1,082,206.71 - - 5,861,902.78 1,283,788.52
Interest expense 7,653,282.94 5,893,725.19 - 29,107,068.98 19,254,389.95 - - 36,760,351.92 25,148,115.14
Investment
income from
long-term
equity - - - 42,846,690.90 46,022,294.05 - - 42,846,690.90 46,022,294.05
- - -
investment
under equity
method
Long-term
equity - - - 1,587,928,734.31 1,557,329,515.87 - - 1,587,928,734.31 1,557,329,515.87
- - -
investment
Non-current
assets other
than long-term 4,519,642,193.21 4,622,637,236.09 139,772,769.20 146,549,439.83 17,561,091.18 18,328,397.14 207,304,061.95 223,458,914.75 (157,909,567.98) (157,909,567.98) 4,726,370,547.56 4,853,064,419.83
equity
investment
- 89 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(X) SEGMENT REPORTING - continued
(2) Segment revenue from external transactions by source and non-current assets by geographical
location
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Revenue from external transactions with domestic
873,585,381.02 862,019,169.71
customers
Revenue from external transactions with Hong Kong
2,395,860.57 3,216,622.53
customers
Sub-total 875,981,241.59 865,235,792.24
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Non-current assets located in local country 4,661,102,214.29 4,703,349,975.80
Non-current assets located in Hong Kong 36,914.72 44,343.54
Sub-total 4,661,139,129.01 4,703,394,319.34
(3) Degree of reliance on major customers
The revenue derived from the top two clients of the Group in load and unload services is
RMB319,551,472.78, occupying 36.48% of the Group's total revenue.
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT
The Group's major financial instruments include currency funds, equity and debt investments,
borrowings, account receivables, account payables etc. Details of these financial instruments are
disclosed in Note (V). The risks associated with these financial instruments and the policies on
how to mitigate these risks are set out below. Management manages and monitors these exposures
to ensure the risks are monitored at a certain level.
1. Risk management objectives and policies
The Group's risk management objectives are to achieve proper balance between risks and yield,
minimize the adverse impacts of risks on the Group's operation performance, and maximize the
benefits of the shareholders and other equity investors. Based on these risk management
objectives, the Group's basic risk management strategy is to identify and analyze the industry's
exposure to various risks, establish appropriate bottom line for risk tolerance, implement risk
management, and monitors these exposures to ensure the risks are monitored at a certain level.
- 90 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT - continued
1. Risk management objectives and policies - continued
1.1 Market risk
1.1.1. Currency risk
Currency risk is the risk that losses will occur because of changes in foreign exchange rates. The
Group's exposure to the currency risk is primarily associated with USD and HKD. Several of the
Group's subsidiaries have purchases and sales denominated in HKD while the Group's other
principal activities are denominated and settled in RMB. As at 30 June 2014, the balance of the
Group's assets and liabilities are both denominated in RMB, except that balance of assets set out
below is in HKD and USD. Currency risk arising from the foreign currency balance of assets and
liabilities may have impact on the Group's performance.
Unit: RMB
Item Closing balance Opening balance
Cash and cash equivalents 203,635,169.25 103,935,039.66
- HKD 36,299,546.14 31,017,228.58
- USD 167,335,623.11 72,916,292.09
- RMB - 1,518.99
Accounts receivable 45,325,903.33 22,875,401.14
- HKD 750,947.10 4,985,052.96
- USD 44,574,956.23 9,937,095.08
- RMB - 7,953,253.10
Short-term borrowings 555,660,000.00 550,340,000.00
- HKD 555,660,000.00 550,340,000.00
Accounts payable 5,235,160.95 1,953,953.35
- HKD 4,373,142.47 873,982.40
- USD 862,018.48 -
- RMB - 1,079,970.95
The Group closely monitors the effects of changes in the foreign exchange rates on the Group's
currency risk exposures, to minimize the company's currency risk. According to the current risk
exposure and judgment of the exchange rate movements, management considers the probable loss
resulted from foreign exchange rate fluctuation to be fairly low.
1.1.2. Interest rate risk
The Group's interest rate risk arises from debt with interests, such as bank loan. The floating
interest rate of financial liability makes the Group confronted with interest rate risk of cash flows.
And the fixed interest rate of financial liability makes the Group confronted with interest rate risk
of fair value. The Group determines the relative proportion of fixed interest rate and floating
interest rate according to the prevailing market conditions.
The financial department of the Group has been responsible for monitoring the interest rate. The
increase of interest rate could enhance the cost of new interest-bearing debts and that of
outstanding floating interest-bearing debts, which has material adverse effect on the financial
performance of the Group. The management would make prompt responses to the latest market
conditions, including obtaining fixed rate loan or adjusting financial leverage ratio, etc.
- 91 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT - continued
1. Risk management objectives and policies - continued
1.2. Credit risk
As at 30 June 2014, the Group's maximum exposure to credit risk which will cause a financial
loss to the Group due to failure to discharge an obligation by the counterparties and financial
guarantees issued by the Group is arising from the carrying amount of the respective recognized
financial assets as stated in the consolidated balance sheet. For financial instruments measured at
fair value, the carrying amount reflects the exposure to risks but not the maximum exposure to
risks; the maximum exposure to risks would vary according to the future changes in fair value.
In order to minimize the credit risk, the Group has delegated a team responsible for determination
of credit limits, credit approvals and other monitoring procedures to ensure that follow-up action
is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each
individual trade debt at each balance sheet date to ensure that adequate impairment losses are
made for irrecoverable amounts. In this regard, the management of the Group considers that the
Group's credit risk is significantly reduced.
The credit risk on liquid funds is limited because the counterparties are banks with high credit
ratings.
The Company adopted necessary policies to make sure that all clients and customers are attributed
with merit credit records.
1.3. Liquidity risk
In the management of the liquidity risk, the Group monitors and maintains a level of cash and
cash equivalents deemed adequate by the management to finance the Group's operations and
mitigate the effects of fluctuations in cash flows. The management monitors the utilization of
bank borrowings and ensures compliance with loan covenants.
Most of the Group's bank borrowings are short-term borrowings. As at 30 June 2014, the Group
has net current liabilities of RMB445,217,913.66 (2013: RMB507,618,546.34). The Group's
management is confident that short-term borrowings will be rolled over or replaced by a new
financing channel when due. In addition, the Group has available unutilized bank loan facilities of
approximatelyRMB4,251,052,000(2013: RMB4,094,903,500.00). Consequently, the management
believes that the Group is not exposed to significant liquidity risks. In addition, other factors that
have been taken into account in the disclosure of how to mitigate liquidity risk should also be
disclosed.
- 92 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT - continued
1. Risk management objectives and policies - continued
1.3. Liquidity risk - continued
The following is the maturity analysis for financial assets and financial liabilities held by the
Group which is based on undiscounted remaining contractual obligations:
Unit: RMB
More than 5
Item Book value Total amount Within one year 1-5 years
years
Cash at bank and on hand 782,831,116.07 782,831,116.07 782,831,116.07 - -
Notes receivable 5,406,070.00 5,406,070.00 5,406,070.00 - -
Accounts receivable 288,204,328.27 288,204,328.27 288,204,328.27 - -
Interest receivable 143,550.00 143,550.00 143,550.00 - -
Other receivables 28,010,352.28 28,010,352.28 28,010,352.28 - -
Short-term borrowings 555,660,000.00 567,229,046.90 567,229,046.90 - -
Available-for-sale financial
5,540,000.00 5,540,000.00 5,540,000.00 - -
assets
Accounts payable 81,009,113.10 81,009,113.10 81,009,113.10 - -
Interest payable 24,980,280.71 24,980,280.71 24,980,280.71 - -
Dividends payable 328,666,010.79 328,666,010.79 328,666,010.79 - -
Other payable 93,931,030.52 93,931,030.52 93,931,030.52 - -
Other current liabilities 400,000,000.00 420,000,000.00 420,000,000.00 - -
Bonds payable 994,303,561.66 1,189,264,660.48 49,708,089.86 1,139,556,570.61 -
2. Fair value
Fair values of the financial assets and financial liabilities are determined as follows:
The fair value of financial assets and financial liabilities with standard terms and conditions
traded on active markets are determined with reference to quoted market bid prices and ask
prices respectively;
The fair value of other financial assets and financial liabilities (excluding derivative
instruments) are determined in accordance with generally accepted pricing models based on
discounted cash flow analysis or using prices from observable current market transactions;
The fair value of derivative instruments are determined with reference to quoted market prices.
The management considers that the book value of financial assets and liabilities measured at
amortized cost is approximately equal to the fair value of financial assets and liabilities.
- 93 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT - continued
2. Fair value - continued
Fair value hierarchy
The following table provides an analysis of financial instruments that are measured subsequent to
initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair
value is observable.
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 (i.e. as prices) or indirectly (i.e. derived from prices);
Level 3 - inputs for the asset or liability that are not based on observable market data
(unobservable inputs).
Unit: RMB
Closing Balance
Item
Level 1 Level 2 Level 3 Total
Held-for-trading financial assets: - - - -
- Derivative financial assets - - - -
Available-for-sale financial assets: - - - -
- Equity instruments 5,540,000.00 - - 5,540,000.00
Total 5,540,000.00 - - 5,540,000.00
Held-for-trading financial liabilities: - - - -
- Derivative financial liabilities - - - -
Total - - - -
Unit: RMB
Opening Balance
Item
Level 1 Level 2 Level 3 Total
Held-for-trading financial assets: - - - -
－ Derivative financial assets - - - -
Available-for-sale financial assets: - - - -
－ Equity instruments 5,580,000.00 - - 5,580,000.00
Total 5,580,000.00 - - 5,580,000.00
Held-for-trading financial liabilities: - - - -
－ Derivative financial liabilities - - - -
Total - - - -
There are no transfers between Level 1 and Level 2 for the fair value measurements of the Group's
financial assets and financial liabilities in the current year and in the prior year.
- 94 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT - continued
3. Sensitivity analysis
The Group adopts sensitivity analysis techniques to analyze how the entity's profit and loss for the
period and shareholders 'equity would have been affected by changes in the relevant risk variables
that were reasonably possible. As it is unlikely that risk variables will change in an isolated
manner, and the interdependence between risk variables will have significant effect on the amount
ultimately influenced by the changes in a single risk variable, the following items are based on the
assumption that each risk variable has changes on a stand-alone basis.
3.1. Currency risk
3.1.1 The assumption for the sensitivity analysis on currency risk is that all the cash flow hedges
and hedges of a net investment in a foreign operation are highly effective.
3.1.2 The Group does not conduct sensitivity analysis of the subsidiary with HKD as its functional
currency, as it is exposed to minimal foreign exchange risk. The table below is a sensitivity
analysis of RMB functional currency of the Company and its subsidiaries to foreign exchange risk.
On the basis of the above assumption, where all other variables are held constant, the reasonably
possible changes in the foreign exchange rate may have the following pre-tax effect on the profit
or loss for the period or equity:
Unit: RMB
Changes in Jan.-Jun.2014 Jan.-Jun.2013
Item exchange Effect on Effect on
Effect on profits Effect on profits
rate shareholders' equity shareholders' equity
All 5%
foreign appreciation
(15,596,704.42) (15,596,704.42) (43,863,446.03) (43,863,446.03)
currencies against
RMB
All 5%
foreign depreciation
15,596,704.42 15,596,704.42 43,863,446.03 43,863,446.03
currencies against
RMB
3.2. Sensitivity analysis on interest rate risk:
3.2.1 The sensitivity analysis on interest rate risk is based on the following assumptions:
For fixed rate financial instruments measured at fair value, changes in the market interest rate
may influence the interest income or expense of the variable rate financial instruments;
For derivative financial instruments designated as hedging instruments, changes in the
market interest rate influence their fair values, and all the hedges of interest rate risk are
expected to be highly effective;
Changes in the fair value of derivative financial instruments and other financial assets and
liabilities are calculated at the market interest rate as at the balance sheet date, using the
method of discounted cash flow analysis.
- 95 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT - continued
3. Sensitivity analysis - continued
3.2. Sensitivity analysis on interest rate risk: - continued
3.2.2 On the basis of the above assumptions, where all other variables are held constant, the
reasonably possible changes in the interest rate may have the following pre-tax effect on the profit
or loss for the period or equity:
Unit: RMB
Jan.-Jun.2014 Jan.-Jun.2013
Effect on Effect on
Item Changes in interest rate
Effect on profits shareholders' Effect on profits shareholders'
equity equity
Floating rate loan Increase by 1% (71,136.68) (71,136.68) (79,062.12) (79,062.12)
Floating rate loan Decrease by 1% 71,136.68 71,136.68 79,062.12 79,062.12
(XII) NOTES TO THE FINANCIAL STATEMENTS
1. Accounts receivable
(1) Disclosure of accounts receivable by categories:
Unit: RMB
Closing balance Opening balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Item
Proportion Proportion Proportion
Amount Amount Amount Proportion (%) Amount
(%) (%) (%)
Accounts receivable that are
individually significant and for which
- - - - - - - -
bad debt provision has been assessed
individually(Note)
Accounts receivable for which bad debt provision has been assessed by portfolios
Portfolio 1 393,091.00 1.82 - - 340,769.83 1.87 - -
Portfolio 2 21,230,564.43 98.18 - - 17,876,763.45 98.13 - -
Subtotal of portfolios 21,623,655.43 100.00 - - 18,217,533.28 100.00 - -
Total 21,623,655.43 100.00 - - 18,217,533.28 100.00 - -
Note: Top five balances of accounts receivable are deemed as individually significant accounts
receivable by the Group.
Aging analysis of accounts receivable is as follows:
Unit: RMB
Closing balance Opening balance
Bad debt
Aging Proporti Bad debt Carrying Proportio
Carrying amount Book value provisio Book value
on (%) provision amount n (%)
n
Within 1 year 21,623,655.43 100.00 - 21,623,655.43 18,217,533.28 100.00 - 18,217,533.28
Accounts receivable portfolios for which bad debt provision has been assessed using the aging
analysis approach:
Unit: RMB
Closing balance Opening balance
Aging Bad debt
Proporti Bad debt Carrying Proportio
Carrying amount Book value provisio Book value
on (%) provision amount n (%)
n
Within 1 year 21,230,564.43 100.00 - 21,230,564.43 17,876,763.45 100.00 - 17,876,763.45
- 96 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
1. Accounts receivable - continued
(2) Top five companies with the largest balances of accounts receivable:
Unit: RMB
Proportion of
the amount to
Relationship with
Name of entity Amount Aging the total
the Company
accounts
receivable (%)
Customer G Customer 3,915,972.08 Within 1 year 18.11
Customer H Customer 16,538.00 Within 1 year 0.08
Customer I Customer 15,950.00 Within 1 year 0.07
Customer J Customer 13,156.00 Within 1 year 0.06
Customer K Customer 2,930.00 Within 1 year 0.01
Total 3,964,546.08 18.33
(3) As at 30 June 2014, no balances included in above accounts receivable are due from the
shareholders of the Company who hold over 5% voting right. Please refer to Note (XII) 6(1) for
receivables from related parties.
2. Other receivables
(1) Disclosure of other receivables by categories:
Unit: RMB
Closing balance Opening balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Category
Proportion Proportion Proportion Proportion
Amount Amount Amount Amount
(%) (%) (%) (%)
Other receivables that are individually
significant and for which bad debt provision - - - - - - - -
has been assessed individually
Other receivables for which bad debt provision has been assessed by portfolios
Portfolio 1 836,501,703.56 99.89 - - 825,316,780.47 99.95 - -
Portfolio 2 882,469.49 0.11 383,456.60 43.45 383,456.60 0.05 383,456.60 100.00
Subtotal of portfolios 837,384,173.05 100.00 383,456.60 0.05 825,700,237.07 100 383,456.60 0.04
Total 837,384,173.05 100.00 383,456.60 0.05 825,700,237.07 100 383,456.60 0.04
Note: Top five balances of other receivables are deemed as individually significant other receiv-
ables by the Group.
Aging analysis of other receivables is as follows:
Unit: RMB
Closing balance Opening balance
Proportion Bad debt Proportion Bad debt
Aging Carrying amount (%) provision Book value Carrying amount (%) provision Book value
Within 1 year 836,293,554.54 99.87 - 836,293,554.54 99.51 - 821,613,575.43
More than 1 year 622,161.91 0.07 - 622,161.91 0.11 - 884,236.88
More than 2 years but
50,000.00 0.01 - 50,000.00 0.10 - 839,166.12
not exceeding 3 years
More than 3 years 418,456.60 0.05 383,456.60 35,000.00 0.29 383,456.60 1,979,802.04
Total 837,384,173.05 100.00 383,456.60 837,000,716.45 100.00 383,456.60 825,316,780.47
- 97 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
2. Other receivables - continued
Disclosure of other receivables by categories: - continued
Other receivables portfolios for which bad debt provision has been assessed using the aging
analysis:
Unit: RMB
Closing balance Opening balance
Aging Proportion Bad debt Proportion Bad debt
Carrying amount Book value Carrying amount Book value
(%) provision (%) provision
Within 1 year 499,012.89 56.55 - 499,012.89 - - - -
More than 1 year - - - - - - - -
More than 2 years but not
- - - - - - - -
exceeding 3 years
More than 3 years 383,456.60 43.45 383,456.60 - 383,456.60 100.00 383,456.60 -
Total 882,469.49 100.00 383,456.60 499,012.89 383,456.60 100.00 383,456.60 -
(2) Top five companies with the largest balances of other receivables:
Unit: RMB
Proportion of the
Relationship with the amount to the total
Name of entity Amount Aging
Company accounts
receivable (%)
Dongguan Chiwan Terminal Company Subsidiary of the
450,000,000.00 Within one year 53.74
Limited Company
Subsidiary of the
Dongguan Chiwan Wharf Co., Ltd. 372,000,000.00 Within one year 44.42
Company
Shenzhen Chiwan Shipping and Subsidiary of the
6,500,000.00 Within one year 0.78
Transportation Company Limited Company
Subsidiary of the
Chiwan Wharf Holdings (H.K.) Limited 2,835,891.23 Within one year 0.34
Company
China Nanshan Development (Group)
Incorporation
Shareholders 1,269,537.37 Within one year 0.15
Total 832,605,428.60 99.43
(3) As at 30 June 2014, except for CND Group, no balances included in above other receivables
are due from the shareholders of the Company who hold over 5% voting right. Please refer to
Note (XII) 6(1) for receivables from related parties.
- 98 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
3. Long-term equity investments
(1) Categories of long-term equity investments
Unit: RMB
Item Opening balance Increase Decrease Closing balance
Investment in subsidiaries 1,152,288,200.00 - - 1,152,288,200.00
Investment in joint ventures 833,537,997.04 18,909,226.32 15,606,241.62 836,840,981.74
Investment in associates 250,040,594.87 723,551.72 - 250,764,146.59
Other long-term equity investments 17,037,500.00 - - 17,037,500.00
Subtotal 2,252,904,291.91 19,632,778.04 15,606,241.62 2,256,930,828.33
Less: Provision for impairment of
3,128,300.00 - - 3,128,300.00
long-term equity investments
Net amount 2,249,775,991.91 - - 2,253,802,528.33
As at 30 June 2014, the long-term equity investments of the Company were not subject to restri-
ction on disposal or remittance of return on investments.
- 99 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
3. Long-term equity investments - continued
(2) Details of long-term equity investments are as follows:
Unit: RMB
Explanation of the
Proportion
Proportion of proportion of ownership Provision for
of voting Provision for
Changes ownership interests being not impairment Cash dividends
Investee Accounting method Investment cost Opening balance Closing balance power in the impairment
(increase/decrease) interests in the consistent with the losses for the for the period
investee losses
investee (%) proportion of voting period
(%)
power
Shenzhen Chiwan Terminal Company
Cost method 47,500,000.00 47,500,000.00 - 47,500,000.00 95.00 95.00 N/A - - -
Limited
Shenzhen Chiwan International
Cost method 5,500,000.00 5,500,000.00 - 5,500,000.00 100.00 100.00 N/A - - -
Freight Agency Company Limited
Shenzhen Chiwan Harbor Container
Cost method 250,920,000.00 250,920,000.00 - 250,920,000.00 84.98 84.98 N/A - - -
Company Limited
Shenzhen Chiwan Transportation
Cost method 7,000,000.00 7,000,000.00 - 7,000,000.00 75.00 75.00 N/A - - -
Company Limited
Chiwan Wharf Holdings (H.K.)
Cost method 1,070,000.00 1,070,000.00 - 1,070,000.00 100.00 100.00 N/A - - -
Limited
Shenzhen Chiwan Shipping and
Cost method 24,000,000.00 24,000,000.00 - 24,000,000.00 90.00 90.00 N/A - - -
Transportation Company Limited
Shenzhen Chiwan Trains-Grains
Cost method 33,750,000.00 33,750,000.00 - 33,750,000.00 75.00 75.00 N/A - - -
Terminal Company Limited
Chiwan Container Terminal Company
Cost method 421,023,200.00 421,023,200.00 - 421,023,200.00 51.00 51.00 N/A - - -
Limited
Dongguan Chiwan Wharf Company
Cost method 186,525,000.00 186,525,000.00 - 186,525,000.00 41.45 41.45 N/A - - -
Limited
Dongguan Chiwan Terminal
Cost method 175,000,000.00 175,000,000.00 - 175,000,000.00 43.75 43.75 N/A - - -
Company Limited
China Ocean Shipping Agency
Cost method 13,510,000.00 13,510,000.00 - 13,510,000.00 15.00 15.00 N/A - - -
(Shenzhen) Company Limited
Shenzhen Petro-chemical Industry
Cost method 3,500,000.00 3,500,000.00 - 3,500,000.00 0.26 0.26 N/A 3,117,800.00 - -
(Group) Company Limited.
Guangdong Guang Jian Group
Cost method 27,500.00 27,500.00 - 27,500.00 0.02 0.02 N/A 10,500.00 - -
Company Limited
China Merchants Holdings
(international) information technology Equity method 1,875,000.00 13,482,832.15 (1,669,712.31) 11,813,119.84 23.16 23.16 N/A - - -
company Ltd
CMBL Equity method 140,000,000.00 135,452,623.57 1,125,916.74 136,578,540.31 20.00 20.00 N/A - - -
China Development Finance Co., Ltd. Equity method 100,000,000.00 101,105,139.15 1,267,347.29 102,372,486.44 20.00 20.00 N/A - - -
China Overseas Harbor Affairs
Equity method 749,655,300.00 833,537,997.04 3,302,984.70 836,840,981.74 40.00 40.00 N/A - - 15,606,241.62
(Laizhou) Co., Ltd.
Total - - 2,252,904,291.91 4,026,536.42 2,256,930,828.33 - - - 3,128,300.00 - 15,606,241.62
- 100 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
3. Long-term equity investments - continued
(3) Investments in joint ventures and associates
Unit: RMB
Proportion of Proportion of
Investee's total Investee's total Total net assets at Total operating
ownership voting power in Net profit for the
Investee assets at the end of liabilities at the end the end of the income for the
interests in the the investee period
the period of the period period period
investee (%) (%)
I. Joint ventures
China Overseas Harbor
40.00 40.00 2,160,150,180.03 321,135,193.31 1,839,014,986.72 145,188,671.76 46,860,030.68
Affairs (Laizhou) Co., Ltd.
II. Associates
China Merchants Holdings
(international) information 23.16 23.16 70,069,294.80 12,733,388.25 57,335,906.55 27,546,109.87 (7,209,465.93)
technology company Ltd
CMBL 20.00 20.00 2,106,388,578.71 1,421,071,369.53 685,317,209.18 95,202,616.31 5,629,583.70
China Development Finance
20.00 20.00 2,431,569,954.93 1,919,367,730.72 512,202,224.22 29,483,450.48 6,336,736.45
Co., Ltd.
(4) Provision for long-term equity investments
Unit: RMB
Opening Closing
Investee Increase Decrease
balance balance
Shenzhen Petro-chemical Industry (Group)
3,117,800.00 - - 3,117,800.00
Company Limited
Guangdong Guang Jian Group Company
10,500.00 - - 10,500.00
Limited
Total 3,128,300.00 - - 3,128,300.00
4. Operating income and operating costs
(1) Operating income and operating costs
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Principal operating income 93,571,818.18 49,987,231.10
Other operating income 15,862,202.03 7,086,751.97
Total 109,434,020.21 57,073,983.07
Principal operating costs 83,067,572.46 59,994,160.29
Other operating costs 578,571.96 697,577.82
Total 83,646,144.42 60,691,738.11
(2) Principal operating activities (classified by business)
Unit: RMB
Jan.-Jun.2014 Jan.-Jun.2013
Item
Operating income Operating costs Operating income Operating costs
Load and unload services 93,571,818.18 83,067,572.46 49,987,231.10 59,994,160.29
- 101 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
4. Operating income and operating costs - continued
(3) Other activities
Unit: RMB
Jan.-Jun.2014 Jan.-Jun.2013
Item Other operating Other operating Other operating Other operating
income costs income costs
Lease 9,192,540.77 578,571.96 3,045,432.44 697,577.82
Port ancillary services 5,953,954.89 - 3,640,519.18 -
Documentation fee 230,754.56 - 220,724.04 -
Sales of material 111,287.19 - 159,631.38 -
Security fee 373,664.62 - 20,444.93 -
Total 15,862,202.03 578,571.96 7,086,751.97 697,577.82
(4) Operating income from the Company's top five customers
Unit: RMB
Proportion to total
Name of customer Operating income operating income of the
Company (%)
Customer M 22,192,664.06 20.28
Customer N 16,453,212.87 15.03
Customer H 15,424,003.11 14.09
Customer O 11,669,435.27 10.66
Customer P 10,570,101.98 9.66
Total 76,309,417.29 69.72
5. Investment income
(1) Details of investment income
Unit: RMB
Item Jan.-Jun.2014 Jan.-Jun.2013
Income of long-term equity investments under cost method - -
Income of long-term equity investments under equity method 19,632,778.04 17,735,893.39
Income from disposal of long-term equity investment - -
Investment income on available-for-sale financial assets, etc. 380,000.00 -
Others 1,202,054.79 -
Total 21,214,832.83 17,735,893.39
- 102 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
5. Investment income - continued
(2) Income of long-term equity investments under equity method
Unit: RMB
Reasons for increases or
Investee Jan.-Jun.2014 Jan.-Jun.2013 decreases in the current
compared to the prior period
China Overseas Harbour Affairs (Laizhou) Net income of investee
18,909,226.32 16,091,208.63
Co., Ltd fluctuates.
Net income of investee
CMBL 1,125,916.74 1,406,013.54
fluctuates.
China Merchants Holdings (international) Net income of investee
(1,669,712.31) 238,671.22
information technology company Ltd fluctuates.
Net income of investee
China Development Finance Co., Ltd 1,267,347.29 -
fluctuates.
Total 19,632,778.04 17,735,893.39
- 103 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
6. Related party transactions
(1) Amounts due from/to related parties
Unit: RMB
Item Related parties Closing balance Opening balance
Interests
Shenzhen Chiwan International Freight Agency Company Limited 218,084.00 218,084.00
receivable
Shekou Container Terminals Limited 74,500.00 107,750.00
Accounts CPSB 6,118,875.00 110,353.83
receivable China Ocean Shipping Agency (Shenzhen) Company Limited 283,664.00 122,666.00
Total 6,477,039.00 340,769.83
Other
Dongguan Chiwan Terminal Company Limited 450,000,000.00 393,700,000.00
receivables
Dongguan Chiwan Wharf Company Limited 372,000,000.00 417,000,000.00
Shenzhen Chiwan Shipping and Transportation Company Limited 6,500,000.00 10,000,000.00
Chiwan Wharf Holdings (H.K.) Limited 2,835,891.23 2,835,771.65
CPSB 135,621.91 135,621.91
Nanshan Group 1,269,537.37 -
Chiwan Container Terminal Company Limited 195,711.00 -
Others 272,090.59 24,536.15
Total 833,208,852.10 823,695,929.71
Long-term
Chiwan Wharf Holdings (H.K.) Limited 11,004,284.75 11,004,284.75
receivables
Accounts Xuqin 1,594,358.00 1,841,926.00
payable
Nanshan Group 818,972.60 1,764,168.70
Shenzhen Chiwan Transportation Company Limited 452,812.00 335,665.00
Shekou Container Terminals Limited 180,000.00 120,000.00
Total 3,046,142.60 4,061,759.70
Shenzhen Malai Warehouse Co., Ltd 40,621,923.73 -
Dividends
Nanshan Group 104,020,496.27 -
payable
Total 144,642,420.00 -
Other
Chiwan Container Terminal Company Limited 312,107,296.72 145,868,442.09
payables
Shenzhen Chiwan Trains-Grains Terminal Company Limited 93,816,763.75 79,646,554.60
Shenzhen Chiwan Transportation Company Limited 40,726,053.61 45,365,261.99
Shenzhen Chiwan Harbor Container Company Limited 128,723,196.66 50,853,300.94
Shenzhen Chiwan Terminal Company Limited 50,562,128.90 43,211,371.33
Dongguan Chiwan Wharf Company Limited 24,977,032.01 13,241,025.98
Shenzhen Chiwan International Freight Agency Company Limited 2,601,197.44 4,447,292.32
Shenzhen Chiwan Shipping and Transportation Company Limited 742,834.97 1,426,865.36
Dongguan Chiwan Terminal Company Limited 434,998.81 280,246.26
Chiwan Wharf Holdings (H.K.) Limited 252,346.00 596,348.85
China Merchants Holdings (International) Information Technology
6,400.00 6,400.00
Company Ltd.
Total 654,950,248.87 384,943,109.72
Interests Shenzhen Chiwan Trains-Grains Terminal Company Limited 522,448.63 1,462,499.93
payable
Shenzhen Chiwan Shipping and Transportation Company Limited 343,713.01 1,839,083.26
Shenzhen Chiwan Terminal Company Limited 481,549.07 774,550.04
Chiwan Container Terminal Company Limited 148,345.89 494,250.00
Total 1,496,056.60 4,570,383.23
- 104 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Note: The Company collectively manages and coordinates the use of the capital within the Group.
Various subsidiaries save their money with the Company, or apply for fund when needed.
The Company collects fund usage expenses based on the actual financing costs incurred.
(2) Guarantee with related parties
Unit: RMB
Inception date of Expiration date of Whether guarantee
The guarantor The principal Guaranteed amount
guarantee guarantee has been fulfilled
Dongguan Chiwan Terminal
100,000,000.00 26/04/2012 07/02/2015 No
Company Limited
Shenzhen Chiwan Harbor
100,000,000.00 26/04/2012 07/02/2015 No
Container Company Limited
Total 200,000,000.00
7. Supplementary information to the cash flow statement
Unit: RMB
Supplementary information Jan.-Jun.2014 Jan.-Jun.2013
1. Reconciliation of net profit to cash flows from operating activities:
Net profits (3,202,090.09) (11,712,029.85)
Add: Provision for impairment losses of assets - 161,950.98
Depreciation of fixed assets 4,868,979.65 6,503,092.74
Depreciation and amortization of investment property 479,717.16 479,702.82
Amortization of intangible assets 1,741,518.11 1,589,686.50
Amortization of long-term prepaid expenses 439,712.16 393,389.38
Losses on disposal of fixed assets, intangible assets and
2,374.22 -
other long-term assets
Financial expenses 44,014,951.18 29,515,821.58
Loss (Gains) arising from investments (21,214,832.83) (17,735,893.39)
Decrease (Increase) in deferred tax assets 3,282,922.15 (9,789,307.72)
Decrease in inventories 33,375.24 285,248.18
Decrease (Increase) in operating receivables (14,874,558.13) 398,827,647.00
Increase (Decrease) in operating payables 264,313,268.92 (528,801,618.58)
Net cash flows from operating activities 279,885,337.74 (130,282,310.36)
2. Net changes in cash and cash equivalents:
Closing balance of cash 611,353,388.32 400,200,343.02
Less: Opening balance of cash 465,329,241.75 149,792,424.85
Net increase in cash and cash equivalents 146,024,146.57 250,407,918.17
- 105 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
SUPPLEMENTARY INFORMATION TO THE CASH FLOW STATEMENT
FOR THE SIX MONTHS ENDED 30 JUNE 2014
1. BREAKDOWN OF EXTRAORDINARY GAINS AND LOSSES
Unit: RMB
Item Amounts Description
Profit or loss on disposal of non-current assets (74,463.56)
Tax refunds or reductions with ultra vires approval or without official approval -
documents
Government grants recognized in profit or loss (except for grants that are closely 4,290,189.30
related to the Company's business and are in amounts and quantities fixed in
accordance with the national standard)
Money lending income earned from non-financial institutions in profit or loss -
The excess of attributable fair value of identifiable net assets over the consideration -
paid for subsidiaries, associates and joint ventures
Profit or loss on exchange of non-monetary assets -
Profit or loss on entrusted investments or assets management -
Impairment losses provided for each asset due to force majeure, e.g. acts of God -
Profit or loss on debt restructuring -
Business restructuring expenses, e.g., expenditure for layoff of employees, integration -
expenses, etc.
Profit or loss relating to the unfair portion in transactions with unfair transaction price -
Net profit or loss of subsidiaries recognized as a result of business combination of -
enterprises under common control from the beginning of the period up to the business
combination date
Profit or loss arising from contingencies other than those related to normal operating -
business
Profit or loss on changes in the fair value of financial assets and financial liabilities -
held for trading and investment income on disposal of held-for-trading financial
assets, held-for-trading financial liabilities and available-for-sale financial assets,
other than the effective hedging activities relating to normal operating business
Reversal of provision for accounts receivable that are tested for impairment losses -
individually
Profit or loss on entrusted loans -
Profit or loss on changes in the fair value of investment properties that are -
subsequently measured using the fair value model
Effects on profit or loss of one-off adjustment to profit or loss for the period according -
to the requirements by tax laws and accounting laws and regulations
Custodian fees earned from entrusted operation -
Other non-operating income or expenses other than above 296,405.13
Other profit or loss that meets the definition of non-recurring profit or loss -
Tax effects (938,290.52)
Effects of minority interest (after tax) (1,329,048.78)
Total 2,244,791.57
2. RETURN ON NET ASSETS AND EARNINGS PER SHARE ("EPS")
The return on net assets and EPS have been prepared by Shenzhen Chiwan Wharf Co., Ltd (hereinafter
"the Company") in accordance with Information Disclosure and Presentation Rules for Companies
Making Public Offering No. 9 - Calculation and Disclosure of Return on Net Assets and Earnings per
Share (Revised 2010) issued by China Securities Regulatory Commission.
Unit: RMB
Weighted average return on net EPS
Profits incurred in the current period
assets (%) Basic EPS Diluted EPS
Net profit for the current period attributable to
5.85 0.365 0.365
ordinary shareholders
Net profit attributable to ordinary shareholders
5.79 0.362 0.362
after extraordinary gains and losses
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
SUPPLEMENTARY INFORMATION TO THE CASH FLOW STATEMENT
FOR THE SIX MONTHS ENDED 30 JUNE 2014
3. ABNORMAL FINANCIAL STATEMENTS ITEMS ("F/S ITEMS") AND EXPLANATION OF
REASONS
Unit: RMB
F/S items Closing balance Opening balance Change by Cause for the changes
1 Currency funds 782,831,116.07 715,539,516.48 9% Cash surplus from operating activities
2 Notes receivable 5,406,070.00 200,000.00 2603% New notes receivable in the current period
3 Dividends receivable - 3,334,985.50 -100% Dividends received in the current period
4 Other receivables 28,010,352.28 12,579,679.85 123% Agency funds receivable increased
5 Other current assets 13,923,960.19 15,672,486.73 -11% Input tax to be deducted decreased
Long-term equity Long-term equity investments in jointly-run and
6 1,601,837,934.31 1,574,597,485.03 2%
investments associated enterprises increased
The Machong Berth 4# and 5# supporting project
7 Fixed assets 3,399,124,607.02 2,828,481,942.32 20%
was completed and carried forward
The project was completed and transferred into
8 Construction in progress 24,959,918.71 615,064,297.08 -96%
fixed assets
The prepayment for land was transferred into
9 Other non-current assets 98,623,826.09 174,669,665.62 -44%
intangible assets
10 Short-term borrowings 555,660,000.00 550,340,000.00 1% Book-keeping exchange rate fluctuations
11 Taxes payable 44,454,427.26 61,282,690.48 -27% The actual income tax paid in the current period
The interest on short-term financing bills and
12 Interest payable 24,980,280.71 36,813,185.09 -32%
corporate bonds was paid
Provisions were made for dividends payable as
13 Dividends payable 328,666,010.79 77,208,156.09 326%
resolved by the general meeting
The engineering quality assurance retention funds
14 Other payables 93,931,030.54 59,144,474.30 59% payable and the collections & payments on behalf
of others increased in the current period
Non-current liabilities due
15 4,661,924.52 4,676,624.27 0%
within one year
The Company issued short-term financing bills of
16 Other current liabilities 400,000,000.00 500,000,000.00 -20% RMB 400 million and repaid short-term financing
bills of RMB 500 million this year
17 Bonds payable 994,303,561.66 993,510,137.00 0%
F/S items Jan.-Jun.2014 Jan.-Jun.2013 Change by Cause for the changes
18 Operating income 875,981,241.59 865,235,792.24 1% The bulk cargo handling income increased
19 Operating costs 462,666,123.14 390,222,276.89 19% Labor cost and depreciation increased
Business taxes and
20 3,795,898.11 2,702,573.92 40% The revenues taxable for business tax increased
surcharges
The average occupation amount of interest-borne
loans, the loan interest rates and the exchange loss
21 Financial expenses 37,195,762.94 12,749,188.04 192%
on RMB depreciation increased in the current
period
22 Non-operating income 4,605,897.52 1,656,132.51 178% Governmental subsidies were received
The loss on disposal of non-current assets
23 Non-operating expenses 93,766.65 182,045.18 -48%
decreased
