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公司公告

*ST珠江B:2009年半年度报告(英文版)2009-08-23  

						HAINAN PEARL RIVER HOLDINGS CO., LTD.

    SEMI-ANNUAL REPORT 2009

    Important notice: The Board of Directors, the Supervisory Committee as well as

    directors, supervisors and senior executives of HaiNan Pearl River Holdings Co.,

    Ltd. (hereinafter referred to as the Company) guarantee that no fictitious

    recordation, misleading statement or significant omit is carried over in this report,

    and individually and jointly accept responsibility for the correctness, accuracy

    and completeness of the contents of this report.

    None of directors, supervisors and senior executives stated that he (she) could not

    ensure the correctness, accuracy and completeness of the contents of the Interim

    Report or have objection for this report.

    The semi-annual financial report of the Company has not been audited.

    Mr. Zheng Qing, Chairman of the Board as well as General Manager, Mr. Chen Binglian,

    Standing Deputy General Manager as well as Chief Financial Officer, and Mr. Yang

    Daoliang, Manager of Financial Department hereby confirm that t he Financial Report

    enclosed in the Semi-annual Report is true and complete.

    I. COMPANY PROFILE

    1. Legal name of the Company

    In Chinese: 海南珠江控股股份有限公司

    In English: Hainan Pearl River Holdings Co., Ltd.

    2. Registered Address: 29/F, Royal Empire Building, Pearl River Plaza, Binhai

    Avenue, Haikou

    Office Address: 29/F, Royal Empire Building, Pearl River Plaza, Binhai Avenue,

    Haikou

    Post Code: 570125

    E-mail: hnpearl@public.hk.hi.cn

    3. Legal Representative: Zheng Qing

    4. Secretary of the Board: Gu Lirong

    Contact Address: 29/F, Royal Empire Building, Pearl River Plaza, Binhai Avenue,

    Haikou

    Tel: (86) 898-68581888 ext.

    Fax: (86) 898-68581026

    5. Newspapers Designated by the Company for Disclosing Information:

    China Securities Journal and Hong Kong Wen Wei Po

    Internet Website Designated by China Securities Regulatory Commission for

    Publishing the Semi-Annual Report: http://www.cninfo.com.cn

    Place Where the Annual Report is Prepared and Placed: Secretariat of the Board

    of Directors

    6. Stock Exchange Listed with: Shenzhen Stock Exchange

    Short Form of the Stock: *ST Pearl River, * ST Pearl River BStock Code: 000505, 200505

    7. Initial registration date and place: Jan. 11, 1992 in Haikou, Hainan

    Registered number for business license of corporation: 4600001006830

    Registered number of taxation: 460100201284556

    Organization Code Certificate: 20128455-6

    Certified Public Accountant engaged by the Company: Daxin Certified Public

    Accountants Co., Ltd.

    Office address: 15/F, College of Beijing Nation Mansion. No.1 Zhichun Road.

    Haidian District, Beijing

    II. MAIN FINANCIAL DATA AND INDEXES

    1. Main accounting data and financial index

    Unit: RMB

    End of this report period Period-end of last year

    Increase/decrease at the end of this

    report period compared with that at

    the end of last year(%)

    Total assets 1,758,942,187.24 975,122,914.20 80.38

    Owners’ equity(or shareholders’ equity) 617,785,808.15 119,086,531.85 418.77

    Net assets per share 1.4477 0.2791 418.70

    Report period

    (Jan. to Jun., 2009)

    The same period of last

    year

    Increase/decrease in this report

    period year-on-year (%)

    Operating profit 83,656,958.37 -46,903,511.26 278.36

    Total profit 83,591,061.49 -47,501,992.22 275.97

    Net profit 84,803,402.31 -46,511,719.43 282.33

    Net profit after deducting non-recurring

    gains and losses -46,260,675.51 -45,978,464.73 -0.61

    Basic earnings per share 0.1987 -0.1090 282.29

    Diluted earnings per share 0.1987 -0.1090 282.29

    Return on equity 13.73% -31.18% Increased 44.91 percentage points

    Net cash flow arising from operating

    activities 36,604,404.48 -82,847,973.65 144.18

    Net cash flow arising from operating

    activities per share

    0.09 -0.19 147.37

    2. Items of non-recurring gains and losses

    Items of non-recurring gains and losses Amount

    Gains and losses arising from disposal of non-current assets 125,324.57

    Other net non-operating income and expense -191,221.45

    Investment gains from the disposal of financial assets available for

    sales

    131,129,924.21

    Less: Impact on income tax

    Less: Influence on gains and losses of minority shareholders -50.49

    Total 131,064,077.823. Return on equity and earnings per share

    According to regulations of Rule No.9 for Information Edit for Company Offering

    Public Shares – Calculation and Disclosure for Return on Equity and Earnings per

    Share (emended in 2007) released by CSRC, the r eturn on equity, basic earnings per

    share and diluted earnings per share calculated with fully diluted and weighted

    average method by the Company are listed as follows:

    Return on equity Earnings per share (RMB)

    Profit of the report period

    Fully diluted Weighted average

    Basic earnings

    per share

    Diluted

    earnings

    per share

    Jan.-June, 2009

    Net profit attributable to common shareholders of the Company

    13.7270% 23.0171% 0.1987 0.1987

    Net profit attributable to common shareholders of the Company after

    deducting the non-recurring losses and gains

    -7.4881% -12.5560% -0.1084 -0.1084

    Jan.-June, 2008

    Net profit attributable to common shareholders of the Company

    -31.1785% -26.9736% -0.1090 -0.1090

    Net profit attributable to common shareholders of the Company after

    deducting the non-recurring losses and gains

    -30.8211% -26.6643% -0.1077 -0.1077

    4. Influences on net profit and net asset by IAS

    Net profit attributable to

    shareholders of listed company

    Owners’ equity attributable to

    shareholders of listed company

    Amount in the report

    period

    Amount in last

    period

    Amount in period-end

    Amount in

    period-begin

    IAS 84,803,402 -46,511,719 616,448,808 63,785,532

    CAS 84,803,402 -46,511,719 617,785,808 119,086,532

    Sub-items and total adjusted based on IAS:

    - Adjustment of amortization of land use

    rights -1,337,000 -1,337,000

    - Unrecognized switching back the

    reserve for impairment of financial

    assets available for sales

    -44,035,000

    - Adjustment to investing profit of

    associated companies

    -9,929,000

    Total amount of differences between CAS

    and IAS 0 0 -1,337,000 -55,301,000

    Explanations on differences between CAS

    and IAS

    Land use right of original construction in progress was amortized based on IAS before

    adopting Accounting Standard for Business Enterprise 2006.

    III. CHANGES IN SHARE CAPITAL AND PARTICULARS ABOUT SHAREHOLDERS

    (I)Changes in share capital

    1. In the report period, the total shares of the Company remained unchanged.2. Statement of changes in shares of the Company

    Unit: share

    Before the change Increase or decrease(+,- )as of the period After the change

    Amount Proportion

    New shares

    offered

    Bonus

    share

    Capitalizatio

    n of public

    reserve

    Others Subtotal Amount Proportion

    I. Restricted shares 123,004,609 28.82% 123,004,609 28.82%

    1. State-owned shares

    2. State-owned legal person’s shares 119,080,478 27.90% 149,500 149,500 119,229,978 27.94%

    3. Other domestic shares 3,924,131 0.92% -149,500 -149,500 3,774,631 0.88%

    Including: Domestic non state-owned legal

    person’s shares

    3,898,500 0.91% -149,500 -149,500 3,749,000 0.88%

    Domestic natural person’s shares 25,631 0.01% 25,631 0.01%

    4. Foreign shares

    Including: Foreign legal person’s shares

    Foreign natural person’s shares

    5. Senior shares

    II. Unrestricted shares 303,740,795 71.18% 303,740,795 71.18%

    1. RMB Ordinary shares 238,765,795 55.95% 238,765,795 55.95%

    2. Domestically listed foreign shares 64,975,000 15.23% 64,975,000 15.23%

    3. Overseas listed foreign shares

    4. Others

    III. Total shares 426,745,404 100.00% 426,745,404 100.00%

    (II)Shares held by main shareholders

    1. Ended the report period, the total shareholders of the Company holding A-share

    amounted to 40,605 and 7,708 for those who hold B-share.

    2. Shares held by the top ten shareholders and top ten unrestricted shareholders

    Unit: Share

    Total shareholders 48313

    Particulars about shares held by the top ten shareholders

    Shareholder Nature of shareholder Holding proportion Total shares

    held

    Total restricted

    shares held

    Shares

    pledged or

    frozen

    Beijing Wanfa Real Estate Development Co.,

    Ltd.

    State-owned legal person 26.11 111,432,978 111,432,978 0

    Hebei Securities Co., Ltd. State-owned legal person 1.52 6,497,500 6,497,500 0

    Yang Bochen Domestic natural person 1.17 5,000,000 0 0

    Gu Hongjuan Domestic natural person 0.71 3,019,800 0 0

    Yang Jianzhong Domestic natural person 0.61 2,600,000 0 0

    Jintian Industrial Co., Ltd. Domestic non-state-owned

    legal person

    0.61 2,599,000 2,599,0000 2,599,000

    HOLY TIME GROUP LIMITED Foreign legal person 0.54 2,300,000 0 0

    Wang Shuxia Domestic natural person 0.48 2,047,641 0 0

    Zhang Xiaoxia Domestic natural person 0.46 1,949,250 0 0

    SOUTH CHINA FINANCIAL HOLDINGS

    LIMITED

    Domestic non-state-owned

    legal person

    0.30 1,299,500 1,299,500 0

    Particulars about shares held by the top ten unrestricted shareholders

    Shareholder Total unrestricted shares held Type of shares

    Yang Bochen 5,000,000 RMB common share

    Gu Hongjuan 3,019,800 RMB common share

    Yang Jianzhong 2,600,000 RMB common share

    HOLY TIME GROUP LIMITED 2,300,000 Domestically listed foreign share

    Wang Shuxia 2,047,641 RMB common share

    Zhang Xiaoxia 1,949,250 Domestically listed foreign share

    Pan Qi 1,066,123 Domestically listed foreign share

    Zhuang Haizhang 1,030,900 Domestically listed foreign share

    Zhuang Yingzhen 1,016,100 Domestically listed foreign share

    Fan Jun 1,000,120 RMB common share

    Explanation on associated relationship

    among the top ten shareholders or consistent action

    Among the above shareholders, the largest

    shareholder of the Company has neither related

    relationship with other shareholders, nor belongs

    to consistent actors regulated by Management

    Regulation of Information Disclosure on Change

    of Shareholding for Listed Companies It is

    unknown whether related relationship exists

    among other shareholders or they belong to

    consistent actors regulated by the aforesaid

    regulation.

    Note: Only Beijing Wanfa Real Estate Development Co., Ltd., the first largest

    shareholder of the Company, holds over 5% shares of the Company. In the report period,due to the shareholders holding less than 5% restricted shares of the Company

    reimbursed consideration for share merger reform, 149,500 shares were increased for

    Beijing Wanfa Real Estate Development Co., Ltd.

    2. In the report period, the controlling shareholder and actual controller of the

    Company remained unchanged.

    IV. PARTICULARS ABOUT DIRECTORS, SUPERVISORS AND SENIOR EXECUTIVES

    (I)Shares held by directors, supervisors and senior executives:

    Name Positions

    Shares held at the

    year-begin

    Amount of

    increasing

    shareholding in

    the report period

    Amount of

    decreasing

    shareholding in

    the report period

    Shares held at the

    period-en

    Reason for change

    Zheng Qing

    Chairman of the Board &

    General Manager

    34175 0 0 34175

    Remained unchanged in the

    report period

    (II)The Company has not newly engaged or dismissed directors, supervisors and senior

    executives in the report period.

    (III)The Company has not implemented stock option incentive plan yet. No directors,

    supervisors and senior executives hold stock option or restricted shares of the

    Company in the report period.

    V. REPORT OF THE BOARD

    (I)Main operation in the report period

    The main business of the Company is real estate development. The progress of the

    main projects is as follows;

    1. Till Jun 30th of 2009, civil construction for Wutongdao project, phase-II project

    of Meiling Qingcheng, has been completely finished. As for region A, engineering

    for city planning, road and virescence have been accomplished; water supply is

    available for every family. What’s going on is the work for power and gas supply;

    as for region B, works for city planning and roads have been fully carried out.

    2. As for phase-III project of Longzhu, prophase works are just being done,

    especially for the works in market investigation and programming adjustment.

    (II)Analysis on operation achievements and financial condition

    Item Jan.–June, 2009 Jan.–June, 2008

    Increase or

    decrease (%)

    Sales expense 8,524,798 4,658,741 82.99

    Losses of asset devaluation 7,398,280 3,625,615 104.06

    Investment income 131,129,924 0

    Net profit 83,538,723 -47,529,160 275.76

    Other consolidated income 413,895,874 0

    Net cash flow arising from operating

    activities

    36,604,404 -82,847,974 144.18

    Net cash flow arising from o investing

    activities

    -1,063,139 -24,712,752 95.70

    Net cash flow arising from financing

    activities

    12,080,952 28,370,535 -57.42

    Item June 30, 2009 Dec. 31, 2008

    Increase or

    decrease (%)

    Monetary fund 67,965,850 36,655,536 85.42

    Account paid in advance 41,501,406 28,251,518 46.90

    Other account received 186,263,316 33,822,326 450.71

    Financial assets available for sales 577,220,000 0

    Long-term equity investment 13,153,951 81,154,403.00 -83.79

    Account received in advance 309,840,386 142,957,606 116.74

    Tax payable -15,979,691 2,503,332 -738.34

    Deferred income tax liabilities 120,863,750 0

    Capital reserve 748,156,031 334,260,157 123.82(III)Operation classified according to industry and products

    1. Main operation classified according to industry and products

    Classified according to industries

    or products

    Operation

    income

    Operation

    cost

    Gross profit

    ratio (%)

    Increase or

    decrease of

    operating

    income over

    that of last

    year (%)

    Increase or

    decrease of

    operating cost

    over that of

    last year (%)

    Increase or

    decrease of

    operating profit

    ratio over that

    of last year (%)

    Sales of real estate

    460,000 449,307 2.32 -80.59 -52.34

    Decreased 57.9

    percentage

    points

    Service of property management

    33,005,993 29,223,745 11.46 37.30 41.74

    Decreased 2.78

    percentage

    points

    Tourism hotel service

    14,323,510 8,528,710 40.46 1.67 -41.08

    Increased 43.21

    percentage

    points

    2. Operation classified according to areas

    Unit: RMB

    Area Operation income

    Increase or decrease of operating income over that of last

    year (%)

    Hainan 47,014,573 23.31

    Hubei 314,930 -74.22

    Shanghai 460,000 -60.00

    (IV) Investment of the Company

    In the report period, the Company had no investment project of raise capital or

    previous raised capital.

    (V) Operation development plan in the next half year

    1. Phase II of Wuhan Wutongdao project would be completed and used in the second

    half year, which tried to gain better profit for the Company with high quality and

    efficiency.

    2. Days Hotel and Suite Sanya Resort continued to explore customer sources and tried

    to increase operation income(VI) Performance prediction

    Performance prediction Loss Great increase

    Great Decrease √ Turnover

    Explanation on performance prediction (Explanation on

    reasons, uncertainty and influence of performance

    prediction).

    The equity of Southwest Securities Co., Ltd. held by

    the Company was judicially sold. The investment

    income of the equity was about RMB 0.13 billion. It’s

    expected that the Company will make profit out of loss

    in the third quarter of 2009. The specific amount

    could not be predicted, which will be disclosed in

    the Third Quarterly Report.

    VI. SIGNIFICANT EVENTS

    (I) Corporation governance

    Strictly according to requirements of Company Law, Securities Law, Governance Rules

    of Listed Company, Guidance on Listed Company Articles of Association (2006 Revision)

    and related laws and regulations issued by CSRC, the Company normally operated, and

    the present governance of the Company basically accorded with the regulations of

    relevant documents, the Company has established basic governance structure

    including the general shareholders’ meeting, the board of directors, audit

    committee, remuneration and examination committee, supervisory committee,

    independent directors, secretary of the board of directors and senior executives,

    and also had perfect internal control system. The actual condition of the Company’s

    governance had no significant difference with the requirements of relevant documents

    issued by CSRC.

    (II) Neither profit distribution nor capitalization of capital public reserves would

    be performed in the semi-annual year of 2009.

    (III) Significant lawsuits and arbitration in the report period

    Because the Company didn’t compensate the loans of RMB 130,000,000.00 and relevant

    loss of capital occupation for Chongqing Putian Communication Equipment Co., Ltd.

    within time limit, Chongqing Putian Communication Equipment Co., Ltd. submitted the

    civil lawsuit to Chongqing the 5th Intermediate People’s Court on Oct. 16, 2007.

    Then the Company received the Civil Indictment and Document No. 377 of civil ruling

    with (2007) YWZMCZi from Chongqing the 5th Intermediate People’s Court via e-mail

    on Nov. 30, 2007. According to the application for property preservation from

    Chongqing Putian Communication Equipment Co., Ltd., the document No. 377 of civil

    ruling ordered that 75 million shares of Southwest Securities Co., Ltd. (now

    converting into restricted shares of 53.25 million of Southwest Securities Co., Ltd.)

    held by the Company was sealed up.

    Chongqing the 5 th Intermediate People’s Court judged the lawsuit, and sent Document

    No. 377 of civil ruling with (2007) YWZMCZi on June 5, 2008 as follows:

    The defendant Hainan Pearl River Holdings Co., Ltd. should compensate principle sumof loan RMB 130 million to the accuser Chongqing Putian Telecommunications Co., Ltd.

    within 10 days since the judgment begin to have force effect, and the capital

    occupancy loss is calculated as annual interests rate 6.804% since Sep. 21, 2007

    till the principle sum is paid off.

    Because the Company was judged to compensate the principal of the loan and loss of

    capital occupation, after the lawsuit came into the phase of implementation, the

    Company would make an action for pledge to compensate according to Chongqing

    Taiding Action Co., Ltd., Chongqing Runtong Action Co., Ltd. and Chongqing Jingfeng

    Action Co., Ltd. were entrusted by Chongqing the 5th Intermediate People’s Court

    to make an action for restricted shares of Southwest Securities Co., Ltd. held by

    the Company on Jun.16, 2009 in No.128, Zhongshan 3 rd Road, Yuzhong District, C hongqing

    City (Action Hall on the 2 nd floor of C hongqing United Assets and Equity Exchange).

    There were total 40 actions which was 20 million shares, with 0.5 million shares

    as one action. The total deal amount was RMB 156,670,000, with average price RMB

    7.83 of each deal, which was 23% more than the average price of action on Apr. 14

    judged to cancel. All the fund of the judicial sale would be used for compensating

    the principal of loan and relevant loss of capital occupation to the accuser. The

    investment income of about RMB 0.13 billion formed in this equity action was the

    main reason that the Company made profit out of loss in the semi-annual half of 2009.

    Notices of the lawsuit were disclosed in Securities Times on Dec. 14, 2007 and China

    Securities Jounal on Aug. 6, 2008, Apr. 16, 2009, May 5, 2009 and Jun. 3, 2009.

    (IV) In the report period, the Company had no securities investment or income.

    (V) Particular about holding equity of other listed companies, joint stock financial

    companies and companies planned to be listed

    1. In the report period, particulars about equity of other listed companies and

    companies planned to be listed.

    Stock

    code

    Short form

    of the stock

    Initial

    investment

    amount

    Amount held

    Proportion

    in equity of

    the Company

    Book value at

    period-end

    Gains and

    losses in

    report

    period

    Changes on

    owners’

    equity in the

    report period

    600369

    Southwest

    Securities

    RMB 150

    million

    33.25

    million

    shares

    1.75% 577,220,000.00 413,895,873.99

    2. In the report period, the Company did not hold equity of other financial companies

    (VI) In the report period the Company had no purchase and sale of assets, takeover

    and merger.

    (VII) In the report period, the Company had no significant related transaction or

    related transaction related with daily operation.(VIII) Related Creditor’s rights and liability

    Funds offered to

    related parties

    Funds offered to the listed

    company by related parties

    Related parties

    Relationships with

    related parties

    Occurring

    Amount

    of

    debtor

    Amount in

    period-en

    d

    Occurring

    Amount

    of

    lender

    Amount in

    period-end

    Beijing Xinxing Real Estate

    Development General Company

    The first largest

    shareholder of the

    Company

    -2,150,000.00 152,540,447.00

    Beijing Wanfa Real Estate

    Development Co., Ltd.

    Controlling

    shareholder of the

    first largest

    shareholder

    6,500,000.00 81,725,000.00

    Beijing Yulong Jisheng Real

    Estate Co., Ltd.

    Controlled by one

    party jointly

    1,500,000.00

    Total 4,350,000 235,765,447.00

    Of which: in the report period, the occupied occurring amount and balance that listed

    company provided capital to its shareholders and subsidiaries were respectively RMB

    0.00 and RMB 0.00.

    (IX) Significant contract

    1. In the report period, the Company did not sign any significant contract.

    2. In the report period, the Company had no entrustment, contract or leasing

    proceeding.

    3. In the report period, the Company had no significant guarantee proceeding.

    (X) In the report period, the Company and shareholders holding over 5% equity had

    no commitment.

    Shareholders holding over 5% equity had no commitment of additional-delivering

    restricted shares and increasing holding plan of their own accord in 2009.

    (XI) Special explanation and independent opinions of independent directors on

    capital occupancy and external guarantee of related parties

    Independent directors of the Company expressed Special explanation and independent

    opinions on capital occupancy and external guarantee of related parties as follows:

    1. In the report period, the Company did not provide guarantee for controlling

    shareholders or other related parties;

    2. The Company had no external guarantee happened in the past year and lasted to

    the end of the report period;

    3. There was no capital occupancy of controlling shareholders and other related

    parties.

    (XII) In the report period, the Company made information disclosure and relevantwork according to equality principle, with no reception of investors’ research and

    interview.

    (XIII) The semi-annual financial report did not be audited by CPAs, and the Company

    did not change CPAs in the report period.

    (XIV) In the report period, the Company and its directors, supervisors, senior

    executives, shareholders and actual controllers did not be punished by relevant

    department.

    VII. FINANCIAL STATEMENT (NOT BE AUDITED) (ATTACHMENT)

    VIII. DOCUMENT AVAILABLE FOR REFERENCE

    1. The 2009 S emi-annual report carrying with personal signatures of Chairman of the

    Board.

    2. Financial statements carrying with personal signatures and seals of the legal

    representative, financial principal and person in charge of accounting;

    3. All documents publicly disclosed in the report period on China Securities Journal;

    4. Articles of Association.

    The Board of Directors of

    Hainan Pearl River Holdings Co., Ltd.

    August 2009Hainan Pearl River Holding Company Limited

    Consolidated Balance Sheet

    30 June 2009

    Unit: Renminbi Yuan

    Items Notes 30-Jun-09 31-Dec-08

    Current assets:

    Monetary funds V.1 67,965,850.02 36,655,536.17

    Financial assets held for trading

    Notes receivable

    Accounts receivable V.2 2,366,493.75 4,129,361.34

    Advances to suppliers V.3 41,501,405.97 28,251,517.83

    Interest receivable

    Dividend receivable 260,015.00 260,015.00

    Other receivables V.4 186,263,316.22 33,822,326.10

    Inventories V.5 544,340,892.20 454,982,865.16

    Non-current asset due within 1 year

    Other current assets

    Total current assets 842,697,973.16 558,101,621.60

    Non-current assets:

    Available-for-sale financial assets V.6 577,220,000.00

    Held-to-maturity securities

    Long-term receivables

    Long-term equity investments V.7 13,153,951.24 81,154,403.04

    Investment real estates V.8 21,226,012.20 21,668,361.96

    Fixed assets V.9 271,345,964.75 280,665,887.45

    Construction in progress

    Engineering material 606,206.60 606,206.60

    Disposal of fixed assets 45,277.22

    Bearer biological assets

    Oil and gas assets

    Intangible assets V.10 32,464,487.04 32,926,433.55

    Expense on research and development

    Goodwill

    Long-term prepayments 182,315.03

    Deferred income tax assets

    Other non-current asset

    Total non-current assets 916,244,214.08 417,021,292.60

    Total assets 1,758,942,187.24 975,122,914.20

    Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang DaoliangHainan Pearl River Holding Company Limited

    Consolidated Balance Sheet

    30 June 2009

    Expressed in Renminbi

    Items Notes 30-Jun-09 31-Dec-08

    Current liabilities:

    Short-term loans V.13 21,320,000.00 24,000,000.00

    Financial liabilities held for trading

    Notes payable

    Accounts payable V.14 32,794,320.82 32,924,422.72

    Advances from customers V.15 309,840,386.45 142,957,606.19

    Accrued payroll V.16 3,304,296.85 4,026,386.21

    Taxes payable V.17 -15,979,690.58 2,503,332.27

    Interest payable V.18 84,077,337.80 69,783,831.76

    Dividend payable 3,213,302.88 3,213,302.88

    Other payables V.19 409,668,219.48 403,308,365.93

    Non-current liabilities due within 1 year V.20 5,000,000.00 5,000,000.00

    Other current liabilities

    Total current liabilities 853,238,173.70 687,717,247.96

    Non-current liabilities:

    Long-term borrowings V.21 157,000,000.00 157,000,000.00

    Bonds payable

    Long-term payables

    Special payables

    Accrued liabilities

    Deferred income tax liabilities 120,863,750.00

    Other non-current liabilities

    Total non-current liabilities 277,863,750.00 157,000,000.00

    Total liabilities 1,131,101,923.70 844,717,247.96

    Owner's equity:

    Share capital V.22 426,745,404.00 426,745,404.00

    Capital surplus V.23 748,156,030.97 334,260,156.98

    Less:treasury stock

    Surplus reserves V.24 114,177,485.88 114,177,485.88

    Special reserves

    Undistributed profits V.25 -671,293,112.70 -756,096,515.01

    Foreign currency translation differences

    Total owner's equity attributable to parent company 617,785,808.15 119,086,531.85

    Minority interests 10,054,455.39 11,319,134.39

    Total owner's equity 627,840,263.54 130,405,666.24

    Total liabilities and owner's equity 1,758,942,187.24 975,122,914.20

    Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang DaoliangHainan Pear l River Holding Company Limited

    Balance Sheet

    30-Jun-09

    Expressed in Renminbi

    Items Notes 30-Jun-09 31-Dec-08

    Current assets:

    Monetary funds 630,103.56 4,869,795.27

    Financial assets held for trading

    Notes receivable

    Accounts receivable VI.1 1,096,591.26 2,675,761.66

    Advances to suppliers

    Interest receivable

    Dividend receivable 260,015.00 260,015.00

    Other receivables VI.2 208,452,623.15 60,334,145.29

    Inventories 83,224,998.82 81,860,455.91

    Non-current asset due within 1 year

    Other current assets

    Total current assets 293,664,331.79 150,000,173.13

    Non-current assets:

    Available-for-sale financial assets 577,220,000.00

    Held-to-maturity securities

    Long-term receivables

    Long-term equity investments VI.3 201,511,309.90 269,511,761.70

    Investment real estates

    Fixed assets 21,357,705.61 22,340,376.54

    Construction in progress

    Engineering material

    Disposal of fixed assets

    Bearer biological assets

    Oil and gas assets

    Intangible assets 1,719,863.34 1,743,695.16

    Expense on research and development

    Goodwill

    Long-term prepayments

    Deferred income tax assets

    Other non-current asset

    Total non-current assets 801,808,878.85 293,595,833.40

    Total assets 1,095,473,210.64 443,596,006.53

    Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang DaoliangHainan Pearl River Holding Company Limited

    Balance Sheet

    30-Jun-09

    Expressed in Renminbi

    Items Notes 30-Jun-09 31-Dec-08

    Current liabilities:

    Short-term loans 21,320,000.00 24,000,000.00

    Financial liabilities held for trading

    Notes payable

    Accounts payable 4,093,088.24 4,200,330.44

    Advances from customers 36,167.00

    Accrued payroll 615,898.07 957,127.11

    Taxes payable -3,585,876.63 -2,087,904.47

    Interest payable 50,730,185.45 40,928,604.71

    Dividend payable 3,213,302.88 3,213,302.88

    Other payables 244,729,510.48 240,018,631.52

    Non-current liabilities due within 1 year

    Other current liabilities

    Total current liabilities 321,116,108.49 311,266,259.19

    Non-current liabilities:

    Long-term borrowings

    Bonds payable

    Long-term payables

    Special payables

    Accrued liabilities

    Deferred income tax liabilities 120,863,750.00

    Other non-current liabilities

    Total non-current liabilities 120,863,750.00

    Total liabilities 441,979,858.49 311,266,259.19

    Owner's equity:

    Share capital 426,745,404.00 426,745,404.00

    Capital surplus 751,172,370.51 337,276,496.52

    Less:treasury stock

    Special reserves

    Surplus reserves 109,487,064.39 109,487,064.39

    Undistributed profits -633,911,486.75 -741,179,217.57

    Total owner's equity 653,493,352.15 132,329,747.34

    Total liabilities and owner's equity 1,095,473,210.64 443,596,006.53

    Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang DaoliangHainan Pearl River Holding Company Limited

    Consolidated Income Statement

    Year ended 30 June 2009

    Expressed in Renminbi

    Items Notes Jan-Jun 2009 Jan-Jun 2008

    I.Total operating income V.26 48,037,860.58 40,889,875.40

    Less:operating cost V.26 38,235,750.59 36,457,606.78

    Operating taxes and extras V.27 2,404,089.65 2,732,837.01

    Sales expenses 8,524,797.64 4,658,741.27

    General and administrative expenses 23,196,749.46 25,386,952.29

    Financial expenses V.28 15,751,159.41 14,931,634.34

    Loss of devaluation of assets V.29 7,398,279.67 3,625,614.97

    Add:Changing income of fair value

    Investment income V.30 131,129,924.21 0.00

    Including: investment income on affiliated company and joint venture 0.00

    II.Operating profit 83,656,958.37 -46,903,511.26

    Add: Non-operating income V.31 153,122.17 30,345.02

    Less: Non-operating expenses V.32 219,019.05 628,825.98

    Including: disposal loss of non-current asset 27,500.00 9,819.10

    III.Total profit 83,591,061.49 -47,501,992.22

    Less: income tax V.33 52,338.18 27,167.30

    IV.Net profit 83,538,723.31 -47,529,159.52

    Less:Profit and loss of minority interests -1,264,679.00 -1,017,440.09

    V. Net profit attributable to parent company's owner 84,803,402.31 -46,511,719.43

    VI.Earnings per share

    i.Basic earnings per share 0.20 -0.11

    ii.Diluted earnings per share 0.20 -0.11

    VII.Other comprehensive income V.34 413,895,873.99

    VIII.Total comprehensive income 497,434,597.30 -47,529,159.52

    Including:comprehensive income attributable to parent company's

    owner

    498,699,276.30 -46,511,719.43

    Comprehensive income of miniority interests -1,264,679.00 -1,017,440.09

    Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang DaoliangHainan Pearl River Holding Company Limited

    Income Statement

    Year ended 30 June 2009

    Expressed in Renminbi

    Items Notes Jan-Jun 2009 Jan-Jun 2008

    I.Total operating income VI.4 193,955.00 516,553.75

    Less:Operating costs VI.4 33,987.67 208,046.94

    Operating taxes and extras -208,897.74 28,410.46

    Sales expenses 7,309.00

    General and administrative expenses 5,988,699.54 5,149,611.17

    Financial expenses 10,686,670.74 8,661,368.23

    Loss of devaluation of assets 7,332,347.15 3,626,528.56

    Add:Changing income of fair value

    Investment income VI.5 131,129,924.21

    Including: investment income on affiliated company and joint

    venture

    II.Operating profit 107,483,762.85 -17,157,411.61

    Add: Non-operating income

    Less: Non-operating ex penses 216,032.03 5,402.50

    Including: disposal loss of non-current asset 27,500.00 5,402.50

    III.Total profit 107,267,730.82 -17,162,814.11

    Less: income tax

    IV.Net profit 107,267,730.82 -17,162,814.11

    V.Other comprehensive income 413,895,873.99

    VI.Total comprehensive income 521,163,604.81 -17,162,814.11

    Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang DaoliangHainan Pearl River Holding Company Limited

    Consolidated Cash Flow Statement

    Year ended 30 June 2009

    Expressed in Renminbi

    Items Notes Jan-Jun 2009 Jan-Jun 2008

    I.Cash flows from operating activities:

    Cash received from sales of goods or rendering of services 213,082,465.53 70,281,079.21

    Refunds of taxes

    Cash received relating to other operating activities V.36 8,392,724.03 10,235,973.36

    Subtotal of cash inflows 221,475,189.56 80,517,052.57

    Cash paid for goods and services 122,587,504.80 114,972,791.83

    Cash paid to and on behalf of employees 28,255,257.03 20,813,507.25

    Payments of all types of taxes 22,536,589.32 15,566,450.92

    Cash paid relating to other operating activities V.36 11,491,433.93 12,012,276.22

    Subtotal of cash outflows 184,870,785.08 163,365,026.22

    Net cash flows from operating activities 36,604,404.48 -82,847,973.65

    II.Cash flows from investing activities:

    Cash received from return of investments

    Cash received from return on investments

    Net cash received from the sale of fixed assets, intangible assets and other

    long-term assets

    71,938.50 36,190.00

    Net cash rec eived from selling subsidiary company and joint venture

    Cash received relating to other investing activities

    Subtotal of cash inflows 71,938.50 36,190.00

    Cash paid to acquire fixed assets, intangible assets and other long-term assets 1,135,077.55 24,748,942.33

    Cash paid to acquire investments

    Net increase on the pledged loan

    Net cash paid to purchase subsidiary company and joint venture

    Cash paid relating to other investing activities

    Subtotal of cash outflows 1,135,077.55 24,748,942.33

    Net cash flows from investing activities -1,063,139.05 -24,712,752.33

    III.Cash flows from financing activities:

    Cash received from investments by others

    Cash received from borrowings V.36 7,850,000.00 81,130,000.00

    Cash received relating to other financing activities

    Subtotal of cash inflows 7,850,000.00 81,130,000.00

    Cash repayments of amounts borrowed V.36 6,380,000.00 20,500,000.00

    Cash paid for distribution of dividends or profits and for interest expenses 5,700,951.58 7,868,687.35

    Cash paid relating to other financing activities 1,848.00

    Subtotal of cash outflows 12,080,951.58 28,370,535.35

    Net cash flows from financing activities -4,230,951.58 52,759,464.65

    IV.Effect of foreign exchange rate changes on cash

    V.Net increase in cash and cash equivalents 31,310,313.85 -54,801,261.33

    Add:balance of cash and cash equivalents at the beginning of the year 36,655,536.17 110,933,403.84

    VI.Balance of cash and cash equivalents at the end of the year 67,965,850.02 56,132,142.51

    Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang DaoliangHainan Pearl River Holding Company Limited

    Cash Flow Statement

    Year ended 30 June 2009

    Expressed in Renminbi

    Items Notes Jan-Jun 2009 Jan-Jun 2008

    I.Cash flows from operating activities:

    Cash received from sales of goods or rendering of services 1,796,479.00 8,530,271.50

    Refunds of taxes

    Cash received relating to other operating activities 3,838,922.45 2,652,803.12

    Subtotal of cash inflows 5,635,401.45 11,183,074.62

    Cash paid for goods and services 1,250,136.22 2,265,932.02

    Cash paid to and on behalf of employees 1,840,545.41 1,939,159.20

    Payments of all types of taxes 1,821,020.66 504,973.02

    Cash paid relating to other operating activities 9,219,631.41 3,209,237.79

    Subtotal of cash outflows 14,131,333.70 7,919,302.03

    Net cash flows from operating activities -8,495,932.25 3,263,772.59

    II.Cash flows from investing activities:

    Cash received from return of investments

    Cash received from return on investments

    Net cash received from the sale of fixed assets, intangible assets and other

    long-term assets

    - 1,250.00

    Net cash received from selling subsidiary company and joint venture

    Cash received relating to other investing activities

    Subtotal of cash inflows - 1,250.00

    Cash paid to acquire fixed assets, intangible assets and other long-term assets 35,166.00 1,230,522.00

    Cash paid to acquire investments

    Net cash paid to purchase subsidiary company and joint venture

    Cash paid relating to other investing activities

    Subtotal of cash outflows 35,166.00 1,230,522.00

    Net cash flows from investing activities -35,166.00 -1,229,272.00

    III.Cash flows from financing activities:

    Cash received from investments by others

    Cash received from borrowings 7,850,000.00 10,800,000.00

    Cash received relating to other financing activities

    Subtotal of cash inflows 7,850,000.00 10,800,000.00

    Cash repayments of amounts borrowed 2,680,000.00 10,500,000.00

    Cash paid for distribution of dividends or profits and for interest expenses 878,593.46 1,593,791.94

    Cash paid relating to other financing activities 1,848.00

    Subtotal of cash outflows 3,558,593.46 12,095,639.94

    Net cash flows from financing activities 4,291,406.54 -1,295,639.94

    IV.Effect of foreign exchange rate changes on cash

    V.Net increase in cash and cash equivalents -4,239,691.71 738,860.65

    Add:balance of cash and cash equivalents at the beginning of the year 4,869,795.27 2,188,333.46

    VI.Balance of cash and cash equivalents at the end of the year 630,103.56 2,927,194.11

    Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang DaoliangHainan Pearl River Holding Company Limited

    Consolidated Statement of Changes in Equity

    Year ended 30 June 2009

    Expressed in Renminbi

    Jan-Jun 2009

    Total owner's equity attributable to parent company

    Items

    Share capital Capital reserves

    Less:t

    reasur

    y

    stock

    Surplus reserves

    Common

    risk

    provision

    Undistributed

    profits

    Total owner's equity

    attributed to parent

    company

    Minority

    interests

    Total owner's

    equity

    I.Amount at the end of last

    year

    426,745,404.00 334,260,156.98 114,177,485.88 -756,096,515.01 119,086,531.85 11,319,134.39 130,405,666.24

    1.Amount because the change

    of accounting policy

    2.Amount because correction of

    accounting error

    3.Others

    II.Amount at the beginning of

    this year

    426,745,404.00 334,260,156.98 114,177,485.88 -756,096,515.01 119,086,531.85 11,319,134.39 130,405,666.24

    III.Increment and decrement

    of this year

    413,895,873.99 84,803,402.31 498,699,276.30 -1,264,679.00 497,434,597.30

    1.Net profit 84,803,402.31 84,803,402.31 -1,264,679.00 83,538,723.31

    2.Profit and loss through

    owner's equity directly

    413,895,873.99 413,895,873.99 413,895,873.99

    (1) Net changing amount of fair

    value of available-for-sale

    financial assets

    534,759,623.99 534,759,623.99 534,759,623.99

    (2) Influence of other owner's

    equity change of invested

    enterprise under equity method

    (3) Relating income tax effect

    through owner's equity items

    -120,863,750.00 -120,863,750.00 -120,863,750.00

    (4) Other

    Subtotal of above 1 and 2 413,895,873.99 84,803,402.31 498,699,276.30 -1,264,679.00 497,434,597.30

    3.Owners invest or reduce

    capital

    (1) Owners invest capital

    (2) Share-based payment

    recorded into owner's equity

    (3) Other

    4. Profit distribution

    (1) Draw surplus reserves

    (2) Distribute to owners

    (shareholders)

    (3) Other

    5. Inner rotation within owner's

    equity

    (1) Capital reserves transfer to

    share capital

    (2) Surplus reserves transfer to

    share capital

    (3) Surplus reserves offset

    loss

    (4) Other

    IV.Amount at the end of this

    year

    426,745,404.00 748,156,030.97 114,177,485.88 -671,293,112.70 617,785,808.15 10,054,455.39 627,840,263.54

    Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang DaoliangHainan Pearl River Holding Company Limited

    Statement of Changes in Equity

    Year ended 30 June 2009

    Expressed in Renminbi

    Jan-Jun 2009

    Items

    Share capital

    Capital

    reserves

    Less:tre

    asury

    stock

    Surplus

    reserves

    Undistributed

    profits

    Total owner's

    equity

    I.Amount at the end of last year 426,745,404.00 337,276,496.52 109,487,064.39 -741,179,217.57 132,329,747.34

    1.Amount because the change of accounting

    policy

    2.Amount because correction of accounting

    error

    3.Others

    II.Amount at the beginning of this year 426,745,404.00 337,276,496.52 109,487,064.39 -741,179,217.57 132,329,747.34

    III.Increment and decrement of this year 413,895,873.99 107,267,730.82 521,163,604.81

    1.Net profit 107,267,730.82 107,267,730.82

    2.Profit and loss through owner's equity

    directly

    413,895,873.99 413,895,873.99

    (1) Net changing amount of fair value of

    available-for-sale financial assets

    534,759,623.99 534,759,623.99

    (2) Influence of other owner's equity change

    of invested enterprise under equity method

    (3) Relating income tax effect through owner's

    equity items

    -120,863,750.00 -120,863,750.00

    (4) Other

    Subtotal of above 1 and 2 413,895,873.99 107,267,730.82 521,163,604.81

    3.Owners invest or reduce capital

    (1) Owners invest capital

    (2) Share-based payment recorded into

    owner's equity

    (3) Other

    4. Profit distribution

    (1) Draw surplus reserves

    (3) Distribute to owners (shareholders)

    (4) Other

    5. Inner rotation within owner's equity

    (1) Capital reserves transfer to share capital

    (2) Surplus reserves transfer to share capital

    (3) Surplus reserves offset loss

    (4) Other

    IV.Amount at the end of this year 426,745,404.00 751,172,370.51 109,487,064.39 -633,911,486.75 653,493,352.15

    Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang DaoliangHainan Pearl River Holding Company Limited

    Consolidated Statement of Changes in Equity

    Year ended 30 June 2009

    Expressed in Renminbi

    Jan-Jun 2008

    Total owner's equity attributable to parent company

    Items

    Share capital

    Capital

    reserves

    Less:t

    reasur

    y

    stock

    Surplus

    reserves

    Common

    risk

    provision

    Undistributed

    profits

    Total owner's

    equity

    attributed to

    parent

    company

    Minority

    interests

    Total owner's

    equity

    I.Amount at the end of last

    year

    426,745,404.00 334,260,156.98 114,177,485.88 -679,492,733.72 195,690,313.14 14,492,502.00 210,182,815.14

    1.Amount because the

    change of accounting policy

    2.Amount because correction

    of accounting error

    3.Others

    II.Amount at the beginning

    of this year

    426,745,404.00 334,260,156.98 114,177,485.88 -679,492,733.72 195,690,313.14 14,492,502.00 210,182,815.14

    III.Increment and

    decrement of this year

    -46,511,719.43 -46,511,719.43 -1,017,440.09 -47,529,159.52

    1.Net profit -46,511,719.43 -46,511,719.43 -1,017,440.09 -47,529,159.52

    2.Profit and loss through

    owner's equity directly

    (1) Net changing amount of

    fair value of available-for -sale

    financial assets

    (2) Influence of other owner's

    equity change of invested

    enterprise under equity

    method

    (3) Relating income tax effect

    through owner's equity items

    (4) Other

    Subtotal of above 1 and 2 -46,511,719.43 -46,511,719.43 -1,017,440.09 -47,529,159.52

    3.Owners invest or reduce

    capital

    (1) Owners invest capital

    (2) Share-based payment

    recorded into owner's equity

    (3) Other

    4. Profit distribution

    (1) Draw surplus reserves

    (3) Distribute to owners

    (shareholders)

    (4) Other

    5. Inner rotation within

    owner's equity

    (1) Capital reserves transfer

    to share capital

    (2) Surplus reserves transfer

    to share capital

    (3) Surplus reserves offset

    loss

    (4) Other

    IV.Amount at the end of this

    year

    426,745,404.00 334,260,156.98 114,177,485.88 -726,004,453.15 149,178,593.71 13,475,061.91 162,653,655.62

    Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang DaoliangHainan Pearl River Holding Company Limited

    Statement of Changes in Equity

    Year ended 30 June 2009

    Expressed in Renminbi

    Jan-Jun 2008

    Items

    Share capital

    Capital

    reserves

    Less:tre

    asury

    stock

    Surplus reserves

    Undistributed

    profits

    Total owner's

    equity

    I.Amount at the end of last year 426,745,404.00 337,276,496.52 109,487,064.39 -720,087,798.59 153,421,166.32

    1.Amount because the change of

    accounting policy

    2.Amount because correction of

    accounting error

    3.Others

    II.Amount at the beginning of this

    year

    426,745,404.00 337,276,496.52 109,487,064.39 -720,087,798.59 153,421,166.32

    III.Increment and decrement of this

    year

    -17,162,814.11 -17,162,814.11

    1.Net profit -17,162,814.11 -17,162,814.11

    2.Profit and loss through owner's equity

    directly

    (1) Net changing amount of fair value of

    available-for-sale financial assets

    (2) Influence of other owner's equity

    change of invested enterprise under

    equity method

    (3) Relating income tax effect through

    owner's equity items

    (4) Other

    Subtotal of above 1 and 2 -17,162,814.11 -17,162,814.11

    3.Owners invest or reduce capital

    (1) Owners invest capital

    (2) Share-based payment recorded into

    owner's equity

    (3) Other

    4. Profit distribution

    (1) Draw surplus reserves

    (2) Distribute to owners (shareholders)

    (3) Other

    5. Inner rotation within owner's equity

    (1) Capital reserves transfer to share

    capital

    (2) Surplus reserves transfer to share

    capital

    (3) Surplus reserves offset loss

    (4) Other

    IV.Amount at the end of this year 426,745,404.00 337,276,496.52 109,487,064.39 -737,250,612.70 136,258,352.21

    Corporate representative:Zheng Qing Chief Accountant:Chen Binglian Accounting Supervisor: Yang DaoliangHainan Pearl River Holding Company Limited

    Notes on the Financial Statements for the Period ended 30 June 2009

    (All amounts are stated in RMB Yuan unless otherwise stated)

    Hainan Pearl River Holding Company Limited Notes on the Financial Statements

    I. General information

    The old name of Hainan Pearl River Holding Company Limited (the "Company") was Hainan Pearl River

    Industry Company Limited. Hainan Provincial People's Government Office approved the

    reorganization of the Company into a joint stock limited company according to the document of

    Qiong Fu Ban [1992] No.1. The Company was registered in Hainan Administration for Industry and

    Commerce in January 1992 The Company issued 21,086,400 shares of RMB common stock to the public

    and was listed on Shenzhen Stock Exchange according to the document of securities administration

    office [1992] No. 83 of the People's Bank of China in December 1992. The Company issued the domestic

    listing foreign capital stock (B-share) with the approval of China Securities Regulatory

    Commission in June 1995. The Company changed to present name in January 2000. In August 2006,

    the Company increased stocks with capital surplus to all shareholders, and the registered capital

    was changed to 426,745,400 Yuan from 377,650,800 Yuan.

    The business license number: 4600001006830

    Office address: 29/F., Dihao Building, Pearl River Plaza, Binhai Avenue, Haikou, Hainan, the PRC.

    Corporate representative: Zheng Qing

    The operation scope: Industrial investment, tropical farming, aquaculture, real estate

    development and management, hotel investment and management, material supply, construction

    equipment purchasing, leasing, hardware, chemical, trade of household items, decoration, vehicle

    parking, and high-tech investment projects, investment in environmental protection projects,

    investment advice. The company mainly engaged in real e state development and property management,

    which belong to real estate aspect.

    The Company's basic organizational structure: General meeting of shareholders is the highest organ

    of power. Board of directors is the executing agency. Supervisory board is the Company's internal

    auditing agency. General Manager is responsible for the Company's daily operational management.

    There are General Manager Office, Securities Department, Tourism Real Estate Department,

    Financial Department, Management Department, Auditing Department and others in the Company.

    II. Accounting policies, accounting estimates and error correction of previous years

    1. Announcement about compliance with Accounting Standards for Business EnterprisesThe Company’s financial statements are prepared in accordance with the requirements of the

    Accounting Standards for Business Enterprises, and they fairly and completely present the

    financial position, operation results, cash flow and other relevant information of the Company.

    2. Preparation basis of financial statement

    Preparation of the financial statements is based on going concern postulate. Recognition and

    measurement comply with actual transactions or events, and the Company prepares financial

    statements on these bases.

    3. Accounting year

    Accounting year of the Group is the calendar year from January 1 to December 31.

    4. Reporting currency

    The Company’s reporting and presentation currency is the Renminbi (“RMB”).

    5. Accounting measurement characters

    The main measurement method of financial statements’ items is history cost system. Financial

    assets and financial liabilities that measured by fair value and changes recorded into current

    profit and loss, and financial assets available for sale and derivative instrument are measured

    by fair value. Purchasing inventory and fixed assets that exceed normal credit terms deferred

    payment are measured by present value of purchase price. Stocks occurring impairment losses are

    measured by net realizable value. Other impairment assets are measured by recoverable amount (the

    higher one between fair value and present value). Surplus assets are measured by the replacement

    cost.

    6. Cash and Cash equivalents

    Cash refers to cash on hand and demand deposits. “Cash equivalents” refer to short-term, highly

    liquid investments that are readily convertible to known amounts of cash and which are subject

    to an insignificant risk on change in value.

    7. Foreign currency transactions

    Foreign currency (currency other than the reporting currency) transactions are translated into

    reporting currency at spot exchange rates prevailing on the day in which the transactions take

    place. Monetary items are adjusted according to spot exchange rates at the balance sheet date.

    The exchange balance on foreign currency shall be capitalized and recorded into the cost of

    relevant assets if it is eligible for capitalization; other exchange balance on foreign currency

    shall be recorded into current profit and loss. Foreign currency non-monetary items measured with

    history cost are translated into reporting currency at spot exchange rates on the occurrence date.

    Foreign currency non-monetary items measured with fair value are translated into reporting

    currency at spot exchange rates of fair value confirming date; the difference is recorded as the

    changes in the profit and loss of fair value.Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are

    restated into the reporting currency using the spot exchange rates at that date. Among the equity

    items, all items are translated into reporting currency at spot exchange rates on the occurrence

    date except the item of undistributed profits. Income Statement items are translated into

    reporting currency at spot exchange rate on the occurrence date. The exchange difference from

    translation of financial statements denominated in foreign currency is included in the equity

    and presented individually.

    8. Financial Instruments

    (1) Classification of financial assets and financial liabilities

    Financial assets shall be classified into the following four categories when they are initially

    recognized: the financial assets which are measured at their fair values and the variation of

    which is recorded into the profits and losses of the current period, including transactional

    financial assets and the financial assets which are measured at their fair values and of which

    the variation is included in the current profits and losses; held-to-maturity investments; loans

    and account receivables; available-for-sale financial assets.

    Financial liabilities shall be classified into the following two categories when they are

    initially recognized: the financial liabilities which are measured at their fair values and of

    which the variation is included in the current profits and losses, including transactional

    financial liabilities and the designated financial liabilities which are measured at their fair

    values and of which the variation is included in the current profits and losses; and other financial

    liabilities.

    (2) Recognition and measurement of financial instruments

    When an enterprise becomes a party to a financial instrument, it shall recognize a financial asset

    or financial liability. The financial assets and financial liabilities initially recognized by

    an enterprise except loans and account receivables shall be measured at their fair values; loans

    and account receivables initially recognized by an enterprise shall be measured at price in the

    contract or agreement. For the financial assets and liabilities measured at their fair values

    and of which the variation is recorded into the profits and losses of the current period, the

    transaction expenses thereof shall be directly recorded into the profits and losses of the current

    period; for other categories of financial assets and financial liabilities, the transaction

    expenses thereof shall be included into the initially recognized amount.

    An enterprise shall make subsequent measurement on its financial assets according to their fair

    values, and may not deduct the transaction expenses that may occur when it disposes of the said

    financial asset in the future. However, those under the following circumstances shall be excluded:

    a. The investments held until their maturity, loans and accounts receivable shall be measured

    on the basis of the post-amortization costs by adopting the actual interest rate method; b. The

    equity whose fair value cannot be measured reliably, and the derivative financial assets which

    are connected with the said equity instrument and must be settled by delivering the said equity

    instrument shall be measured on the basis of their costs.An enterprise shall make subsequent measurement on its financial liabilities on the basis of the

    post-amortization costs by adopting the actual interest rate method, with the exception of those

    under the following circumstances: a. For the financial liabilities measured at their fair values

    and of which the variation is recorded into the profits and losses of the current period, they

    shall be measured at their fair values, and none of the transaction expenses may be deducted,

    which may occur when the financial liabilities are settled in the future. b. For the derivative

    financial liabilities, which are connected to the equity instrument for which there is no quotation

    in the active market and whose fair value cannot be reliably measured, and which must be settled

    by delivering the equity instrument, they shall be measured on the basis of their costs. c. For

    the financial guarantee contracts which are not designated as a financial liability measured at

    its fair value and the variation thereof is recorded into the profits and losses of the current

    period, and for the commitments to grant loans which are not designated to be measured at the

    fair value and of which the variation is recorded into the profits and losses of the current period

    and which will enjoy an interest rate lower than that of the market, a subsequent measurement

    shall be made after they are initially recognized according to the higher one of the following:

    the best estimation required to pay when carrying out the prevailing obligations, and initially

    recognized amount deducting accumulative amortization which adopts the actual interest rate

    method.

    (3) Recognition and measurement of transfer of financial assets

    Where an enterprise has transferred nearly all of the risks and rewards related to the ownership

    of the financial asset to the transferee, it shall stop recognizing the financial asset. If it

    retained nearly all of the risks and rewards related to the ownership of the financial asset,

    it shall not stop recognizing the financial asset. Where an enterprise does not transfer or retain

    nearly all of the risks and rewards related to the ownership of a financial asset, it shall deal

    with it according to the circumstances as follows, respectively: a. If it gives up its control

    over the financial asset, it shall stop recognizing the financial asset; b. If it does not give

    up its control involvement in the transferred financial asset, recognize the related financial

    asset and recognize the relevant liability accordingly.

    If the transfer of an entire financial asset satisfies the conditions for stopping recognition,

    the difference between the amounts of the following 2 items shall be recorded in the profits and

    losses of the current period: a. The book value of the transferred financial asset; b. The sum

    of consideration received from the transfer, and the accumulative amount of the changes of the

    fair value originally recorded in the owner's equities. If the transfer of partial financial asset

    satisfies the conditions to stop the recognition, the entire book value of the transferred

    financial asset shall, between the portion whose recognition has been stopped and the portion

    whose recognition has not been stopped, be apportioned according to their respective relative

    fair value, and the difference between the amounts of the following 2 items shall be included

    into the profits and losses of the current period : a. The book value of the portion whose

    recognition has been stopped; b. The sum of consideration of the portion whose recognition has

    been stopped, and the portion of the accumulative amount of the changes in the fair value originally

    recorded in the owner's equities which is corresponding to the portion whose recognition has b een

    stopped.

    (4) Determination of the fair value of main financial assets and financial liabilitiesAs for the financial assets or financial liabilities for which there is an active market, the

    quoted prices in the active market shall be used to determine the fair values thereof. Where

    there is no active market for a financial instrument, the enterprise concerned shall adopt value

    appraisal techniques to determine its fair value. The value appraisal techniques mainly include

    the prices adopted by the parties, who are familiar with the condition, in the latest market

    transaction upon their own free will, the current fair value obtained by referring to other

    financial instruments of the same essential nature, the cash flow capitalization method and the

    option pricing model, etc. As for the financial assets initially obtained or produced at source

    and the financial liabilities assumed, the fair value thereof shall be determined on the basis

    of the transaction price of the market.

    (5) Impairment of financial assets

    An enterprise shall carry out an inspection, on the balance sheet day, on the carrying amount

    of the financial assets other than those measured at their fair values and of which the variation

    is recorded into the profits and losses of the current period. An impairment test shall be made

    on the financial assets with significant single amounts. With regard to the financial assets with

    insignificant single amounts, they shall be included in a combination of financial assets with

    similar credit risk features so as to carry out an impairment-related test. Where, upon independent

    test, the financial asset (including those financial assets with significant single amounts and

    those with insignificant amounts) has not been impaired, it shall be included in a combination

    of financial assets with similar risk features so as to conduct another impairment test.

    Where a financial asset measured on the basis of post-amortization costs is impaired, the carrying

    amount of the said financial asset shall be written down to the current value of the predicted

    future cash flow (excluding the loss of future credits not yet occurred), and the amount as written

    down shall be recognized as loss of the impairment of the asset. Where there is a very small gap

    between the predicted future cash flow of a short-term account receivable item and the current

    value thereof, the predicted future cash flow is not required to be capitalized when determining

    the relevant impairment-related losses. Where an equity instrument investment for which there

    is no quoted price in the active market and whose fair value cannot be reliably measured, or a

    derivative financial asset which is connected with the equity instrument and which must be settled

    by delivering the equity instrument, suffers from any impairment, the gap between the carrying

    amount of the equity instrument investment or the derivative financial asset and the current value

    of the future cash flow of similar financial assets capitalized according to the returns ratio

    of the market at the same time shall be recognized as impairment-related losses. Where

    available-for-sale financial assets are impaired due to significant drop of fair value and the

    drop is not temporary, the accumulative losses arising from the decrease of the fair value of

    the owner’s equity which was directly included shall be transferred out and recorded into the

    profits and losses of the current period.

    9. Accounts receivable and bad debts

    (1) Measurement method and the percentage of bad debts

    Measurement method of bad debts: accounted with allowance method.

    At the end of the period, impairment test shall be made on individual accounts receivable with

    significant amounts. If there is objective evidence that they have been impaired, bad debt lossshall be recognized and provision for bad debts shall be made base on the differences between

    book values and the present value of future cash flows.

    For those individual accounts receivable without significant amounts at the end of the period,

    along with those accounts receivable that have been tested individually but not impaired, the

    Company classifies them in line with similar credit risk characteristics into several groups,

    and make a specific percentage of bad debts provision on the accounts receivable balances at

    balance sheet date. On the basis of the actual loss rate of receivable accounts, with same or

    similar credit risk characteristics of accounts receivable package in previous year, the Company

    also considers current situation and determine the percentage of bad debt provision.

    Here is the Company’s bad debts provision policy:

    Ages Percentage (%)

    Within 1 year (including 1 year, same as following) 2

    1 year to 2 years 5

    2 years to 3 years 10

    3 years to 4 years 20

    4 years to 5 years 30

    Over 5 years 50

    There is strong evidence that accounts receivable can’t be recovered or little possibility of

    recovery (it is unable to pay in the short term due to bankruptcy, insolvent, serious shortage

    of cash flow, serious natural disasters and etc. ) as well as other evidences of occurring loss,

    the Company can make full provision for the accounts receivable.

    (2) The accounts receivable meeting the following criteria are recognized as bad debts:

    For accounts receivable that are surely uncollectible, such as they can be written off as bad

    debts after the approval of the general meeting of shareholders or the board of directors.

    10. Inventories

    (1) Inventories include: development cost (constructing development product), development

    product, finished goods, low-value consumable supplies and etc. All inventories are calculated

    at actual cost when acquire. The issue of inventories is calculated according to individual

    cognizance method. The low–value consumable supplies are amortized at one time. Inventories stock

    physical count system: perpetual inventory method

    Measurement method of land used for development: the land used for development is included in

    “Inventories - development cost”.

    Public facilities costs: public facilities such as schools, as well as public facilities fees

    acquired by government departments, the cost is included in "development costs" and itsapportionment and detailed calculation are in accordance with calculation objects and cost items.

    (2) For inventories at balance sheet date, the evaluation criteria should base on the lower value

    between costs and net values that can be converted into cash. When net values that can be converted

    into cash are lower than costs, provision for impairment loss of inventories shall be made and

    recorded into current profit and loss.

    11. Long-term equity investment

    (1) The initial cost of the long-term equity investment

    For the business combination under the same control, it shall, on the date of merger, regard the

    share of the book value of the owner's equity of the merged enterprise as the initial cost of

    the long-term equity investment. For the business combination not under same control, the initial

    cost of long-term equity investment is fair value of assets paid, liabilities undertaken, the

    equity securities issued by the Company, and includes all direct expenses and future events that

    will influence combination cost.

    Besides the long-term equity investments formed by the business combination, the initial cost

    of a long-term equity investment obtained by other means shall be ascertained in accordance with

    the provisions as follows: The initial cost of a long-term equity investment obtained by making

    payment in cash shall be the purchase cost which is actually paid; the initial cost of a long-term

    equity investment obtained on the basis of issuing equity securities shall be the fair value of

    the equity securities issued; the initial cost of a long-term equity investment of an investor

    shall be the value stipulated in the investment contract or agreement.

    (2) Subsequent measurement

    The Company uses cost method for the following conditions: a long-term equity investment where

    the investing enterprise can exercise control over the investee, or the investing enterprise does

    not have joint control or significant influence over the investee, the investment is not quoted

    in an active market and its fair value can’t be reliably measured. For a long-term equity

    investment where the investing enterprise can exercise control over the investee, the investing

    enterprise shall make an adjustment by employing the equity method when it works out consolidated

    financial statements. When adopting cost method, the dividends or profits declared to distribute

    by the invested entity shall be recognized as the current investment income. The investment income

    recognized by the investing enterprise shall be limited to the amount received from the

    accumulative net profits that arise after the invested entity has accepted the investment. Where

    the amount of profits or cash dividends obtained by the investing entity exceeds the aforesaid

    amount, it shall be regarded as recovery of initial investment cost.

    A long-term equity investment of the investing enterprise that does joint control or significant

    influences over the invested entity shall be measured by employing the equity method. If the

    initial cost of a long-term equity investment is more than the investing enterprise' attributable

    share of the fair value of the invested entity's identifiable net assets for the investment, the

    initial cost of the long-term equity investment may not be adjusted. If the initial cost of a

    long-term equity investment is less than the investing enterprise' attributable share of the fairvalue of the invested entity's identifiable net assets for the investment, the difference shall

    be included in the current profits and losses and the cost of the long-term equity investment

    shall be adjusted simultaneously. After an investing enterprise obtains a long-term equity

    investment, it shall, in accordance with the attributable share of the net profits or losses of

    the invested entity, recognize the investment profits or losses and adjust the book value of the

    long-term equity investment. Where any change is made to the owner's equity other than the net

    profits and losses of the invested entity, the book value of the long-term equity investment shall

    be adjusted and be included in the owner's equity.

    The Company should have impairment test for any long-term equity investment on very balance sheet

    date. When the estimated value in use is less than its book value, it will be treated as impairment

    loss. And this loss should be transferred into current profit and loss account; meanwhile, the

    company should set up provision for the long-term equity investment impairment loss. To any

    long-term equity investments, which are measured by cost method, there is no price or its fair

    value can not be measured reliably, the impairment loss of these investments should be the

    difference between the book value and the present value of the future cash flow calculated by

    using current market rate of similar financial asset.

    For other long-term equity investment, where any evidence shows that there is possible assets

    impairment, the impairment provision is made according to relevant regulations and methods.

    (3) Recognization basis of joint control and significant influences

    The term "joint control" refers to the control over an economic activity in accordance with the

    contracts and agreements, which does not exist unless the investing parties of the economic

    activity with one an assent on sharing the control power over the relevant important financial

    and operating decisions. The term "significant influences" refers to the power to participate

    in making decisions on the financial and operating policies of an enterprise, but not to control

    or do joint control together with other parties over the formulation of these policies.

    (4) Disposal of long-term equity investment

    When disposing of a long-term equity investment, the difference between its book value and the

    actual purchase price shall be included in the current profits and losses. If any change other

    than the net profits and losses of the invested entity occurs and is included in the owner's equity,

    the portion previously included in the owner's equity shall, when disposing of a long-term equity

    investment measured by employing the equity method, be transferred to the current profits and

    losses according to a certain proportion.

    12. Business combinations

    (1) Business combinations under the same control

    A business combination under the same control is a business combination in which all of the

    combining enterprises are ultimately controlled by the same party or the same parties both before

    and after the business combination and on which the control is not temporary. The assets and

    liabilities that the combining party obtains in a business combination shall be measured on the

    basis of their carrying amount in the combined party on the combining date. As for the balancebetween the carrying amount of the net assets obtained by the combining party and the carrying

    amount of the consideration paid by it (or the total par value of the shares issued), the additional

    paid-in capital shall be adjusted. If the additional paid-in capital is not sufficient to be offset,

    the retained earnings shall be adjusted.

    (2) Business combinations not under the same control

    A business combination not under the same control is a business combination in which the combining

    enterprises are not ultimately controlled by the same party or the same parties both before and

    after the business combination. The acquirer shall recognize the positive balance between the

    combination costs and the fair value of the identifiable net assets it obtains from the acquiree

    as business reputation. The business reputation upon initial measurement shall be measured on

    the basis of its costs minus the accumulative impairment provisions. If the combination costs

    are less than the fair value of the identifiable net assets it obtains from the acquiree, after

    the reexamination, it shall record the balance into the profits and losses of the current period.

    13. Investment property

    The term "investment property" refers to the real estates held for generating rent and/or capital

    appreciation. Including: the right to use any land which has already been rented; the right to

    use any land which is held and prepared for transfer after appreciation; and the right to use

    any building which has already been rented. The initial measurement of the investment property

    shall be made at its cost. An enterprise shall make a follow-up measurement to the investment

    real estate through the cost pattern. For buildings which have already been rented, the Company

    calculates depreciation as the same method of fixed assets. For the right to use any land, it

    is amortized with straight-line method according to the serviceable life. At the balance sheet

    date, where any evidence shows that there is possible assets impairment, the impairment provision

    is made.

    14. Fixed assets

    (1) Recognition of fixed assets

    Fixed assets are tangible assets that are held for use in production or supply of goods or services,

    for rental to others, or for administrative purpose, and have useful lives more than one accounting

    year.

    The expected discard expenses should be taken into consideration in the ascertainment of the cost

    of a fixed asset.

    (2) The category and depreciation method of fixed assets

    Fixed assets include buildings and structures, vehicles, general equipments, specific equipments

    and other equipments. Straight-line method is in used to calculate the depreciation of fixed assets.

    The estimated useful lives, expected residual value and annual depreciation rate of various types

    fixed assets are listed as follows:

    Category

    Estimated useful lives

    (years)

    Expected residual

    value (%)

    Annual depreciation rate

    (%)Buildings and structures 25 5 3.8

    Vehicles 5 5 19.0

    General equipments 10 5 9.5

    Specific equipments 5 5 19.0

    Other equipments 5 5 19.0

    Depreciation shall be made for the fixed assets on a monthly basis. Fixed assets increased this month

    shall make depreciation from next month; fixed assets decreased this month shall stop making

    depreciation from next month.

    The company shall, at least at the end of each year, have a check on the us eful life, expected residual

    value and the depreciation method of the fixed assets, and adjust them when necessary.

    At the balance sheet date, where any evidence shows that there is possible assets impairment, the

    impairment provision is made according to Notes II. 17.

    (3) Idle fixed assets

    Fixed assets that are not used for six months continuously due to underemployment or natural disasters

    are identified as idle fixed assets (except for seasonal break).

    The depreciation method of idle fixed assets is consistent with other fixed assets.

    (4) Fixed assets under financing lease

    When one or more of the following criteria are met, a lease shall be classified as a financial lease:

    a. the lease transfers ownership of the leased asset to the lessee by the end of the lease term;

    b. the lessee has the option to purchase the leased asset at a price that is expected to be sufficiently

    lower than the fair value at the date the option becomes exercisable such that, at the inception of the

    lease, it is reasonably certain that the option will be exercised by the lessee;

    c. the lease term is for the major part of the useful life of the leased asset even if title is not transferred;

    d. in the case of the lessee, at the inception of the lease the present value of the minimum lease

    payments amounts to substantially all of the fair value of the leased asset; in the case of lesser, at the

    inception of the lease the present value of the minimum lease receipts amounts to substantially all of the

    fair value of the leased asset;

    e. the leased assets are of a specialized nature such that only the lessee can use them without major

    modifications being made.

    Fixed assets under financing lease shall be recorded at the lower one of the fair value of the leased asset

    and the present value of the minimum lease payments. The depreciation method is consistent with fixed

    assets of the Company.

    15. Construction in progress

    Construction in progress (“CIP”) includes all costs incurred during the preparation period before

    commencement of construction and until the asset is ready for its intended use. These costs include

    direct materials, direct labour, equipment for installation, construction and installation charges,management fees, gain or loss on trial run production and borrowing costs which are qualified for

    capitalization.

    CIP is transferred to fixed assets when the asset is ready for its intended use.

    At the balance sheet date, where any evidence shows that there is possible CIP impairment, the

    impairment provision is made according to Notes II.17.

    16. Intangible assets

    The term "intangible assets" refers to the identifiable non-monetary assets possessed or controlled by

    enterprises which have no physical shape. If it is unable to forecast the period when the intangible asset

    can bring economic benefits to the enterprise, it shall be regarded as an intangible asset with uncertain

    service life. The intangible assets shall be initially measured according to its cost. If it is unable to

    determine the expected realization pattern reliably, intangible assets shall be amortized by the

    straight-line method. An enterprise shall, at least at the end of each year, check the service life and the

    amortization method of intangible assets with limited service life, and adjust them when necessary.

    Intangible assets with uncertain service life may not be amortized. An enterprise shall check the service

    life of intangible assets with uncertain service life during each accounting period. Where any evidence

    shows that there is possible assets impairment, the impairment provision is made.

    17. Impairment of assets

    At the balance sheet date, where there is any evidence indicating a possible impairment of assets except

    inventories, investment property measured at fair value model, deferred income tax assets and financial

    assets whose impairment losses are calculated according to special regulations, the enterprise shall, on

    the basis of single item assets, estimate the recoverable amount. Where it is difficult to do so, it shall

    determine the recoverable amount of the group assets on the basis of the asset group to which the asset

    belongs. When the recoverable amount of the asset is less than its carrying amount, the differences are

    recognized as impairment loss and accounted for profit and loss in current period. Once the impairment

    loss is recognized, it can not be reversed in subsequent years.

    The recoverable amount shall be determined in light of the higher one of the net amount of the fair value

    of the assets minus the disposal expenses and the current value of the expected future cash flow of the

    assets.

    No matter whether there is any sign of possible assets impairment, the business reputation formed by the

    merger of enterprises and intangible assets with uncertain service lives shall be subject to impairment

    test every year.

    18. Borrowing Costs

    Borrowing costs are interest and other related costs incurred by the Company in connection with the

    borrowing of funds, and include interest, amortization of discounts or premiums related to borrowings,

    ancillary costs incurred in connection with the arrangement of borrowings, and exchange differencesarising from foreign currency borrowings. Borrowing costs that are directly attributable to the acquisition,

    construction or production of a qualifying asset shall be capitalized as part of the cost of that asset. The

    amounts of other borrowing costs incurred shall be recognized as an expense in the period in which they

    are incurred.

    Qualifying assets are assets (fixed assets, investment property, inventories, etc.) that necessarily take a

    substantial period of time for acquisition, construction or production to get ready for their intended use or

    sale. The capitalization of borrowing costs can commence only when all of the following conditions are

    satisfied: (1) expenditures for the asset are being incurred; (2) borrowing costs are being incurred; (3)

    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.

    When the qualified asset under acquisition and construction or production is ready for the intended use or

    sale, the capitalization of the borrowing costs shall be ceased; then the borrowing costs incurred shall be

    recorded into the profits and losses of the current period. Borrowing costs due to loans from real estate

    development are recorded into development cost before the completion of the project and recorded into

    current profit and loss after the completion of the project. Borrowing costs are recorded into development

    cost and amortized quarterly.

    Where the acquisition and construction or production of a qualified asset is interrupted abnormally and

    the interruption period lasts for more than 3 months, the capitalization of the borrowing costs shall be

    suspended. The borrowing costs incurred during such period shall be recognized as expenses, and shall

    be recorded into the profits and losses of the current period.

    During the capitalization period, the amount of interest to be capitalized for each accounting period shall

    be determined as follows:

    (1) for a specific-purpose borrowing, the amount of interest to be capitalized shall be the actual interest

    expense incurred for the period less temporary deposit’s interest or investment income;

    (2) where funds are borrowed under general-purpose borrowings, the Company shall determine the

    amount of interest to be capitalized by applying a capitalization rate to the weighted average of the

    excess amounts of cumulative expenditures on the asset over and above the amounts of

    specific-purpose borrowings. The capitalization rate shall be the weighted average of the interest rates

    applicable to the general-purpose borrowings.

    19. Payroll

    The term "employee compensation" refers to all kinds of payments and other relevant expenditures given

    by enterprises in exchange of the services offered by the employees. The employee compensation shall

    include: wages, bonuses, allowances and subsidies for the employees, non-monetary welfare and etc.

    During the accounting period of an employee' providing services to an enterprise, the enterprise shall, in

    accordance with beneficiaries of the services offered by the employee, treat the following circumstances

    respectively:

    (1)The compensation for the employee for producing products or providing services shall be recorded asthe product costs and service costs;

    (2)The compensation for the employee for any on-going construction project or for any intangible asset

    shall be recorded as the costs of fixed asset or intangible assets;

    (3)The compensation for the cancellation of the labor relationship with the employee shall be recorded

    into general and administrative expenses of the current period.

    The compensation for the employee other than those as mentioned above shall be recorded as profit or

    loss for the current period.

    20. Contingencies liabilities

    The obligation pertinent to a Contingencies shall be recognized as accrued liabilities when the following

    conditions are satisfied simultaneously: (1)That obligation is a current obligation of the enterprise; (2)It

    is likely to cause any economic benefit to flow out of the enterprise as a result of performance of the

    obligation; (3)The amount of the obligation can be measured in a reliable way. The estimated debts shall

    be initially measured in accordance with the best estimate of the necessary expenses for the

    performance of the current obligation.

    21. Share-based payments

    The term "share-based payment" refers to a transaction in which an enterprise grants equity instruments

    or undertakes equity-instrument-based liabilities in return for services from employee or other

    parties. The share-based payments shall consist of equity-settled share-based payments and

    cash-settled share-based payments. The equity-settled share-based payment in return for employee

    services shall be measured at the fair value of the equity instruments granted to the employees. An

    equity-settled share-based payment in return for the service of any other party shall be measured at the

    fair value of the service on the acquisition date; If the fair value of the service of any other party can not

    be measured in a reliable way, it shall be measured at the fair value of the equity instruments on the

    acquisition date. The fair value of the equity instruments is recognized according to following methods:

    (1) For which there is an active market, the quoted prices in the active market shall be used to determine

    the fair values.

    (2) Where there is no active market for equity instrument, the enterprise concerned shall adopt value

    appraisal techniques to determine its fair value. The value appraisal techniques mainly include the prices

    adopted by the parties, who are familiar with the condition, in the latest market transaction upon their own

    free will, the current fair value obtained by referring to other financial instruments of the same essential

    nature, the cash flow capitalization method and the option pricing model, etc.

    The Company makes the best estimation to the equity instruments can be exercised rights according to

    subsequent information, for example, change of employees who can exercise rights as currently

    obtained.

    22. Revenue recognition

    (1) Revenue from the sale of goods shall be recognized only when all of the following conditions are

    satisfied:a. the enterprise has transferred to the buyer the significant risks and rewards of ownership of the goods;

    b. the enterprise retains neither continuing managerial involvement to the degree usually associated with

    ownership nor effective control over the goods sold;

    c. the amount of revenue can be measured reliably;

    d. it is probable that the associated economic benefits will flow to the enterprise;

    e. the associated costs incurred or to be incurred can be measured reliably.

    Real estate sales revenue: the Company can recognize real estate sales revenue after the completion

    and acceptance of the property, signing sale contract, acquiring payment proof from buyer and delivery.

    When the buyer receives written delivery notice and has no warrant to refuse to accept it, the sales

    revenue is realized after delivery limit closed of delivery notice. For the development project consigned

    by other, as well as in accordance with " Accounting Standards for Business Enterprises -Construction

    Contract", the revenue shall be recognized in light of the percentage-of- completion method. The

    percentage-of- completion is determined by the proportion of finished workload.

    (2) Rendering of services

    When the outcome of a transaction involving the rendering of services can be estimated reliably at the

    balance sheet date (including: the amount of revenue can be measured reliably; it is probable that the

    associated economic benefits will flow to the enterprise; the stage of completion of the transaction can be

    measured reliably; the costs incurred and to be incurred for the transaction can be measured reliably),

    revenue associated with the transaction shall be recognized using the percentage of completion method,

    and the stage of completion of the transaction is recognized according to the proportion of the cost

    having taken place occupied the estimated total cost.

    When the outcome of a transaction involving the rendering of services can not be estimated reliably at

    the balance sheet date: when the costs incurred are expected to be recoverable, revenue shall be

    recognized to the extent of costs incurred and an equivalent amount shall be charged to profit or loss as

    service costs; when the costs incurred are not expected to be recoverable, the costs incurred shall be

    recognized in profit or loss for the current period and no service revenue shall be recognized.

    The revenue of property management service is recognized when following conditions are satisfied: the

    property management service has been offered; the associated economic benefits will flow to the

    enterprise; the associated costs can be measured reliably.

    (3) Use by others of enterprise assets

    Revenue arising from the use by others of enterprise assets shall be recognized only when both of the

    following conditions are satisfied: it is probable that the associated economic benefits will flow to the

    enterprise; the amount of the revenue can be measured reliably. The amount of interest shall be

    determined according to the length of time for which the enterprise’s currency fund is used by others and

    the effective interest rate. The amount of royalties shall be determined according to the period and

    method of charging as stipulated in the relevant contract or agreement.

    23. Government grantsGovernment grants shall be recognized at fair value on the conditions that the Company can receive the

    grant and comply with the conditions attaching to the grant. For a government grant related to income, if

    the grant is a compensation for related expenses or losses to be incurred by the Company in subsequent

    period, the grant shall be recognized as deferred income, and recognized in profit or loss over the

    periods in which the related costs are recognized. A government grant related to an asset shall be

    recognized as deferred income, and evenly amortized to profit or loss over the useful life of the related

    asset.

    24. Income tax

    The Company shall use the balance sheet liabilities method to measure income tax. The income tax

    expenses include income tax of current period and deferred income tax expense (or income). The

    income taxes of the current period and deferred income tax of an enterprise shall be treated as income

    tax expenses or incomes, and shall be recorded into the current profits and losses, excluding the income

    taxes incurred under the following circumstances: the business combination; and the transactions or

    events directly recognized as the owner's rights and interests.

    The current income tax is calculated with the amounts of taxable income of enterprises for the current

    period. The taxable income is adjusted according to Tax Law and based on current profit.

    At the balance sheet date, the Company analyzes the carrying amount of assets or liabilities and its tax

    base; where there is difference between the carrying amount of the assets or liabilities and its tax base,

    the deferred income tax assets, the deferred income tax liabilities or corresponding deferred income tax

    expense (or income) shall be determined. When the carrying amount of assets is higher than its tax base

    or the carrying amount of liabilities is lower than its tax base, the taxable temporary differences occur and

    the deferred income tax liabilities shall be recognized; When the carrying amount of assets is lower than

    its tax base or the carrying amount of liabilities is higher than its tax base, the deductible temporary

    differences occur and the deferred income tax assets shall be recognized.

    25. Maintenance fund

    The Company’s property management company receives and manages public maintenance fund

    consigned by owners, and charges to “agency fund”. The fund is used in the maintenance and update of

    the common apparatus and common position of the house and communal facilities of property

    management region.

    26. Quality assurance reserve funds

    Construction party should remain quality assurance reserve funds according to the amount in the

    construction contract, and list in "accounts payable". The funds should be paid according to the actual

    conditions and contract after guarantee period.

    27. Preparation method of consolidated financial statementsThe Company shall include all subsidiaries within the scope of consolidation.

    The consolidated financial statements shall be prepared by parent based on the financial statements of

    the parent and its subsidiaries, using other related inform ation and after adjusting the long-term equity

    investments in subsidiaries using the equity method according to “Accounting Standard for Business

    Enterprises No.33— Consolidated Financial Statements”.

    28. Changes of accounting policies and accounting estimates and error correction

    (1) Changes of accounting policies

    Not applicable.

    (2) Changes of accounting estimates and error correction

    Not applicable.

    III. Taxation

    The main taxes include: business tax, city construction and maintenance tax, education fee, income tax

    and etc. The tax rates are as following:

    Category Rate Taxable base

    Business tax 5%

    Revenue of house property sale and lease, property

    management income and etc.

    City construction and maintenance tax 5%, 7% Business tax and value-added tax

    Education fee 3% Business tax and value-added tax

    Income tax 20%, 25% Taxable income

    Note: Except that income tax of companies in Hainan District and Hainan Pearl River Enterprises

    Holding Co., Ltd. Shanghai Real Estate Co. is levied at 20% of taxable income, the income tax

    of other companies is levied at 25% of taxable income.

    IV. Business combinations and consolidation financial statements

    1. Subsidiaries established by the Company

    Subsidiary’s name

    Registered

    address

    Registered

    capital

    (RMB 0’000)

    Principal

    activities

    Holding

    proportion

    Voting rights

    proportion

    Amount invested by the

    Company

    (RMB 0’000)

    Hainan Pearl River

    Properties and Hotels

    Management Co., Ltd.

    Hainan

    Haikou

    500

    Properties and

    Hotels

    Management

    98% 98% 490

    Hainan Pearl River

    Environmental Projects Co.,

    Ltd.

    Hainan

    Haikou

    100

    Gardens

    engineering

    construction

    100% 100% 100Subsidiary’s name

    Registered

    address

    Registered

    capital

    (RMB 0’000)

    Principal

    activities

    Holding

    proportion

    Voting rights

    proportion

    Amount invested by the

    Company

    (RMB 0’000)

    Hainan Pearl River Estate

    Cleaning Company

    Hainan

    Haikou

    20

    Cleaning

    projects

    100% 100% 20

    Hainan Pearl River Estate

    Machine Engineering

    Company

    Hainan

    Haikou

    150

    Mechanical and

    electrical

    products sales

    100% 100% 150

    Hainan Pearl River Estate

    Marketing Co., Ltd.

    Hainan

    Haikou

    100

    Real Estate

    Marketing

    Planning

    100% 100% 100

    Sanya Wanjia Hotel

    Management Co., Ltd.

    Hainan Sanya 10,800 Hotel service 100% 100% 10,800

    Sanya WanJia industrial Co., LTD

    Hainan Sanya 2,000

    Cultural and

    sports services

    100% 100% 2,000

    Hubei Pearl River Real Estate

    Development Co., Ltd.

    Hubei Wuhan 6,500

    Real estate

    development and

    management

    88% 88% 5,720

    Wuhan Pearl River Meilin

    Hotels Management Co.,

    Ltd.

    Hubei Wuhan 50 Service 100% 100% 50

    Hainan Pearl River

    Enterprises Holding Co.,

    Ltd. Shanghai Real Estate Co.

    Shanghai 4,000

    Real estate

    development and

    management

    100% 100% 4,000

    2. Changes of consolidation scope

    The Company did not change the consolidation scope of the financial statements during this

    reporting period.

    3. Information about minority interest of subsidiaries

    Subsidiary’s name

    Minority interest on 1

    Jan 2009

    Increment decrement

    Minority interest on 30

    Jun 2009

    Hubei Pearl River Real Estate Development

    Co., Ltd.

    11,158,788.99 1,263,837.89 9,894,951.10

    Hainan Pearl River Properties and Hotels

    Management Co., Ltd.

    160,345.40 841.11 159,504.29

    Total 11,319,134.39 1,264,679.00 10,054,455.39

    V. Notes to significant items of the consolidated financial statements1. Monetary funds

    Items 30 Jun 2009 1 Jan 2009

    Cash 232,710.39 257,690.21

    Bank deposit 67,703,139.63 36,367,845.96

    Other monetary funds 30,000.00 30,000.00

    Total 67,965,850.02 36,655,536.17

    Note: Ending amount of monetary funds is increased by 85.42% compared with initial amount. It

    is mainly due to Hubei Pearl River Real Estate Development Co., Ltd. increasing amount of advances

    from customers.

    2. Accounts receivable

    (1) Detailed information

    30 Jun 2009 1 Jan 2009

    Items

    Balance

    Proportion

    (%)

    Bad debts Net value Balance

    Proportion

    (%)

    Bad debts Net value

    Individual with significant amount 7,761,707.60 61.43 7,761,707.60 0.00 9,157,687.60 63.32 7,789,627.20 1,368,060.40

    Individual without significant

    amount,but with

    significant credit risk

    2,602,630.43 20.60 2,270,220.52 332,409.91 2,825,626.55 19.54 2,253,870.24 571,756.31

    Other unimportant receivables 2,271,122.06 17.97 237,038.22 2,034,083.84 2,479,093.98 17.14 289,549.35 2,189,544.63

    Total 12,635,460.09 100.00 10,268,966.34 2,366,493.75 14,462,408.13 100.00 10,333,046.79 4,129,361.34

    (2) Aging analysis

    30 Jun 2009 1 Jan 2009

    Ages

    Balance

    Proportion

    (%)

    Bad debts Net value Balance

    Proportion

    (%)

    Bad debts Net value

    Within 1 year 1,408,384.64 11.15 28,167.69 1,380,216.95 2,980,744.98 20.61 59,614.90 2,921,130.08

    1-2 years 204,751.00 1.62 10,237.55 194,513.45 418,921.00 2.90 20,946.05 397,974.95

    2-3 years 265,000.00 2.10 26,500.00 238,500.00 475,408.00 3.29 236,908.00 238,500.00

    3-4 years 470,997.00 3.73 94,199.40 376,797.60 100,000.00 0.69 20,000.00 80,000.00

    4-5 years 100,000.00 0.79 30,000.00 70,000.00 200,997.00 1.39 60,299.10 140,697.90

    Over 5 years 10,186,327.45 80.62

    10,079,861.70

    106,465.75 10,286,337.15 71.12 9,935,278.74 351,058.41

    Total 12,635,460.09 100.01

    10,268,966.34

    2,366,493.75 14,462,408.13 100.00 10,333,046.79 4,129,361.34

    Note 1: The year end balance did not contain any debt owned by major shareholders who own more

    than 5% of the Company’s share capital.

    2: The top five debtors’ ending total balance is 8,259,227.60 Yuan, and is 65.37% of accountsreceivable total amount.

    3: There are 8,259,227.60 Yuan over 5 years in the top five debtors’ ending total balance.

    Details are as follows:

    Name Owned amount Ages

    Hainan racing entertainment Co., LTD 2,406,158.00 over 5 years

    Hainan Baoping company 2,218,494.43 over 5 years

    Hainan centaline property agency 2,090,069.77 over 5 years

    Hainan dragon flim studio 1,046,985.40 over 5 years

    Haikou PeiJie clothing company 497,520.00 over 5 years

    Total 8,259,227.60

    4: The bad debts proportion and reasons for individual accounts receivable with significant

    amount

    Individual accounts receivable whose amount is more than 1 million and whose ending balance

    is owned more than 5% (including 5%) of the total other receivables will be recognized as individual

    accounts receivable with significant amount.

    At the e nd of this year, the individual accounts receivable with significant amount that doesn’t

    occur impairment loss after individual testing, shall base on actual loss rates of accounts

    receivable portfolio with same ages and present situation to determine the bad debts proportion.

    Among them, the balance over 5 years is 8,259,227.60Yuan.

    5: The bad debts proportion and reasons for individual accounts receivable without significant

    amount, but with significant credit risk according to credit risk characteristics portfolio

    For the accounts receivable over 5 years, the bad debts proportion is 50% of the balance. For

    accounts receivable that are surely uncollectible, the bad debts proportion could be increased

    to 100% of the balance. After deducting individual accounts receivable with significant amount

    from accounts receivable satisfied with above situations, the leavings are individual accounts

    receivable without significant amount, but with significant credit risk.

    3. Advances to suppliers

    30 Jun 2009 1 Jan 2009

    Ages

    Balance Proportion (%) Balance Proportion (%)

    Within 1 year 36,175,220.94 87.17 27,891,517.83 98.73

    1-2 years 5,016,185.03 12.09 60,000.00 0.21

    2-3 years 10,000.00 0.02Over 3 years 300,000.00 0.72 300,000.00 1.06

    Total 41,501,405.97 100.00 28,251,517.83 100.00

    Note 1: The year end balance did not contain any debt owned by major shareholders who own more

    than 5% of the Company’s share capital.

    2 : Ending carrying amount of a dvances to suppliers is increased by 46.9% compared with initial

    amount. It is mainly due to its subsidiary H ubei pearl real estate development Co., LTD made project

    prepayment.

    4. Other receivables

    (1) Detailed information

    30 Jun 2009 1 Jan 2009

    Items

    Balance

    Proportion

    (%)

    Bad debts Net value Balance

    Proportion

    (%)

    Bad debts Net value

    Individual with significant amount 177,837,500.00 74.63 24,300,900.00 153,536,600.00 49,250,125.00 62.84 19,342,875.00 29,907,250.00

    Individual without significant amount,

    but with significant credit risk

    41,022,568.21 17.22 25,433,818.21 15,588,750.00 25,104,007.81 32.03 24,874,333.10 229,674.71

    Other unimportant receivables 19,421,262.22 8.15 2,283,296.00 17,137,966.22 4,023,847.38 5.13 338,445.99 3,685,401.39

    Total 238,281,330.43 100.00 52,018,014.21 186,263,316.22 78,377,980.19 100.00 44,555,654.09 33,822,326.10

    (2) Aging analysis

    30 Jun 2009 1 Jan 2009

    Ages

    Balance Proportion (%) Bad debts Net value Balance Proportion (%) Bad debts Net value

    Within 1 year 173,538,406.39 72.84 3,470,768.13 170,067,638.26 3,132,090.58 4.00 62,641.80 3,069,448.78

    1-2 years 2,362,542.37 0.99 118,127.12 2,244,415.25 5,691,756.80 7.26 505,804.19 5,185,952.61

    2-3 years 893,389.54 0.37 89,338.95 804,050.59 800,000.00 1.02 80,000.00 720,000.00

    3-4 years 505,129.00 0.21 101,025.80 404,103.20 6,005,129.00 7.66 1,201,025.80 4,804,103.20

    4-5 years 21,888,381.65 27.93 6,858,810.14 15,029,571.51

    Over 5 years 60,981,863.13 25.59 48,238,754.21 12,743,108.92 40,860,622.16 52.13 35,847,372.16 5,013,250.00

    Total 238,281,330.43 100.00 52,018,014.21 186,263,316.22 78,377,980.19 100.00 44,555,654.09 33,822,326.10

    Note 1: The year end balance did not contain any debt owned by major shareholders who own more

    than 5% of the Company’s share capital.

    2: The top five debtors’ ending total balance is 193,920,125.00 Yuan, and is 81.38% of other

    receivables total amount.

    3: There are 156,670,000.00 Yuan within 1 year and 37,250,125.00 Yuan over 5 years in the top

    five debtors’ ending total balance. Details are as follows:

    Name Owned amount Ages

    Chongqing fifth intermediate people's court 156,670,000.00 Within 1 yearName Owned amount Ages

    Hainan Baxter industrial Co., LTD 11,417,500.00 Over 5 years

    Beijing Yidong international Properties Co., LTD 9,750,000.00 Over 5 years

    YangPu Nanhua Datong Holding Co., LTD 9,600,000.00 Over 5 years

    Shenzhen impression computer Co., LTD 6,482,625.00 Over 5 years

    Total 193,920,125.00

    4: Ending amount of other receivables is increased by 204.02% compared with initial

    amount. It is mainly due to increase 156,670,000.00 Yuan of account receivable. Details refer to Notes

    XIII. Other important events 3.

    5: The bad debts proportion and reason for individual other receivables with significant amount

    The year end balance did not contain any debt owned by major shareholders who own more than 5%

    of the Company’s share capital.

    Individual other receivables whose amount is more than 1 million and whose ending balance is

    owned more than 5% (including 5%) of the total other receivables will be recognized as individual other

    receivables with significant amount.

    At the end of this year, the individual other receivables with significant amount that doesn’t occur

    impairment loss after individual testing, shall base on actual loss rates of other receivables portfolio with

    same ages and present situation to determine the bad debts proportion. Among them, the balance over 5

    years is 37,250,125.00 Yuan.

    6: The bad debts proportion and reason for individual other receivables without significant amount, but

    with significant credit risk according to credit risk characteristics portfolio

    For the other receivables over 5 years, the bad debts proportion is 50% of the balance. For other

    receivables that are surely uncollectible, the bad debts proportion could be increased to 100% of the

    balance. After deducting individual other receivables with significant amount from other receivables

    satisfied with above situations, the leavings are individual other receivables without significant amount,

    but with significant credit risk.

    5. Inventories

    (1) Inventories category

    30 Jun 2009 1 Jan 2009

    Items

    Balance

    Impairment

    provision

    Balance Impairment provision

    Raw material 2,475,815.39 2,754,432.65

    Low-value consumption

    goods

    55,009.70 55,009.70

    Finished goods 269,603.99 28,983.79

    Constructing 539,618,677.34 41,686,535.83 450,222,653.24 41,686,535.8330 Jun 2009 1 Jan 2009

    Items

    Balance

    Impairment

    provision

    Balance Impairment provision

    development product

    Development product 61,298,993.96 17,690,672.35 61,298,993.96 17,690,672.35

    Total 603,718,100.38 59,377,208.18 514,360,073.34 59,377,208.18

    Net value 544,340,892.20 454,982,865.16

    Note 1: Net realizable value of inventories is the net value of market price in the voluntary

    transactions deducting further development or sales costs according to the individual stock item

    in a fair market transaction. Details of inventory impairment provision refer to Notes V. 5 (4).

    2: Inventory mortgage is as follows:

    a. The area of Pearl River Plaza 5th floor west side is 2,046.00 square meters, the book value

    is 7,958,858.16 Yuan; the area of Longzhu Plaza 21st floor is 792.2 square meters, the book value

    is 1,048,080.60 Yuan; investment real estates listed in Notes V. 7 note 2; fixed-assets listed

    in Notes V. 8 note 1; these assets have been mortgaged to the B ank of Communication Hainan Branch,

    and loan amount is 21,320,000 Yuan.

    b. Meilin Qingcheng land use right and commercial house of 63,327.00 square meters in the Road

    No.20 Wuchang District of Wuhan, the book value is 74,946,255.99 Yuan, have been mortgaged to

    the Construction Bank of China Wuchang Branch, the loan amount is 150,000,000 Yuan.

    4: Capitalized interest amount is 5,282,872.50 Yuan included in the increase of inventories.

    Capitalization rate is same as the bank lending rate over the same period.

    (2) Constructing development product is as follows:

    Project name Commencement date

    Estimated time

    for completion

    Estimated total

    investment

    (0’000)

    30 Jun 2009 1 Jan 2009

    Wuhan Meilin

    Qingcheng second and

    third period

    projects

    In Sep 2006 In 2011 79,929.00 427,490,036.30 339,458,555.11

    Longzhu third period

    project

    Note 1 50,956,564.24 49,592,021.33

    Along No.1 road

    engineering project

    Note 2 61,172,076.80 61,172,076.80

    Total 539,618,677.34 450,222,653.24Note 1: The Company and Haikou Land Resources Bureau signed the "supplementary agreement of land

    for construction" on 31 August 2004. The Land Resources Bureau agreed that the Company can defer

    exploiting the land of 16,512.62 square meters, locating in Longkun North Road No.2 (Pearl River

    International Hotel land). The project plan is waiting for the government’s examining and

    approving.

    2: According to “Equity application letter about Changdi along river No.1 road project” of Haikou

    City Development Co., Ltd (dismantlement and direct department of Changdi along river No.1 road)

    on 23 September 2006, it is required the Company applies relevant equity and data of the project.

    On 11 October 2006, the basic intention of the Company for the project is to obtain land with

    same value in Haikou according to actual capital invested by the Company or transfer the investment

    to new investors.

    (3) Development product is as follows:

    Project name

    Time for

    completion

    1 Jan 2009 Increment Decrement 30 Jun 2009

    F2 Dihao In 1995

    F4 Pearl River Plaza attaching

    building

    In 1995

    Pearl River Plaza F3 Dijing In 1995 5,315,696.54 5,315,696.54

    Pearl River Plaza F4 attaching

    building

    In 1995 8,412,701.88 8,412,701.88

    Longzhu Plaza In 1992 1,598,659.60 1,598,659.60

    Pearl River Plaza

    underground garage

    In 1995 6,919,373.98 6,919,373.98

    Longzhu Plaza underground

    garage

    In 1992 2,664,000.00 2,664,000.00

    Rose garden high floor In 2000 1,908,873.88 1,908,873.88

    Rose garden attaching

    building

    In 2000

    Rose garden underground

    garage two floor

    In 2000 30,345,040.97 30,345,040.97

    Wuhan Meilin Qingcheng first

    period project

    In Aug 2006 4,134,647.11 4,134,647.11

    Total 61,298,993.96 61,298,993.96

    (4) Inventories impairment provisionDecrement

    Items 1 Jan 2009 Increment

    Transfer back Write off

    30 Jun 2009

    Development product 17,690,672.35 17,690,672.35

    Constructing

    development product

    41,686,535.83 41,686,535.83

    Total 59,377,208.18 59,377,208.18

    6. Available for sale financial assets

    Items Fair value at 30 Jun 2009 Fair value at 1 Jan 2009

    Equity instruments available for sale 577,220,000.00

    Total 577,220,000.00

    Details of Available for sale financial assets :

    Share name Holding amount Investment cost Fair value at 30 Jun 2009

    Southwest securities 33,250,000.00 42,460,376.01 577,220,000.00

    Total 33,250,000.00 42,460,376.01 577,220,000.00

    Note: The fair value of available for sale financial asset at the end of this period was higher than investment

    cost 534,759,623.99 Yuan. The company recognized capital reserve 413,895,873.99 yuan and deferred income tax

    liabilitiesthe 120,863,750.00 yuan.

    7. Long-term Equity Investment

    (1) Category

    30 Jun 2009 1 Jan 2009

    Items

    Balance Provision Book value Balance Provision Book value

    Investment to joint

    venture

    457,831.42 332,092.00 125,739.42 457,831.42 332,092.00 125,739.42

    Investment to

    affiliate

    1,616,901.92 1,616,901.92 1,616,901.92 1,616,901.92

    Other equity

    investment

    46,494,955.29 35,083,645.39 11,411,309.90 206,200,703.44 126,788,941.74 79,411,761.70

    Total 48,569,688.63 35,415,737.39 13,153,951.24 208,275,436.78 127,121,033.74 81,154,403.04

    (2) Adopting equity methodEquity increment or

    decrement

    Name of invested companies

    Percentage

    %

    Initial

    investing

    amount

    1 Jan 2009

    Amount of

    this year

    Accumulative

    amount

    30 Jun 2009

    Beijing Yangguang Tiancheng Property

    Management Co., Ltd

    30 1,500,000.00 1,616,901.92 1,616,901.92

    Shanghai Bright Pearl at Sea Property

    Management Company

    50 832,000.00 457,831.42 457,831.42

    Total 2,332,000.00 2,074,733.34 2,074,733.34

    (3) Adopting cost method

    Name

    Percentage

    %

    Initial

    investing

    amount

    1 Jan 2009 Increment Decrement 30 Jun 2009

    Southwest Security 3.21 150,000,000.00 159,705,748.15 159,705,748.15

    Guangzhou Pearl River Investment

    Management Co., Ltd

    9.4785 18,177,240.29 18,177,240.29 18,177,240.29

    China Net Promoting Science and

    Technology Investment Company

    10 10,000,000.00 10,000,000.00 10,000,000.00

    China (Hainan) Reform Development Academe 8,640,000.00 8,640,000.00 8,640,000.00

    Hainan Tongsheng Harbor Company 15 6,000,000.00 6,000,000.00 6,000,000.00

    Hainan South Ocean Ship Industry Stock Co., Ltd 1,680,000.00 1,680,000.00 1,680,000.00

    Nanli Lake member card 662,400.00 662,400.00 662,400.00

    Hainan Pearl River Pipe and Peg Co., Ltd 1.33 618,500.00 426,315.00 426,315.00

    Hainan General Commercial Board 6.67 500,000.00 500,000.00 500,000.00

    Nanli Lake Golf member card 249,000.00 249,000.00 249,000.00

    Hainan Huadi Pearl River Base-Project Co., Ltd 2 160,000.00 160,000.00 160,000.00

    Total 196,687,140.29 206,200,703.44 159,705,748.15 46,494,955.29

    Note: The decreased amount of the long-term equity investment is due to reclassifying the

    investment in Southwest Security to financial asset available for sale. Details refer to Note

    XIII. Other important events.

    (4) Long-term investment impairment provisionDecrement

    Name 1 Jan 2009 Increment Transfer

    back

    Write off

    30 Jun 2009 Reason

    Southwest Security 91,705,296.35 91,705,296.35

    Guangzhou Pearl River Investment

    Management Co., Ltd

    7,352,245.39 7,352,245.39

    Deterioration

    of the financial

    situation

    China Net Promoting Science and

    Technology Investment Company

    10,000,000.00 10,000,000.00

    Be revoked the

    business

    license

    China (Hainan) Reform Development

    Academe

    8,640,000.00 8,640,000.00

    Unable to

    recover

    investment

    Hainan Tongsheng Harbor

    Company

    6,000,000.00 6,000,000.00

    Project has

    already been

    suspended

    Hainan South Ocean Ship Industry

    Stock Co., Ltd

    1,680,000.00 1,680,000.00

    Negative net

    assets

    Nanli Lake member card 662,400.00 662,400.00

    Unable to

    recover

    investment

    Hainan General Commercial Board 500,000.00 500,000.00

    Unable to

    recover

    investment

    Shanghai Bright Pearl at Sea

    Property

    Management Company

    332,092.00 332,092.00

    Deterioration

    of the financial

    situation

    Nanli Lake Golf member card 249,000.00 249,000.00

    Unable to

    recover

    investment

    Total 127,121,033.74 91,705,296.35 35,415,737.39

    8. Investment real estates

    Items 1 Jan 2009 Increment Decrement 30 Jun 2009

    I. Original value 26,260,649.34 26,260,649.34

    (1) Buildings and structures 26,260,649.34 26,260,649.34

    (2) Land use rightItems 1 Jan 2009 Increment Decrement 30 Jun 2009

    II. Accumulated depreciation and amortization 1,613,203.50 2,055,553.26

    (1) Buildings and structures 1,613,203.50 442,349.76 2,055,553.26

    (2) Land use right

    III. Impairment provision 2,979,083.88 2,979,083.88

    (1) Buildings and structures 2,979,083.88 2,979,083.88

    (2) Land use right

    IV. Book value 21,668,361.96 21,226,012.20

    (1) Buildings and structures 21,668,361.96 21,226,012.20

    (2) Land use right

    Note 1: The Company adopts cost pattern to measure investment property.

    2: Shanghai Pudong Avenue 1097 No. 23 and No. 24 attaching building first floor, area is 749.64

    square meters, the book value is 2,733,826.70 Yuan; Shanghai Pudong Avenue 1097 No. 23 and No. 24

    attaching building second floor, area is 749.65 square meters, the book value is 3,266,323.26 Yuan.

    underground garage one-floor with 104 parking spaces, parking area is 3,517.28 square meters; the

    book value is 14,875,794.08Yuan. All these have been mortgaged to Bank of Communication Hainan

    Branch, details refer to Notes V. 5 (1) note 3.

    9. Fixed assets and accumulated depreciation

    Items 1 Jan 2009 Increment Decrement 30 Jun 2009

    I. Original value

    Buildings and structures 265,697,819.82 265,697,819.82

    General equipments 40,232,961.64 285,553.50 550,000.00 39,968,515.14

    Vehicles 15,580,171.36 168,300.00 1,447,600.40 14,300,870.96

    Other equipments 31,349,629.43 497,915.05 14,456.00 31,833,088.48

    Total 352,860,582.25 951,768.55 2,012,056.40 351,800,294.4

    II. Accumulated

    depreciation

    Buildings and structures 17,946,985.98 4,671,121.01 22,618,106.99

    General equipments 18,521,371.71 1,197,805.90 522,500.00 19,196,677.61

    Vehicles 7,312,328.60 1,012,595.31 564,703.94 7,760,219.97

    Other equipments 11,382,380.81 2,470,415.57 5,099.00 13,847,697.38

    Total 55,163,067.10 9,351,937.79 1,092,302.94 63,422,701.95Items 1 Jan 2009 Increment Decrement 30 Jun 2009

    III. Impairment

    provision

    Buildings and structures 17,031,627.70 17,031,627.70

    General equipments

    Vehicles

    Other equipments

    Total 17,031,627.70 17,031,627.70

    IV. Book value

    Buildings and structures 230,719,206.14 226,048,085.13

    General equipments 21,711,589.93 20,771,837.53

    Vehicles 8,267,842.76 6,540,650.99

    Other equipments 19,967,248.62 17,985,391.10

    Total 280,665,887.45 271,345,964.75

    Note 1: Longzhu Plaza’s twenty-two floor and its north-east side 2-floor are 792.20 and 1,669.13

    square meters respectively, and the total carrying amount is 2,534,048.87 The two properties have

    been mortgaged to the Bank of Communication Hainan Branch; details refer to Notes V. 5 (1) note

    3.

    Equipment: 2 sets of air conditionings, 2 sets of diesel generators, and 8 Elevators of Huayu

    brand (included in property value), the book value is 6,515,121.08 Yuan, as well as the right

    to use land in Sanya hotel, these have been mortgaged to the Bank of China Hainan Yeshumeng b ranch,

    and loan amount is 12,000,000 Yuan.

    2: The carrying amount of Wuhan Meilin Club is 6,616,310.00 Yuan; the relevant property ownership

    certificate is in the course of handling.

    10. Intangible assets

    Items 1 Jan 2009 Increment Decrement 30 Jun 2009

    I. Original value 34,859,953.18 34,861,953.18

    Land use right of Sanya hotel 30,342,484.00 30,342,484.00

    Sanya villa land 1,839,022.44 1,839,022.44

    Wuhan club land 1,443,725.13 1,443,725.13

    Shanghai house use right 695,732.00 695,732.00

    Software 538,989.61 2,000.00 540,989.61Items 1 Jan 2009 Increment Decrement 30 Jun 2009

    II.Accumulative amortization 1,933,519.63 463,946.51 2,397,466.14

    Land use right of Sanya hotel 1,498,360.74 394,224.92 1,892,585.66

    Sanya villa land 95,327.28 23,831.82 119,159.10

    Wuhan club land 32,183.27 10,312.32 42,495.59

    Shanghai house use right 216,488.18 6,957.32 223,445.50

    Software 91,160.16 28,620.13 119,780.29

    III. Carrying amount 32,926,433.55 32,464,487.04

    Note 1: The right to use land of 30,780.13 square meters in Sanya hotel has been mortgaged to the

    Hainan Yeshumeng branch of the Bank of China. Details refer to Notes V. 8 .

    2: The carrying amount of land use right in Wuhan Club is 1,443,725.13 Yuan; the relevant property

    ownership certificate is in course of handling.

    11. Assets impairment provision

    Decrement

    Items 1 Jan 2009 Increment

    Transfer back Write off

    30 Jun 2009

    Bad debt provision 54,888,700.88 7,398,279.67 62,286,980.55

    Inventories impairment provision 59,377,208.18 59,377,208.18

    long-term equity investment

    impairment provision

    127,121,033.74 91,705,296.35 35,415,737.39

    Investment property impairment

    provision

    2,979,083.88 2,979,083.88

    Fixed assets impairment

    provision

    17,031,627.70 17,031,627.70

    Others

    Total 261,397,654.38 7,398,279.67 91,705,296.35 177,090,637.70

    Note: The decrement of investment property impairment provision is 91,705,296.35 Yuan; it is due to

    reclassifying the investment in Southwest securities into Available for sale financial assets and therefor

    reduction of the provision of impairment.

    12. Assets with restricted ownershipItems Assets name Area Amount Remark

    1.Inventories Subtotal 83,953,194.75

    Development product

    Pearl River Plaza attaching

    building 5-floor west side real

    estates

    2,046.00 7,958,858.16

    Longzhu Plaza 21-floor 792.20 1,048,080.60

    They have been mortgaged to

    the China Construction Bank

    Hainan Branch for loan 21.32

    million Yuan.

    Constructing

    development product

    Land use right of Wuhan Meilin

    Qingcheng second period project

    63,327.00 74,946,255.99

    It has been mortgaged to the

    Construction Bank of China

    Wuchang Branch for loan 150

    million Yuan.

    2.Investment real

    estates

    Subtotal 20,875,944.04

    Buildings and

    structures

    Shanghai Pudong Avenue 1097 No. 23

    and No.24 attaching buildings

    1-floor and 2-floor real estates

    1,499.28 6,000,149.96

    Buildings and

    structures

    Underground garage 1-floor with

    104 parking spaces

    3,517.28 14,875,794.08

    They have been mortgaged to

    the China Construction Bank

    Hainan Branch for loan 21.32

    million Yuan.

    3.Fixed assets Subtotal 9,049,169.95

    Buildings and

    structures

    Longzhu Plaza 22-floor and its

    northeast 2-floor real estates

    2,461.33 2,534,048.87

    They have been mortgaged to

    the China Construction Bank

    Hainan Branch for loan 21.32

    million Yuan.

    Equipments General equipments 6,515,121.08

    It has been mortgaged to the

    Bank of China Hainan

    Yeshumeng branch for loan 12

    million Yuan.

    4.Intangible assets Subtotal 28,844,123.26

    Land Land use right of Sanya hotel 30,780.13 28,844,123.26

    It has been mortgaged to the

    Bank of China Hainan

    Yeshumeng branch for loan 12

    million Yuan.

    5.Available for sale

    financial assets

    33,250,000 shares of Southwest

    Security

    577,

    220,000.00

    Details refer to Notes VIII.

    Note: Assets with restricted ownership are mainly used for guarantee of bank loans. The

    procedure for the relief of equity pledge 33,250,000 shares of Southwest securities is in process.13. Short-term loans

    Category 30 Jun 2009 1 Jan 2009

    Guaranteed loans

    Pledge loans 21,320,000.00 24,000,000.00

    Total 21,320,000.00 24,000,000.00

    Note 1: Beijing Wangfa Real Estate Development provides loan guarantee of 43,000,000 Yuan

    that the Company gets from the Bank of Communication Hainan Branch, and the ending amount of the

    loan is 21,320,000 Yuan. At the same time, the Company provides mortgage for the loan, details

    refer to Notes V. 12.

    2: There are no unpaid overdue short-term loans this year.

    14. Accounts payable

    Ages 30 Jun 2009 1 Jan 2009

    Within 1 year 1,811,352.93 3,391,600.90

    1-2 years 2,967,567.26 21,545,357.34

    2-3 years 20,047,593.39 166,672.39

    Over 3 years 7,967,807.24 7,820,792.09

    Total 32,794,320.82 32,924,422.72

    Note 1: The end of this reporting period did not contain debt owned by any major shareholders

    who own more than 5% of the Company’s share capital.

    2: Accounts payable over 3 years is unpaid project fund.

    15. Advances from customers

    Ages 30 Jun 2009 1 Jan 2009

    Within 1 year 309,840,386.45 142,868,649.50

    1-2 years 88,956.69

    2-3 years

    Over 3 years

    Total 309,840,386.45 142,957,606.19

    Note 1: The end of this reporting period did not contain debt owned by any major shareholders

    who own more than 5% of the Company’s share capital.

    Note 2: Ending carrying amount of advances from customers is increased by 116.74% compared with

    initial amount. It is mainly due to the pre-sale of Wuhan Meilin Qingcheng second period project.16. Accrued payroll

    Items 1 Jan, 2009 Increment Decrement 30 Jun 2009

    I. Salary, bonus, allowance 1,606,976.82 22,665,006.58 23,746,435.82 525,547.58

    II. Employee Welfare expenses 1,420,004.11 1,420,004.11

    III. Social insurance 3,043.78 3,022,811.48 3,022,663.02 3,192.24

    Including: 1. medicare 777,305.90 777,269.97 35.93

    2. basic endowment insurance 3,043.78 1,959,780.67 1,959,678.97 3,145.48

    3. annuity

    4.unemployment insurance 183,953.84 183,947.06 6.78

    5.labour injury insurance 56,509.04 56,507.36 1.68

    6.bearing insurance 45,262.03 45,259.66 2.37

    IV. Housing accumulation fund 13,952.00 201,616.75 215,568.75 0

    V. Labor union outlay and employee education outlay 2,402,413.61 672,944.88 299,801.46 2,775,557.03

    VI. Non-monetary welfares

    VII. Compensation for dismissal 19,500.00 19,500.00

    VIII. Other 62,961.54 62,961.54

    Total 4,026,386.21 28,064,845.34 28,786,934.70 3,304,296.85

    Note: There is no accrued payroll without paid on time or linking with work efficiency.

    17. Taxes payable

    Items 30 Jun 2009 1 Jan 2009

    VAT -141,619.46 -154,353.80

    Individual income tax 33,755.53 62,517.25

    City construction and maintenance tax -659,096.78 46,497.50

    Corporate income tax -2,349,361.21 138,975.17

    Property tax 508,000.56 483,589.37

    Business tax -9,995,407.15 119,498.18

    Land use tax 167,145.90 69,255.57

    Education fee -410,560.91 -107,699.03

    Local education fee -155,187.31 24,100.15

    Land value-added tax -2,656,734.09 1,691,791.89

    Others -320,625.66 129,160.02

    Total -15,979,690.58 2,503,332.27

    Note: the ending balance of t axes payable is negative amount and is caused by its subsidiary

    Hubei pearl real estate development Co., LTD. paying taxes based on advance from customer.

    18. Interest payableItem 30 Jun 2009 1 Jan 2009

    Loan interest 84,077,337.80 69,783,831.76

    Total 84,077,337.80 69,783,831.76

    Note : The end of this year did not contain debt owned by any major shareholders who own

    more than 5% of the Company’s share capital. Details refer to Notes VII. Related party

    relationship and transactions.

    19. Other payables

    Ages 30 Jun 2009 1 Jan 2009

    Within 1 year 42,135,212.89 53,962,760.10

    1-2 years 55,814,315.12 254,658,213.94

    2-3 years 219,550,454.92 54,592,536.88

    Over 3 years 92,168,236.55 40,094,855.01

    Total 409,668,219.48 403,308,365.93

    Note 1: The end of this year did not contain debt owned by any major shareholders who own

    more than 5% of the Company’s share capital. Details refer to Notes VII. Related party

    relationship and transactions.

    2: Other payables over 3 years are mainly due to loan from shareholders. Details refer to Notes

    VII. Related party relationship and transactions.

    20. Non-current liability due within one year

    Category 30 Jun 2009 1 Jan 2009

    Credit loans

    Pledge loans 5,000,000.00 5,000,000.00

    Total 5,000,000.00 5,000,000.00

    Note 1: The information of non-current liability within one year about pledge loans 5 million

    Yuan refers to Notes V. 12. and the information of loan guarantee refers to Notes V.21.

    21. Long-term borrowings

    Category 30 Jun 2009 1 Jan 2009

    Credit loans

    Pledge loans 157,000,000.00 157,000,000.00

    Total 157,000,000.00 157,000,000.00

    Note 1: Pledge loans, of which 150 million yuan was pledged by the 63,327.00 square meters’ landuse right of Hubei Meiling Qingcheng second project which located in No.20 Fangji Road, Wuchang

    District, Wuhan. Details refer to Note V.12.

    The information about pledge loans 7 million Yuan refers to Notes V. 12. Among them, Beijing

    Wangfa Real Estate Development provides loan guarantee for loan 7 million Yuan, the amount in

    the loan contract is 30million Yuan and ending balance is 12 million Yuan, and the amount due

    within one year is 5 million yuan.

    Note 2: There are no unpaid overdue long-term borrowings this period.

    22. Share capital

    Unit: share

    23. Capital surplus

    Items 30 Jun 2009 1 Jan 2009

    Share premium 224,960,139.16 224,960,139.16

    Other capital surplus (transfer from capital surplus under

    original accounting regulation)

    109,300,017.82 109,300,017.82

    Other capital surplus (changes in the fair value of

    Available for sale financial assets )

    534,759,623.99

    Other capital surplus (influence of income tax related with

    the capital surplus)

    -120,863,750.00

    Total 748,156,030.97 334,260,156.98

    1 Jan 2009 Increment or decrement (+,-) 30 Jun 2009

    Items

    Num. of Shares

    Percentage

    (%)

    issued

    new

    shares

    Bonus

    issue

    Surplus

    converted

    others subtotal amount

    Percentage

    %

    1. Unlisted shares 123,004,609.00 28.82 123,004,609.00 28.82

    State owned shares

    State corporate shares 119,080,478.00 27.90 149,500 149,500 119,229,978.00 27.94

    Other domestic shares 3,924,131.00 0.92 -149,500 -149,500 3,774,631.00 0.88

    Including:Domestic corporate shares 3,898,500.00 0.91 -149,500 -149,500 3,749,000.00 0.87

    Domestic natural person shares 25,631.00 0.01 25,631.00 0.01

    2.Listed shares 303,740,795.00 71.18 303,740,795.00 71.18

    A shares 238,765,795.00 55.95 238,765,795.00 55.95

    B shares 64,975,000.00 15.23 64,975,000.00 15.23

    3. Total shares 426,745,404.00 100.00 426,745,404.00 100.0024. Surplus reserves

    Items 30 Jun 2009 1 Jan 2009

    statutory surplus reserve 76,542,657.95 76,542,657.95

    General surplus reserve 37,634,827.93 37,634,827.93

    Total 114,177,485.88 114,177,485.88

    25. Undistributed profits

    Items Jan-Jun 2009 Jan-Jun 2008

    Balance at the end of last year -756,096,515.01 -679,492,733.72

    Add: Change in accounting policy

    Balance at the beginning of this year -756,096,515.01 -679,492,733.72

    Add: Net profit attributable to parent company this

    year

    84,803,402.31 -76,603,781.29

    Profit available for distribution -671,293,112.70 -756,096,515.01

    Less: Draw statutory surplus reserve

    Draw legal public welfare funds

    Profit available for distribution of investors -671,293,112.70 -756,096,515.01

    Less: Preferred shares dividends payables

    Draw free surplus reserves

    Common stock dividends payables

    Common stock dividends transferred to capital

    stock

    Undistributed profits at the end of the year -671,293,112.70 -756,096,515.01

    26. Operating income and cost

    (1) details of operating income and cost

    Items Jan-Jun 2009 Jan-Jun 2008

    Main operating income 47,789,502.38 40,497,489.65

    Other operating income 248,358.20 392,385.75

    Total 48,037,860.58 40,889,875.4

    Main operating costs 38,201,762.92 36,035,341.64

    Other operating costs 33,987.67 422,265.14

    Total 38,235,750.59 36,457,606.78

    (2) Operating income and cost①The details of main operating income and cost are as follows according to products:

    Items Jan-Jun 2009 Jan-Jun 2008

    Main operating income

    Real estate sales 460,000.00 2,370,026.00

    Property management services 33,005,992.65 24,039,834.96

    Tourist hotel services 14,323,509.73 14,087,628.69

    Subtotal 47,789,502.38 40,497,489.65

    Main operating costs

    Real estate sales 449,307.08 942,782.34

    Property management services 29,223,745.48 20,617,340.91

    Tourist hotel services 8,528,710.36 14,475,218.39

    Subtotal 38,201,762.92 36,035,341.64

    Operation gross profit

    Real estate sales 10,692.92 1,427,243.66

    Property management services 3,782,247.17 3,422,494.05

    Tourist hotel services 5,794,799.37 -387,589.70

    Subtotal 9,587,739.46 4,462,148.01

    Note : The top five customers’ total balance is 43,35,081.79 Yuan, and is 9.02% of total income.

    27. Operating taxes and extras

    Items Jan-Jun 2009 Jan-Jun 2008

    City construction and maintenance tax 141,911.22 143,114.56

    Education fee 65,391.41 61,334.81

    Business tax 2,179,713.63 2,044,493.77

    Land value-added tax

    Others 17,073.39 483,893.87

    Total 2,404,089.65 2,732,837.01

    Note: Rate and taxable base refer to Notes III. Taxation.

    28. Financial expenses

    Items Jan-Jun 2009 Jan-Jun 2008

    Interest expenses 15,661,852.24 14,919,881.82

    Less: Interest income 66,344.79 98,152.98

    Loss or gain of exchange 924.65

    Commission charge 156,576.61 109,905.50

    Other

    Total 15,751,159.41 14,931,634.3429. Loss of devaluation of assets

    Items Jan-Jun 2009 Jan-Jun 2008

    Bad debt 7,398,279.67 3,625,614.97

    Inventory falling price provision

    Total 7,398,279.67 3,625,614.97

    30. Investment income

    Items Jan-Jun 2009 Jan-Jun 2008

    Net increase or decrease of invested enterprise’s owner’s equity adjusted

    at the end of the year

    Income from transferring equity investment

    Investment return onAvailable for sale financial asset 131,129,924.21

    Total 131,129,924.21

    31. Non-operating income

    Items Jan-Jun 2009 Jan-Jun 2008

    Profit on disposal of fixed assets 152,824.57 29,145.00

    Net income from penalty

    Demolition compensation

    Balance not required to repay

    Others 297.60 1,200.02

    Total 153,122.17 30,345.02

    32. Non-operating expenses

    Items Jan-Jun 2009 Jan-Jun 2008

    Loss on disposal of fixed assets 27,500.00 9,819.10

    Donation 100,000.00

    Penalty payout 139,583.58

    Indemnity for breaking a contract 493,552.16

    Others 51,935.47 25,454.72

    Total 219,019.05 628,825.98

    33. Income taxItems Jan-Jun 2009 Jan-Jun 2008

    Income tax this period 52,338.18 27,167.30

    Deferred income tax

    Total 52,338.18 27,167.30

    34.Other comprehensive income

    Items Jan-Jun 2009 Jan-Jun 2008

    Available-for-sale financial assets 665,889,548.20

    Less:amount transferred to profit and loss from other conprehensive income 131,129,924.21

    subtotal 534,759,623.99

    Less: income tax impact relating with other conprehensive income 120,863,750.00

    Total 413,895,873.99

    35. Information of cash flow statement

    (1) Cash received relating to other operating activities

    Details of significant amount items:

    Items Jan-Jun 2009 Jan-Jun 2008

    Fee of handling certificate for customer 1,568,956.80

    Collecting water and electricity fee in charge of owners 2,805,110.00 2,896,200.50

    Receiving deposit for water and electricity decoration 1,119,960.00 1,953,200.00

    Current accounts 3,218,920.97 1,560,500.00

    Interest income 66,344.79

    Others 1,182,388.27 2,257,116.06

    Total 8,392,724.03 10,235,973.36

    (2) Cash paid relating to other operating activities

    Details of significant amount items:

    Items Jan-Jun 2009 Jan-Jun 2008

    Information disclosure fee 240,000.00 120,000.00

    Audit and consultation fee 548,592.00 400,000.00

    Advertisement publicity expenses 848,330.80 2,180,568.00

    Sale agent fee 245,928.62 1 , 170,791.00

    Fee of handling certificate from customer 1,238,253.82

    Paying water and electricity fee in charge of owners 2,826,468.92 2,752,603.86

    Handing back deposit for water and electricity decoration 385,075.51 1,530,468.00

    Current accounts 3,297,684.33 525,600.00Items Jan-Jun 2009 Jan-Jun 2008

    Other management fees 4,963,347.87 2,093,991.54

    Total 11,491,433.93 12,012,276.22

    (3) “Cash received from borrowings” includes loan 7,850,000.00 yuan from Beijing Xinxing Real

    Estate Development Company and Beijing Wangfa Real Estate Development Holdings Co., Ltd; “Cash

    repayments of amounts borrowed” includes repayment 3,500,000.00 Yuan to Beijing Xinxing Real

    Estate Development Company.

    (4)Supplementary information of cash flow statement

    Items Jan-Jun 2009 Jan-Jun 2008

    1. Reconciliation of net profit to cash flows from operating

    activities:

    Net profit 83,538,723.31 -47,529,159.52

    Add: Provision for impairment of assets 7,398,279.67 3,202,666.99

    Depreciation of fixed assets 9,794,287.55 9,435,924.56

    Amortization of intangible assets 463,946.51 445,619.44

    Amortization of long-term prepayments 4,725.97

    Losses on disposal of fixed assets, intangible assets and other

    long-term assets

    -125,324.57 -22,337.45

    Losses on scrapping of fixed assets 3,011.55

    Losses on fair value change

    Financial expenses 15,661,852.24 14,904,084.37

    Investment losses -131,129,924.21

    Decrease in deferred income tax assets

    Increase in deferred income tax liabilities

    Decrease in inventories -85,081,371.04 -56,962,429.81

    Decrease in operating receivables -7,305,375.37 -12,812,100.28

    Increase in operating payables 143,384,584.42 6,486,746.50

    Others

    Net cash flows from operating activities 36,604,404.48 -82,847,973.65

    2.Significant investing and financing activities that do not inv olve

    cash receipts and payments

    Conversion of debt into capital

    Convertible bonds to be expired within one year

    Fixed assets under finance lease

    3.Net increase in cash and cash equivalentsItems Jan-Jun 2009 Jan-Jun 2008

    Cash at the end of the period 67,965,850.02 56,132,142.51

    Less: Cash at the beginning of the period 36,655,536.17 110,933,403.84

    Add: Cash equivalents at the end of the period

    Less: Cash equivalents at the beginning of the period

    Net increase in cash and cash equivalents 31,310,313.85 -54,801,261.33

    (5) Cash and cash equivalents

    Items Jan-Jun 2009 Jan-Jun 2008

    1. Cash 67,965,850.02 56,132,142.51

    Including: Cash on hand 232,710.39 520,416.69

    Bank deposit paid at any time 67,703,139.63 55,530,763.39

    Other monetary funds paid at any time 30,000.00 80,962.43

    2. cash equivalents

    3. Cash and cash equivalents at the end of year 67,965,736.66 56,132,142.51

    VI. Notes to significant items of the parent company’s financial statements

    1. Accounts receivable

    (1) Detailed information

    30 Jun 2009 1 Jan 2009

    Items

    Balance

    Proportion

    (%)

    Bad debts Net value Balance

    Proportion

    (%)

    Bad debts Net value

    Individual with

    significant

    amount

    7,761,707.60 69.01 7,761,707.60 9,157,687.60 71.06 7,789,627.20 1,368,060.40

    Individual without

    significant

    amount,but with

    significant credit

    risk

    2,602,630.43 23.14 2,270,220.52 332,409.91 2,733,637.13 21.21 2,161,880.82 571,756.31

    Other

    unimportant

    receivables

    882,248.00 7.85 118,066.65 764,181.35 995,829.00 7.73 259,884.05 735,944.95

    Total 11,246,586.03 100.00 10,149,994.77 1,096,591.26 12,887,153.73 100.00 10,211,392.07 2,675,761.66

    (2) Aging analysis30 Jun 2009 1 Jan 2009

    Ages

    Balance

    Proportion

    (%)

    Bad debts Net value Balance

    Proportion

    (%)

    Bad debts Net value

    Within 1

    year

    151,500.00 1.34 3,030.00 148,470.00 1,497,480.00 11.62 29,949.60 1,467,530.40

    1-2 years 164,751.00 1.46 8,237.55 156,513.45 418,921.00 3.25 20,946.05 397,974.95

    2-3 years 265,000.00 2.36 26,500.00 238,500.00 475,408.00 3.69 236,908.00 238,500.00

    3-4 years 100,000.00 0.89 20,000.00 80,000.00 100,000.00 0.78 20,000.00 80,000.00

    4-5 years 200,997.00 1.79 60,299.10 140,697.90 200,997.00 1.56 60,299.10 140,697.90

    Over 5

    years

    10,364,338.03 92.16 10,031,928.12 332,409.91 10,194,347.73 79.10 9,843,289.32 351,058.41

    Total 11,246,586.03 100.00 10,149,994.77 1,096,591.26 12,887,153.73 100.00 10,211,392.07 2,675,761.66

    Note 1: The end of this year did not contain any debt owned by major shareholders who own more

    than 5% of the Company’s share capital.

    2: The first five debtors’ ending total balance is 8,259,227.60 Yuan, and is 73.44% of

    accounts receivable total amount.

    3: There is 8,259,227.60 Yuan over 5 years in the first five debtors’ ending total balance.

    Details refer to the following statement:

    Name Amount Ages

    Hainan racing entertainment Co., LTD 2,406,158.00 Over 5 years

    Hainan Baoping company 2,218,494.43 Over 5 years

    Hainan centaline property agency 2,090,069.77 Over 5 years

    Hainan dragon flim studio 1,046,985.40 Over 5 years

    Haikou Peijie Costume Company 497,520.00 Over 5 years

    Total 8,259,227.60

    4: The bad debts proportion and reasons for individual accounts receivable with significant

    amount

    Individual account receivables whose amount is more than 1 million and whose ending balance

    is owned more than 5% (including 5%) of the total account receivables will be recognized as

    individual other receivables with significant amount.

    At the end of this year, the individual accounts receivable with significant amount that

    doesn’t occur impairment loss after individual testing, shall base on actual loss rates of

    accounts receivable portfolio with same ages and present situation to determine the bad debts

    proportion. Among them, the balance over 5 years is 8,259,227.60 Yuan.

    5: The bad debts proportion and reasons for individual accounts receivable without significantamount, but with significant credit risk according to credit risk characteristics portfolio

    For the accounts receivable over 5 years, the bad debts proportion is 50% of the balance. For

    accounts receivable that are surely uncollectible, the bad debts proportion could be increased

    to 100% of the balance. After deducting individual accounts receivable with significant amount

    from accounts receivable satisfied with above situations, the leavings are individual accounts

    receivable without significant amount, but with significant credit risk.

    2. Other receivables

    (1) Detailed information

    30 Jun 2009 1 Jan 2009

    Items

    Balance

    Proportion

    (%)

    Bad debts

    Net value

    Balance

    Proportion

    (%)

    Bad debts

    Net value

    Individual with significant amount 233,420,025.99 88.67 39,282,900.57 194,137,125.42 79,250,025.99 73.56 21,332,250.57 57,917,775.42

    Individual without significant

    amount,but with significant credit risk

    27,539,943.21 10.46 15,451,193.21 12,088,750.00 27,309,923.89 25.35 25,802,651.89 1,507,272.00

    Other unimportant receivables 2,289,397.25 0.87 62,649.52 2,226,747.73 1,177,194.26 1.09 268,096.39 909,097.87

    Total 263,249,366.45 100.00 54,796,743.30 208,452,623.15 107,737,144.14 100.00 47,402,998.85 60,334,145.29

    (2) Aging analysis

    30 Jun 2009 1 Jan 2009

    Ages

    Balance

    Proportion

    (%)

    Bad debts Net value Balance

    Proportion

    (%)

    Bad debts Net value

    Within 1 year 158,744,878.25 60.30 3,174,897.57 155,569,980.68 732,655.94 0.68 14,653.12 718,002.82

    1-2 years 11,679.00 - 583.95 11,095.05 244,538.32 0.23 233,443.27 11,095.05

    2-3 years 200,000.00 0.08 20,000.00 180,000.00 200,000.00 0.19 20,000.00 180,000.00

    3-4 years 2,840.00 - 568.00 2,272.00 2,840.00 0.00 568.00 2,272.00

    4-5 years - 21,465,978.62 19.92 6,648,728.62 14,817,250.00

    Over 5 years 104,289,969.20 39.62 51,600,693.78 52,689,275.42 85,091,131.26 78.98 40,485,605.84 44,605,525.42

    Total 263,249,366.45 100.00 54,796,743.30 208,452,623.15 107,737,144.14 100.00 47,402,998.85 60,334,145.29

    Note 1: The end of this year did not contain any debt owned by major shareholders who own more than

    5% of the Company’s share capital.

    2: The first five debtors’ ending total balance is 236,420,025.99 Yuan, and is 89.81% of other

    receivables total amount.

    3: There are 156,670,000.00 Yuan within 1 year and 79,750,025.99 Yuan over 5 years in the first

    five debtors’ ending total balance. Details are as follows:Name Amount Ages

    Chongqing Fifth Intermediate People’s Court 156,670,000.00 within 1 year

    Shanghai real estate company 55,582,525.99 over 5 years

    Hainan Baxter industrial Co., LTD 11,417,500.00 over 5 years

    Beijing Yidong international Properties Co., LTD 9,750,000.00 over 5 years

    YangPu Nanhua Datong investment Co., LTD 3,000,000.00 over 5 years

    Total

    4: Other receivables is increased by 245.50 % compared with initial amount. It is mainly due to

    receivable of 156.67 million yuan from Chongqing Fifth Intermediate People’s Court this year. Details

    refer to Note XIII. Other important issues 1.

    5: The bad debts proportion and reason for individual other receivables with significant amount

    Individual other receivables whose amount is more than 1 million and whose ending balance is

    owned more than 5% (including 5%) of the total other receivables will be recognized as individual other

    receivables with significant amount.

    At the end of this year, the individual other receivables with significant amount that doesn’t occur

    impairment loss after individual testing, shall base on actual loss rates of other receivables portfolio with

    same ages and present situation to determine the bad debts proportion. Among them, the balance over 5

    years is 55,582,525.99 Yuan.

    6: The bad debts proportion and reason for individual other receivables without significant amount,

    but with significant credit risk according to credit risk characteristics portfolio

    For the other receivables over 5 years, the bad debts proportion is 50% of the balance. For other

    receivables that are surely uncollectible, the bad debts proportion could be increased to 100% of the

    balance. After deducting individual other receivables with significant amount from other receivables

    satisfied with above situations, the leavings are individual other receivables without significant amount,

    but with significant credit risk.

    3. Long-term equity investment

    (1) Category

    30 Jun 2009 1 Jan 2009

    Items

    Balance Provision Book value Balance Provision Book value

    Investment to subsidiary 230,100,000.00 40,000,000.00 190,100,000.00 230,100,000.00 40,000,000.00 190,100,000.00

    Investment to affiliate

    Other equity investment 46,245,955.29 34,834,645.39 11,411,309.90 205,951,703.44 126,539,941.74 79,411,761.70Total 276,345,955.29 74,834,645.39 201,511,309.90 436,051,703.44 166,539,941.74 269,511,761.70

    (2) Investment to subsidiary

    Name

    Holding

    proportion

    Initial

    investing

    amount

    1 Jan 2009

    Incre

    ment

    Equity

    increase or

    decrease

    this year

    Accumulative

    equity increase

    or decrease

    Decre

    ment

    30 Jun 2009

    Hainan Pearl River Prope rties and Hotels

    Management Co., Ltd.

    98% 4,900,000.00 4,900,000.00 4,900,000.00

    Sanya Wanjia Hotel Management Co., Ltd. 100% 108,000,000.00 108,000,000.00 108,000,000.00

    Sanya Wanjia investment Co., Ltd. 100% 20,000,000.00 20,000,000.00 20,000,000.00

    Hubei Pearl River Real Estate

    Development Co., Ltd.

    88% 57,200,000.00 57,200,000.00 57,200,000.00

    Hainan Pearl River Enterprises Holding

    Co., Ltd. Shanghai Real Estate Co.

    100% 40,000,000.00 40,000,000.00 40,000,000.00

    Total 230,100,000.00 230,100,000.00 230,100,000.00

    (3) Other equity investment

    Name

    Holding

    proportion %

    Initial investing

    amount

    1 Jan 2009

    Incre

    ment

    Decre

    ment

    30 Jun 2009

    Southwest Security 3.21 150,000,000.00 159,705,748.15 159,705,748.15

    Guangzhou Pearl River Investment Management Co., Ltd 9.4785 18,177,240.29 18,177,240.29 18,177,240.29

    China Net Promoting Science and Technology Investment Company 10 10,000,000.00 10,000,000.00 10,000,000.00

    China (Hainan) Reform Development Academe 8,640,000.00 8,640,000.00 8,640,000.00

    Hainan Tongsheng Harbor

    Company

    15

    6,000,000.00 6,000,000.00 6,000,000.00

    Hainan South Ocean Ship Industry Stock Co., Ltd 1,680,000.00 1,680,000.00 1,680,000.00

    Nanli Lake member card 662,400.00 662,400.00 662,400.00

    Hainan Pearl River Pipe and Peg Co., Ltd 1.33 618,500.00 426,315.00 426,315.00

    Hainan General Commercial Board 6.67 500,000.00 500,000.00 500,000.00

    Hainan Huadi Pearl River Base-Project Co., Ltd 2 160,000.00 160,000.00 160,000.00

    Total 196,438,140.29 205,951,703.44 159,705,748.15 46,245,955.29

    Note: During the long-term equity investment, the investment in Southwest Security was

    reclassified to available-for-sale financial assets. Details refer to Note XIII. Other important

    events.(4) Long-term investment impairment provision

    Decrement

    Name 1 Jan 2009 Increment

    Transfer back Write off

    30 Jun 2009 Reason

    Southwest Security 91,705,296.35 91,705,296.35

    Hainan Pearl River Enterprises Holding Co.,

    Ltd. Shanghai Real Estate Co.

    40,000,000.00 40,000,000.00 Huge loss

    Guangzhou Pearl River Investment

    Management Co., Ltd

    7,352,245.39 7,352,245.39

    Deterioration of the

    financial situation

    China Net Promoting Science and Technology

    Investment Company

    10,000,000.00 10,000,000.00

    Be revoked the

    business license

    China (Hainan) Reform Development

    Academe

    8,640,000.00 8,640,000.00

    Unable to recover

    investment

    Hainan Tongsheng Harbor Company 6,000,000.00 6,000,000.00

    Project has already

    been suspended

    Hainan South Ocean Ship Industry

    Stock Co., Ltd

    1,680,000.00 1,680,000.00

    Negative net assets

    Nanli Lake member card 662,400.00 662,400.00

    Unable to recover

    investment

    Hainan General Commercial Board 500,000.00 500,000.00

    Unable to recover

    investment

    Total 166,539,941.74 91,705,296.35 74,834,645.39

    4. Operating income and cost

    Items Jan-Jun 2009 Jan-Jun 2008

    Main operating income 394,168.00

    Other operating income 193,955.00 122,385.75

    Total 193,955.00 516,553.75

    Main operating costs 208,046.94

    Other operating costs 33,987.67

    Total 33,987.67 208,046.94

    5. Investment incomeItems Jan-Jun 2009 Jan-Jun 2008

    Income from disposal of available-for-sale financial assets 131,129,924.21

    Income from transferring equity investment

    Dividend received

    Total 131,129,924.21

    Note: Details refer to Note XIII. Other important events.

    VII. Related party relationship and transactions

    1. Related party relationship

    (1) Related parties with control relationship

    a. Parent company and ultimate controller:

    Name

    Registered

    address

    Organization

    code

    Principal

    operating

    Relationship

    with the

    Company

    Registered

    capital

    Holding

    proportion

    Voting

    rights

    proportion

    Beijing Wangfa

    Real Estate

    Development

    Holdings Co.,

    Ltd

    Beijing 60003715-7

    Real estate

    development

    and operation

    The first

    largest

    shareholder

    280 million

    Yuan

    26.08% 26.08%

    Beijing

    Xinxing Real

    Estate

    Development

    Company

    Beijing 10113538-5

    Real estate

    development

    and operation

    Controller of

    the first

    largest

    shareholder

    10 million

    Yuan

    b. Registered capital and its changes about related party with controlling relationships

    Name 1 Jan 2009 Increment Decrement 30 Jun 2009

    Beijing Wangfa Real Estate

    Development Holdings Co., Ltd

    280 million Yuan 280 million Yuan

    c. Equity and its changes about related party with controlling relationships

    1 Jan 2009 30 Jun 2009

    Name

    Balance %

    Increment Decrement

    Balance %

    Beijing Wangfa Real Estate 111,283,500 26.08 111,283,500 26.08Development Holdings Co.,

    Ltd

    d. Information about subsidiaries

    Details refer to IV. Business combinations and consolidation financial statements.

    (2) Information about joint venture and affiliate of the Company

    Name

    Organization

    code

    Registered

    address

    Principal

    operating

    Registered

    capital

    Holding

    proportion

    Voting rights

    proportion

    Shanghai Bright Pearl at Sea

    Property Management

    Company

    60732602-3 Shanghai

    Property

    management

    service

    1,660,000 50% 50%

    Beijing Yangguang Tiancheng

    Property Management Co.,

    Ltd

    77954738-3 Beijing

    Property

    management

    service

    5,000,000 30% 30%

    (3) Other related parties

    Name

    Relationship with

    the Company

    Beijing Yulong Jisheng Real Estate Development Co., Ltd. With same controller

    Bohua Asset Management Co., Ltd. With same controller

    2. Related party transactions

    (1) Providing funds

    a. The Company borrowed 1.35 million Yuan from Beijing Xinxing Real Estate Development Company,

    then the accumulated borrowing balance is 10,510,400.00 yuan on 30 Jun 2009. The company also

    borrowed 6.5 million yuan from Beijing Wanfa Real Estate Development Company during this reporting

    period, and the accumulated borrowing balance is 62,025,000 yuan on 30 Jun 2009. Borrowing rate

    is complied with one-year RMB benchmark lending rate of the People's Bank of China and changed

    according its change.

    b. The Company’s subsidiary Hubei Pearl River Real Estate Development Co., Ltd. repaid 3.5 million

    Yuan to Beijing Xinxing Real Estate Development Company this period, and the accumulated borrowing

    balance is zero yuan on 30 Jun 2009. Borrowing rate is complied with one-year RMB benchmark

    lending rate of the People's Bank of China and changed according its change.

    c. The Company’s subsidiary Sanya Wanjia Hotel Management Co., Ltd borrowed zero Yuan from

    Beijing Xinxing Real Estate Development Company this report period, and the accumulated borrowingbalance is 142.03 million yuan on 30 Jun 2009. It also borrowed zero yuan from Beijing Wangfa

    Real Estate Development Company, and the accumulated borrowing balance is 19.7 million yuan on

    30 Jun 2009. Borrowing rate is complied with one-year RMB benchmark lending rate of the People's

    Bank of China and changed according its change.

    During the reporting period, the interests for related party loans in the above are

    6,259,116.04 yuan, on 30 Jun 2009 the accumulated interest payable is 53,450,529.87 yuan.

    (2) Loan guarantee

    During this period, Beijing Wangfa Real Estate Development Holdings Co., Ltd provided loan

    guarantee of 23,120,000 Yuan that the Company got from the Bank of Communication Hainan Branch.

    It also provided loan guarantee of 12,000,000 Yuan that Sanya Wanjia Hotel Management Co., Ltd

    which is the Company’s subsidiary got from the Bank of China Haikou Yeshumeng Branch.

    3. Balances of related party receivable and payable

    1 Jan 2009 30 Jun 2009

    Items

    Amount Proportion(%)

    Increment Decrement

    Amount Proportion(%)

    1. Other payables

    Beijing Xinxing Real Estate

    Development Company 154,690,447.00 38.36 1,350,000.00 3,500,000.00 152,540,447.00 37.24

    Beijing Wangfa Real Estate

    Development Holdings Co., Ltd.

    75,225,000.00 18.65 6,500,000.00 81,725,000.00 19.95

    Beijing Yulong Jisheng Real Estate

    Development Co., Ltd.

    1,500,000.00 0.37 1,500,000.00 0.37

    Total 231,415,447.00 57.38 7,850,000.00 3,500,000.00 235,765,447.00 57.55

    2. Interest payable

    Beijing Xinxing Real Estate

    Development Company

    31,411,940.84 45.01 4,223,413.29 35,635,354.13 42.38

    Beijing Wangfa Real Estate

    Development Holdings Co., Ltd.

    15,779,472.99 22.61 2,035,702.75 17,815,175.74 21.19

    Total 47,191,413.83 67.63 6,259,116.04 53,450,529.87 63.57

    3. Reward of key managers

    Items 2009 Jan-Jun 2008 Jan-Jun

    Total amount 341,480.00 292,000.00

    Of which: the amount of the top three directors with highest reward 159,800.00 108,500.00

    the amount of the top three senior managers with highest

    reward

    195,280.00 252,000.00

    VIII. Contingent eventsNot applicable.

    IX. Commitments

    On 25 August 2004, the Company and the Bank of China Haikou Yeshumeng branch signed loan

    agreement with total contract amount 30 million Yuan, and the Company shall repay the loan at 6 times

    up to 25 August 2012. The loan balance is 12 million Yuan on 30 Jun 2009.

    X. Non-adjusting events after the balance sheet date

    Not applicable.

    XI. Non-monetary transactions

    Not applicable.

    XII. Debt restructuring

    Not applicable.

    XIII. Other important events

    1. On 2007 March Hainan Pearl River Holding Company Limited (the Company) borrowed

    130,000,000.00 Yuan from Chongqing Putian Communication Equipment Co., Ltd for six months with

    annual interest rate of 6.804%. The Company’s 75 million shares of Southwest Securities Company Ltd.

    were used as mortgage and pledged in Chongqing Banan rural credit cooperative.

    As the Company didn’t repay at due date, Chongqing Putian Communication Equipment Co., Ltd. (the

    plaintiff) appealed the Company (the defendant) and asked the company to repay principal

    130,000,000.00 Yuan and the corresponding interest. The company received "the civil lawsuit" and "the

    civil judgment” on November 30, 2007. According to the civil judgment, the Company's 75 million shares

    of Southwest Securities Company Ltd. were sealed up.

    On June 5, 2008, according to "the civil judgment”, the Company shall repay principal 130,000,000.00

    Yuan to Chongqing Putian Communication Equipment Co., Ltd. within 10 days when the judgment came

    into force; and repay funds occupied loss at the annual interest rate of 6.804% from September 21, 2007

    until paying off principal.

    On June 16, 2009, Chongqing Fifth Intermediate People's Court assigned Chongqing Taiding Auction

    Co., Ltd., Chongqing Runtong Auction Co., Ltd. and Chongqing Jingfeng Auction Co., Ltd. to auction the

    limited shares of Southwest Securities Company Ltd., then the 20 million shares were sold for 156.67

    million Yuan at 7.83 yuan per share.The auction proceeds will be used to repay the loan principal and corresponding loss of funds occupation.

    The investment income of share auction is 131 million Yuan.

    2. On August 26, 2008, the Company convened 20th session of fifth board of directors , The Company

    agreed to use 75 million shares of Southwest Securities before the merger of Southwest Securities ,

    occupied 3.21% of registered capital, to exchange additional shares of Chongqing Changjiang River

    Transport Limited Company. After the completion of the absorption merger, the Company will be the

    shareholder of Changyun Stock holding 53.25 million shares , occupied 2.797% of total shares.

    Changyun Stock applies to change its name to "Southwest Securities Co., Ltd.".

    On January 22, 2009, the above mentioned restructuring program was approved by China Securities

    Regulatory Commission with a document (2009) No. 62 "On the approval of Asset Reorganization and

    Absorption Merger between Chongqing Changjiang River Transport Limited Company and Southwest

    Securities Co., LTD ", and on February 17, 2009 it complete all registration procedures . Then the

    Company became a shareholder of Southwest Securities Co., Ltd. with holding 53,250,000 shares,

    which representing 2.797% of the total share capital.

    On February 26, 2009, Changyun Stock resume trading, and change its stock name from "* ST Chang

    Yun" to "Southwest Securities", stock code "600369" remain the same. 53,250,000 shares held by the

    company are limited sale outstanding shares with limited sale period of three years.

    On April 24, 2009, the Company's Board of Directors passed the resolution "the report of using fair value

    for equity of Southwest Securities Co., Ltd. ", so the investment in Southwest Security was reclassified to

    available-for-sale financial assets.

    3. On March 17, 2008, the Company received the notice from Beijing Wanfa Real Estate Development

    Co., Ltd and Beijing Xinxing Real Estate Development Corporation, and was informed that the actual

    controller of Beijing Xinxing Real Estate Development Corporation and CITIC Group were negotiating

    and communicating about the reorganization issue of Beijing Xinxing Real Estate Development

    Corporation. There was no clear progress of the communication about reorganization between Beijing

    Xinxing Real Estate Development Corporation and CITIC Group untill the year end.

    XIV. Supplementary information

    1. According to “Information disclosure requirement No.1 for the companies issuing securities publicly –

    Non-recurring Profit and Loss [2008]” issued by China Securities Regulatory Commission ([2008] No. 43),

    the amount of non-recurring profit and loss is as follows (profit is “+”, loss is “-”):

    Items 2009 Jan-Jun 2008 Jan-Jun

    Profit and loss on disposal of non-current assets 125,324.57 19,325.90

    Income from disposal of available-for-sale financial assets 131,129,924.21

    Net amount from non-operating income and expense other than the above

    items

    -191,221.45 -617,806.86

    Less: Income tax impact

    Less: Minority shareholder impact -50.49 -65,226.26Items 2009 Jan-Jun 2008 Jan-Jun

    Attributable to the parent company of extraordinary gains and lossesaffect 131,064,077.82 -533,254.70

    net profit attributable to parent company after deducting extraordinary gains

    and losses

    -46,260,675.51 -45,978,464.73

    2. According to “Rules for the Compilation of Information Disclosures by the Companies That Offer

    Securities to the Public No. 9 – Calculation and Disclosure of Return on Net Assets and Earnings Per

    Share” issued by China Securities Regulatory Commission (revised in 2007), the return on net assets

    and earnings per share are as follows:

    (1) Return on net assets

    Return on net assets

    Fully diluted Weighted average

    Profit of this period

    2009

    Jan-Jun

    2008 Jan-Jun 2009 Jan-Jun 2008 Jan-Jun

    Net profit attributable to common shareholders 13.73% -31.179% 23.02% -26.974%

    Net profit excluding non-recurring profit and loss

    attributable to common shareholders

    -7.49% -30.821% -12.56% -26.664%

    (2) Earnings per share

    Earnings per share

    Profit of this period Basic earnings per share Diluted earnings per share

    Jan-Jun 2009 Jan-Jun 2008 Jan-Jun 2009 Jan-Jun 2008

    Net profit attributable to common

    shareholders

    0.199 -0.109 0.199 -0.109

    Net profit excluding non-recurring profit and

    loss attributable to common shareholders

    -0.108 -0.108 -0.108 -0.108

    Items Jan-Jun 2009 Jan-Jun 2008

    Calculation of basic earnings per share and diluted earnings per share

    1. Numerator

    Net profit deducting tax 84,803,402.31 -46,511,719.43

    Profit and loss attributable to common shareholders of parent company 84,803,402.31 -46,511,719.43

    Diluted Profit and loss attributable to common shareholders of parent company 84,803,402.31 -46,511,719.43

    2. Denominator

    Outstanding weighted average of ordinary shares 426,745,404.00 426,745,404.00

    Diluted Outstanding weighted average of ordinary shares 426,745,404.00 426,745,404.00

    3. Earnings per share

    Basic earnings per share 0.199 -0.109Items Jan-Jun 2009 Jan-Jun 2008

    Diluted earnings per share 0.199 -0.109

    (3) Calculation process

    Fully diluted return on net assets = net profit attributable to common shareholders or net profit

    attributable to common shareholders after deducting extraordinary items ÷ net assets

    attributable to common shareholders at the end of this year

    Weighted average return on net assets = net profit attributable to common shareholders or net

    profit attributable to common shareholders after deducting extraordinary items ÷ (net assets

    at the beginning of this year + net profit attributable to common shareholders ÷ 2)

    Basic earnings per share = net profit attributable to common shareholders or net profit

    attributable to common shareholders after deducting extraordinary items ÷ outstanding w eighted

    average of ordinary shares

    Diluted earnings per share = net profit attributable to common shareholders or net profit

    attributable to common shareholders after deducting extraordinary items ÷ outstanding weighted

    average of ordinary shares after adjusted

    There are no potential diluted ordinary shares in the Company during the report period.

    XV. The financial statements were approved by 24th session of fifth board of directors of the

    Company.

    Hainan Pearl River Holding Company Limited

    Aug. 20, 2009