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公司公告

万 科B:2012年第一季度报告全文(英文版)2012-04-24  

						                                   China Vanke Co., Ltd.

                                2012 First Quarterly Report



§1 Important Notice
1.1 The Board, the Supervisory Committee, Directors, members of the Supervisory Committee and
senior management of the Company warrant that in respect of the information contained in this
Quarterly Report, there are no misrepresentations or misleading statements, or material omission,
and individually and collectively accept full responsibility for the authenticity, accuracy and
completeness of the information contained in this Quarterly Report.

1.2 None of the Directors, members of the Supervisory Committee and senior management fails to
assure or disputes with the authenticity, accuracy and completeness of the contents of this Quarterly
Report.

1.3 Deputy Chairman Qiao Shibo and Director Jiang Wei were not able to attend the board meeting in
person due to their business engagements and had authorised Director Yu Liang to represent them
and vote on behalf of them. Director Wang Yin was not able to attend the board meeting in person due
to his business engagements and had authorised Director Xiao Li to represent him and vote on behalf
of him. Independent Director Hua Sheng was not able to attend the board meeting in person due to his
business engagements and had authorised Independent Director Zhang Liping to represent him and
vote on behalf of him.

1.4 This quarterly financial report of the Company has not been audited.

1.5 The Company’s Chairman Wang Shi, Director and President Yu Liang, and Executive Vice
President and Supervisor of Finance Wang Wenjin declare that the financial report contained in this
Quarterly Report is warranted to be true and complete.



§2 Basic Corporate Information
2.1 Major accounting data and financial indicators
                                                                                      (Unit: RMB’000)

                                 As at 31 March 2012     As at 31 December 2011      Changes (%)

Total assets                               310,737,990              296,534,297         4.79%
Equity attributable to equity
                                            54,358,308               52,967,795         2.63%
shareholders of the Company
Share capital (share)                       10,995,210               10,995,210           -


                                                                                                    1
  Net assets per share attributable
  to equity shareholders of the                                 4.94                        4.82          2.63%
  Company(RMB)
                                         January to March 2012         January to March 2011            Changes (%)
  Revenue                                                  9,752,549                  7,541,373           29.32%
  Profit attributable to equity
                                                           1,395,937                  1,205,139           15.83%
  shareholders of the Company
  Net cash generated from
                                                           1,280,121                (1,975,209)          164.81%
  operating activities
  Net cash generated from
  operating activities per share                                0.12                      (0.18)         164.81%
  (RMB)
  Basic earnings per share (RMB)                                0.13                        0.11          18.18%
  Diluted earnings per share
                                                                0.13                        0.11          18.18%
  (RMB)
                                                                                                  Decrease by 0.08
  Return on equity                                            2.60%                       2.68%
                                                                                                   percentage point
Note: 1. The net assets and net profit used to calculate the above-mentioned indicators refer to the equity and profit
          attributable to equity shareholders of the Company.
      2. The above-mentioned return on equity is calculated using weighted average method.

   2.2 Total number of shareholders and shareholdings of the top 10 shareholders of non-restricted
   tradable shares as at the end of the reporting period


   As at the end of 31 March 2012, the total number of shareholders of the Company was 901,745
   (including 879,222 holders of A shares and 22,523 holders of B shares).

   Total number of shareholders as at the end of the reporting period                                          901,745
                         Shareholdings of the top 10 shareholders of non-restricted tradable shares
                                                            Total number of non-restricted tradable
            Name of shareholders (in full)                 shares held as at the end of the reporting       Type
                                                                             period
   China Resources Co., Limited (“CRC”)                                              1,619,094,766       A Share
   E Fund Shenzhen Stock Exchange 100
                                                                                          143,492,972      A Share
   Exchange-Traded Fund
   Liu Yuansheng                                                                          133,791,208      A Share
   Bosera Theme Industry Stock Securities
                                                                                        117,000,000        A Share
   Investment Fund
   Rongtong Shenzhen Stock Exchange 100 Index
                                                                                         96,693,693        A Share
   Securities Investment Fund
   UBS AG                                                                                83,065,242        A Share
   HTHK/CMG FSGUFP-CMG                FIRST     STATE
                                                                                         82,469,721        B Share
   CHINA GROWTH FD
   National Social Security Fund – Portfolio 103                                        77,000,000        A Share
   Harvest Theme       Selected    Mixed      Securities
                                                                                         70,999,531        A Share
   Investment Fund
   China International Domestic Demand Dynamic
                                                                                         68,000,000        A Share
   Stock Fund
   As at the end of 31 March 2012, the total number of shares of the Company was 10,995,210,218,
   including 9,680,254,750 A shares and 1,314,955,468 B shares.


   2.3 Bond holdings of the Company’s top 10 bondholders as at the end of the reporting period

                                                                                                                      2
(1) Name of the top 10 bondholders of 08 Vanke G1 bonds and their bondholdings

  No.                                          Bondholder                                     No. of bonds held
        New China Life Insurance Company–Dividend Distribution–Individual Dividend -
   1                                                                                                  5,548,262
        018L - FH002 Shen
   2    China Petroleum Finance Co., Ltd.                                                             4,157,662
   3    China Pacific Insurance (Group) Co. Ltd.                                                      3,433,312
        China Ping An Property and Casualty Insurance Company Limited – Traditional –
   4                                                                                                  2,698,727
        General Insurance Products
   5    China Life Insurance Company Ltd.                                                             2,619,042
   6    Taiping General Insurance Company Limited                                                     1,003,216
   7    China Life Pension Company Limited–Internal Resources                                          924,010
   8    Haitong-BOC-Futong Bank                                                                         897,256
        China Life Property and Casualty Insurance Company Limited –Traditional – General
   9                                                                                                    820,000
        Insurance Products
  10    China Property & Casualty Reinsurance Company Ltd.                                              776,162

(2) Name of the top 10 bondholders of 08 Vanke G2 bonds and their bondholdings

  No.                                          Bondholder                                     No. of bonds held

   1     Harvest Stable Earning Bond Securities Investment Fund                                       1,066,978
   2     China AMC Bond Investment Fund                                                               1,065,000
   3     ICBC Credit Suisse Asset Management Co., Ltd – ICBC – Assets of Specific Clients             889,101
   4     National Social Security Fund – Portfolio 801                                                 849,518
   5     Penghua Harvest Bond Fund                                                                      613,644
   6     China AMC Classic Allocation Hybrid Fund                                                       550,000
   7     GF Securities Co., Ltd.                                                                        502,000
   8     China Universal Capital Guaranteed Hybrid Fund                                                 500,000
   9     ICBC Credit Suisse Four-season Earning Bond Securities Investment Fund                         480,842
   10    Penghua Fengrun Bond Fund                                                                      480,000


§3 Management Discussion and Analysis
In the first quarter of this year, the sales area of commodity housing in the PRC reduced by 15.5%
from that of the same period last year. The sales area of commodity housing in 14 major cities
including Beijing, Shanghai, Shenzhen, Guangzhou, Tianjin, Shenyang, Hangzhou, Nanjing, Chengdu,
Wuhan, Dongguan, Foshan, Wuxi and Suzhou decreased by 25.5% year-on-year, with greater
fluctuations when compared by month.

Residential sales area in the abovementioned 14 cities in January dropped by 72% year-on-year,
reaching its lowest level since 2006; the sales area in February increased from January but decreased
by 27% when compared with that of the same period last year; in March, with the unlock of end users’
demand after the Chinese New Year and the gradual improvement of credit environment for first-time
home buyers, market transactions increased, driving the sales area in the abovementioned cities to rise
by 62% on a relatively moderate figure in March 2011 and leap by 96% from February.

During the reporting period, the sales area of commodity housing to approved pre-sales area of new


                                                                                                              3
housing ratio in the abovementioned 14 cities rebounded from 0.7 in 2011 to over 1. It should be
noted that as the market transaction volume was still low, the rebound of the sales area of commodity
housing to approved pre-sales area of new housing ratio was mainly attributable to the decrease of
new housing supply. Compared with past years, the approved pre-sales area in major cities in January
and February this year reduced significantly, reaching its lowest level since 2006. Despite a rebound
in March, the total approved pre-sales area in the first quarter decreased by approximately 15% when
compared with that of the same period last year. Reduction of new housing supply had, to certain
extent, slowed down inventory build-up; however, considering the existing inventory level, the
abovementioned cities’ inventory level was still under great pressure.

Owing to lower market transactions and a tightened financing environment for the industry,
companies’ investment capabilities further declined during the reporting period. A number of
companies resorted to reducing construction projects and suspending land purchases. In the first
quarter, the floor area of residential properties in the PRC commencing construction decreased by
5.2% year-on-year, which was a rare phenomenon since the floor area commencing construction
decreased year-on-year in 2009. The decline in property development investment will have negative
impact on the market supply in future.

In the first quarter, the area of land sold in the 16 major cities where statistics are accessible by the
public (including Shenzhen, Guangzhou, Dongguan, Foshan, Shanghai, Hangzhou, Nanjing, Suzhou,
Ningbo, Beijing, Tianjin, Shenyang, Dalian, Chengdu, Wuhan and Chongqing) dropped by
approximately 13% year-on-year, to the lowest point in three years. 63% of the land lots changed
hands at the reserve price, while 25% of the land lots failed to sell at auctions, and there were hardly
any land lots sold at a price premium.

During the reporting period, the Company persevered with its proactive sales strategy, achieving an
accumulated sales area of 3,009,000 sq m, with a sales amount of RMB31.07 billion. However, the
Company’s sales contract amount in January 2012 dropped year-on-year, as the comparable figure in
January 2011 was large (a number of customers who purchased property units at the end of 2010
signed their contracts in January 2011, thereby pushing up the sales contract amount in January 2011
to RMB20.1 billion, which accounted for 56.6% of the total contract amount in the first quarter of last
year). The Company’s sales amounts in February 2012 and March 2012 grew by 20.7% and 23.5%
respectively when compared with those of the same period last year

In Guangshen region, the Company realized sales area of 1,004,000 sq m and sales revenue of
RMB11.04 billion; in Shanghai region, sales area and sales revenue amounted to 504,000 sq m and
RMB6.17 billion respectively; in Beijing region, sales area and sales revenue amounted to 874,000 sq
m and RMB8.51 billion respectively; and in Chengdu region, sales area and sales revenue amounted
to 627,000 sq m and RMB5.36 billion respectively.

The Company adhered to its focus on small to medium sized ordinary commodity housing. Among
the residential units sold in the first quarter, the percentage of homes below 144 sq m slightly rose to
90%.



                                                                                                       4
                 During the reporting period, the Company realized a booked area and booked revenue of 754,000 sq
                 m and RMB9.55 billion respectively, representing year-on-year increases of 83.3% and 31.5%
                 respectively. Meanwhile, the Company realized operating revenue and net profit of RMB9.75 billion
                 and RMB1.40 billion respectively, representing year-on-year increases of 29.3% and 15.8%
                 respectively. However, owing to the type of products booked for the period and market adjustment,
                 the booked gross profit margin of the Company’s property business declined by 4.2 percentage points
                 from 35.0% in the corresponding period of last year to 30.8%.

                 As at the end of the reporting period, the Company had an area of 13,040,000 sq m sold but not yet
                 booked in the consolidated statements as construction had yet to be completed. This area had a
                 contract amount of approximately RMB138.9 billion, representing an increase when compared with
                 that at the beginning of the year.

                 As at the end of the period under review, the cash and cash equivalents held by the Company
                 amounted to RMB39.05 billion, which was far more than the sum of short-term borrowings and long-
                 term borrowings due within one year of RMB17.80 billion. The net gearing ratio was 23.0%, which
                 was 0.8 percentage point less than that at the beginning of the year. The Company will persevere with
                 its “cash is king” strategy to ensure safe and sound operation in future.

                 As at the end of the first quarter, the completed properties (properties ready for sale) amounted to
                 RMB8.39 billon, accounting for 3.91% of the Company’s inventory.

                 During the period under review, the Company was involved in one city redevelopment project.
                 According to the current planning, the site area of the part available for development by China Vanke
                 and the plot ratio GFA thereof was approximately 129,000 sq m and approximately 394,000 sq m. In
                 the aspect of future project development, the Company will continue to monitor the land market for
                 any possible opportunities. But on the whole, the Company will adopt a prudent approach – it would
                 “rather forgo an opportunity than making a wrong acquisition”.


                 §4 Significant Events
                 4.1 Significant changes and reasons for such changes in major items of the accounting
                 statements and financial indicators of the Company
                 √Applicable □Not applicable




                                      31 March 2012       31 December 2011         Change
              Items                                                                                        Reasons for change
                                        (RMB'000)            (RMB'000)              (+/-)
                                                                                                Increase     in   investment    for the
Trade and other receivables                  42,935,534           40,071,647            7.15%   development of projects with associates
                                                                                                and jointly controlled entities
                                                                                                Increase in cash used in operating
Cash and cash equivalents                    38,342,679           33,614,112           14.07%
                                                                                                activities and financing activities
Loans and borrowings (Current
                                             17,804,344           23,570,276          -24.46%   Change in debt structure
liabilities)




                                                                                                                         5
                                         January to March         January to March
                                                                                                Change
                Items                          2012                     2011                                            Reasons for change
                                                                                                 (+/-)
                                            (RMB'000)                (RMB'000)
Revenue                                            9,752,549                7,541,373               29.32%    Increase in booked area
                                                                                                              Increase in land and construction and
Cost of sales                                      6,046,667                4,070,990               48.53%
                                                                                                                installation cost
                                                                                                              Increase in expenses for the marketing
Distribution cost                                   (582,236)                (393,521)             47.96%     of new residential projects to be
                                                                                                              launched in subsequent periods
Profit for the year                                1,530,547                1,189,965               28.62%    Increase in operating profit
Profit Attributable to Equity
                                                   1,395,937                1,205,139               15.83%    Increase in net profit during the period
shareholders of the Company

                    4.2 Progress of significant events and analysis of their impact and solutions
                    □Applicable √Not applicable
                    4.2.1 Non-standard opinions
                    □Applicable √Not applicable
                    4.2.2 Provision of fund or guarantee which violates the prescribed procedures by the Company

                    to controlling shareholders or their associates
                    □Applicable √Not applicable
                    4.2.3 Signing and implementation of major contracts in daily operation
                    □Applicable √Not applicable
                    4.2.4 Others
                    □Applicable √Not applicable

                    4.3 Implementation of the undertakings given by the Company, shareholders and beneficial
                    controllers
                    √ Applicable □Not applicable
                        Undertaking          Undertaker                               Details                         Implementation
                                                                CRNC – the parent company of CRC, being the
                                                                Company’s original single largest shareholder and
                                                                the present single largest shareholder, gave a
                                                                significant undertaking to the Company in 2001:
                                                                CRNC would provide as much support to the
                                       China Resources                                                              CRNC has
                                                                Company as it did in the past, as long as such
                    Other undertakings National Corporation                                                         fulfilled its
                                                                support was beneficial to the Company’s
                                       (“CRNC”)                                                                   undertakings.
                                                                development, and that it would remain impartial in
                                                                the event of any competition between the investment
                                                                projects of the Company and that of CRNC and its
                                                                subsidiaries, and in the event of any disagreements
                                                                or disputes arising from horizontal competition.

                    4.4 Warning of and explanation for the accumulated net profit from the beginning of the year
                    to the end of the next reporting period forecast to be a probable loss or to be significantly
                    differed from that of the corresponding period of the previous year
                    □Applicable √Not applicable

                    4.5 Other major events and their explanations
                    4.5.1 Securities investments
                    □Applicable √Not applicable

                                                                                                                                        6
4.5.2 Equity interests held in other listed companies
√Applicable □Not applicable
                                                                                                         (Unit: RMB)
                                                                                                Changes in equity
                                                               Book        Gains/(losses)
                                 Initial
Stock            Stock                      Percentage of    value as at    during the         attributable to equity
                              investment
code          abbreviation                  shareholdings    the end of     reporting
                                amount                                                         shareholders during
                                                             the period       period
                                                                                               the reporting period
             SST Tianjin
600751      Marine Shipping   143,600.00            0.04%    143,600.00                  -                            -
               Co., Ltd.
           Total                143,600.00                 - 143,600.00                   -                       -
Note: Equity interests of SST Tianjin Marine Shipping Co., Ltd held by the Company are legal person shares over the
         years. Up till now, the SST Tianjin Marine Shipping Co., Ltd has not undergone share reform.


4.5.3 Investor relations activities such as meetings, communications and visits during the
reporting period

                                                                                                    Issues discussed
  Type of
                   Time         Location         Approach         Classification of visitors        and information
 Activities
                                                                                                         provided
                                                  Face to                                          (I) Major issues
                                                              Investors including securities       discussed:
BNP meeting       2012.1       Hong Kong           face
                                                              companies, funds, etc                (1) The
                                                  meeting
                                                                                                   Company’s daily
Credit Suisse                                     Face to
                                                              Investors including securities       operations;
 Securities       2012.1       Hong Kong           face                                            (2) The
                                                              companies, funds, etc
  meeting                                         meeting                                                Company’s
                                                  Face to                                                development
                                                              Investors including securities             strategies;
UBS meeting       2012.1        Shanghai           face
                                                              companies, funds, etc                (3) The
                                                  meeting
                                                                                                        Company’s
  Deutsche                                        Face to
                                                              Investors including securities            opinion on the
   Bank           2012.1         Beijing           face
                                                              companies, funds, etc                     changes in the
  meeting                                         meeting                                               industry.
                                                  Face to                                          (II) Major
  Religare                                                    Investors including securities
                  2012.2       Hong Kong           face                                            information
  meeting                                                     companies, funds, etc
                                                  meeting                                          provided:
  CITIC                                           Face to                                          Published
                                                              Investors including securities       information
 Securities       2012.2        Shenzhen           face
                                                              companies, funds, etc                including the
  meeting                                         meeting
                                                                                                   Company’s
  Goldman                                         Face to                                          regular reports.
                                                              Investors including securities
   Sachs          2012.2        Shenzhen           face
                                                              companies, funds, etc
  meeting                                         meeting
                              Hong Kong,
  Annual                                          Face to     Investors including securities
                               Shenzhen
   results        2012.3                           face       companies, funds, individual
                              (Shanghai,
presentation                                      meeting     investors, etc
                                Beijing)
                                                  Face to
  CLSA                                                        Investors including securities
                  2012.3       Hong Kong           face
  meeting                                                     companies, funds, etc
                                                  meeting
Credit Suisse                                     Face to
                                                              Investors including securities
 Securities       2012.3       Hong Kong           face
                                                              companies, funds, etc
  meeting                                         meeting
 Goldman                                          Face to
                                                              Investors including securities
   Sachs          2012.3       Hong Kong           face
                                                              companies, funds, etc
  meeting                                         meeting


                                                                                                                     7
                                                  Face to
                                                              Investors including securities
BNP meeting      2012.3        Hong Kong           face
                                                              companies, funds, etc
                                                  meeting
Credit Suisse                                     Face to
                                                              Investors including securities
 Securities      2012.3        Hong Kong           face
                                                              companies, funds, etc
  meeting                                         meeting
                                                  Face to
                                                              Investors including securities
UBS meeting      2012.3         Shanghai           face
                                                              companies, funds, etc
                                                  meeting
Note: The above-mentioned meetings included one-on-one meetings, small group meetings and
large group presentation. The Company received or met with investors from over 50 companies.
                                                              Shenyin Wanguo, Guotai Junan,
                             Shenzhen,                        Daiwa Securities, Minsheng
                             Guangzhou,                       Securities, CLSA, CITIC
                             Foshan,                          Securities, Deutsche Bank,
                                                              UBS, Goldman Sachs, Credit
                             Dongguan,
                                                              Suisse Securities, JP Morgan,
                             Zhuhai,
                                                              CICC, Huatai United Securities,
                             Zhongshan,                       Standard Chartered Bank, China
                             Haikou, Fuzhou,                  Securities, Goldman Sachs
                  During     Xiamen,                          Gaohua, Guangfa Securities,
                             Changsha,          Small
                    the                                       Haitong Securities, Merrill
Securities
                             Shanghai,          group or      Lynch Securities, Yuanta
companies        reporting
                             Nanjing,           one-on-one Securities, Changjiang
                  period     Hangzhou,                        Securities, Citi, Morgan
                             Ningbo, Beijing,                 Stanley, Orient Securities,
                             Tianjin, Shenyang,               Dongxing Securities, Galaxy
                                                              Securities, Sinolink Securities,
                             Dalian, Qingdao,
                                                              BOC International, Samsung
                             Wuhan, Chengdu,
                                                              Securities, Macquarie, BNP,
                             Chongqing, Xi’an,               Jefferies, Religare, UOB
                             Kunming,                         KayHian, Keefe, Bruyette &
                             Guiyang, etc                     Woods Asia, Oliver Wyman,
                                                              DBS Vickers (HK) Ltd etc




                                                                                                 8
                                                             Guangfa Fund, Orient
                                                             Securities, Rongtong Fund,
                                                             Goldman Sachs (Asia) Co., Ltd,
                                                             Shenzhen Jinchaoyang
                                                             Enterprise Management Ltd (深
                                                             圳金朝阳企业管理顾问有限公
                                                             司), CICC Asset Management,
                                                             China Universal Asset
                                                             Management, Manulife Teda
                                                             Fund, Fuanda Fund, Daiwa
                                                             Asset Management, New China
                                                             Life, Changsheng Fund, China
                                                             Life, Bosera Fund, Harvest
                                                             Fund, China AMC, Fortis
                                                             Haitong Fund, Yinhua Fund,
                                                             Dacheng Fund, Southern Fund,
                                                             E Fund, Fullgoal Fund, Ethan
                                                             Capital, Wells Capital
                                                             Management, PNC Capital,
                                                             Moon Capital, Dialectic Capital,
                                                             Heitman LLC, Libra Capital
                           Shenzhen,                         ManagementKowloon
                           Guangzhou,                        Development Company
                                                             Limited, Hwangdbs Investment
                           Foshan,Dongguan,
                                                             Management, Discovery Capital
                           Zhuhai,
                                                             Management LLC, Prince Street
                           Zhongshan,                        Capital Management, Matthews
                           Haikou, Fuzhou,                   International Capital
Funds, other               Xiamen,                           Management, GSI Fund (HK),
investment      During     Changsha,                         JF Asset Management, FMR,
                                                Small
companies         the      Shanghai,                         Capital Group, Cheuvreux
                                                group or
and            reporting   Nanjing,                          Credit Agricole, Boodell &
                                                one-on-one   Company, Marsico Capital, TT
individual      period     Hangzhou
investors                  Ningbo, Beijing,                  International, Trusted Sources,
                           Shenyang, Dalian,                 Barclays Capital, UBS GAM, F
                                                             & C, Keywise, Lazard Asset
                           Qingdao, Wuhan,
                                                             Management, Baillie Gifford,
                           Chengdu,
                                                             Och-Ziff, Wellington
                           Chongqing, Xi’an,                Management, SAC Capital,
                           Kunming,                          CSPB, Havenport, Trivest, East
                           Guiyang, etc                      Capital, Merchants Gate
                                                             Capital, Capital, Norges Bank
                                                             Investment Management, Broad
                                                             Peak Investment Advicers,
                                                             Putnam, EFMI Limited (HK,
                                                             holowesko partners, Waddell &
                                                             Reed, Algebris, Ashmore EMM,
                                                             Deutsche Asset Mgmt, Zeal
                                                             Asset Management, Allianze,
                                                             Open Door, Pictet Asset
                                                             Management, Fortress
                                                             Investment Group, Maverick
                                                             Capital Ltd, Hokan Zurich
                                                             Insurance Company Ltd, Bank
                                                             of Singapore Ltd, TIAA-CREF
                                                             Investment Management Inc,
                                                             Sparx, CQS (Hong Kong) Ltd,
                                                             Samena Capital Hong Kong
                                                             Limited, SCHRODERS, FIL
                                                             Investment Management
                                                             (Singapore), Cascabel
                                                             Management, Soros etc



                                                                                                9
4.5.4 Other major events and their explanations
√ Applicable □Not applicable
(1) Corporate bonds of the Company
During the reporting period, the Company had a good credit standing. There had not been any change in the
Company’s issued bonds, namely “08 Vanke G1” and “08 Vanke G2”.

(2) Establishment of internal control system
In 2012, the Company continued to adopt a pragmatic internal control approach and attach great importance to actual
business risks. The Company has set a specific theme of internal control for each month and promoted internal control
in respect of a specialized field for each month. All the departments at the Company’s headquarters formulate their
annual internal control system establishment scheme, while frontline subsidiaries establish their risk management plan.
To enhance the effectiveness of control and management, the Company will prepare a development plan for IT
application system in respect of the key aspects of control and management.
In the first quarter, the Company carried out special self-inspection and rectification work with respect to financial
matters; all frontline subsidiaries conducted specialized internal control evaluation and inspection in accordance with
the annual scheme and monthly theme; the Company launched its online file management system.


4.6 Investment in derivatives
√ Applicable □Not applicable


                                                          In order to limit the risk associated with the fluctuations of
                                                          interest rate, the Company entered into an interest rate swap
                                                          (“IRS”) agreement to hedge floating rate foreign currency
Remarks on risk analysis and management of derivative loan. The Company would charge the counterparty an interest
positions during the reporting period (including but not according to a floating rate, in order to pay the floating-rate
limited to market risk, liquidity risk, credit risk,      interest to the original lender, while paying a fixed rate to the
operational risk and legal risk, etc.)                    counterparty.
                                                          In terms of the time limit and amount of foreign currency
                                                          loan, IRS limited the risk of fluctuations of interest rate
                                                          through fixed forward rate.
Change in market price or fair value of the derivatives The effect of the change in the IRS value on the Company’s
invested during the reporting period, as well as the      profit or loss during the reporting period amounted to
method, related assumptions and parameters used to        RMB(10,353,617.67). The value of the IRS was determined
analyse the fair value of derivatives should be disclosed based on the fair value assessed on 31 March 2012.
Remarks on whether there has been a material change in
the accounting policy and accounting measurement
principles for the Company’s derivatives during the Nil
reporting period as compared with those of the previous
reporting period
                                                          The Company’s independent directors are of the view that
                                                          financial instruments such as IRS could ward off the possible
Special advice on derivative investment and risk control
                                                          loss associated with foreign currency loan in the event of
by independent directors, sponsors and financial
                                                          significant fluctuations in interest rate. The relevant
advisors
                                                          arrangement of the Company has been prudent and
                                                          reasonable.

4.6.1 Derivative positions as at the end of the reporting period

√ Applicable □Not applicable
                                                                                               Unit: RMB’000
                                                                                  Contract amount as at the
                                                                                    end of the period as a
                           Contract amount as Contract amount Profit/loss during
                                                                                      percentage of the
   Type of contracts       at the beginning of as at the end of the the reporting
                                                                                  Company’s net assets as at
                                the period            period           period
                                                                                   the end of the reporting
                                                                                            period
Interest rate swap (IRS)
                                   3,079,879.92          3,076,653.84         (10,353.62)                           5.66%
agreement
         Total                     3,079,879.92          3,076,653.84         (10,353.62)                          5.66%




                                                                                                                        10
Consolidated income statement
for the year ended 31 March 2012
(Expressed in Renminbi Yuan)

                                                    2012          2011
                                              Jan.–Mar.    Jan.–Mar.
                                              RMB’000      RMB’000

Revenue                                        9,752,549     7,541,373
Cost of sales                                (6,046,667)   (4,070,990)
Gross profit                                   3,705,882     3,470,383


Other revenue                                   159,335       117,098
Other net income                                 70,752        32,062
Distribution costs                            (582,236)     (393,521)
Administrative expenses                       (520,165)     (574,061)
Other operating expenses                       (44,348)      (44,788)
Profit from operations                        2,789,220     2,607,173

Finance costs                                 (278,663)     (251,868)
Share of profits less losses of associates     (14,728)       (6,564)
Share of profits less losses
   of jointly controlled entities                90,991      (11,240)
Profit before taxation                        2,586,820     2,337,501

Income tax                                   (1,056,273)   (1,147,536)
Profit for the year                            1,530,547     1,189,965

Attributable to:

Equity shareholders of the Company            1,395,937     1,205,139
Non-controlling interests                       134,610      (15,174)
Profit for the year                           1,530,547     1,189,965

Basic earnings per share (RMB)                     0.13          0.11




                                                                     11
Consolidated statement of comprehensive income
for the year ended 31 March 2012
(Expressed in Renminbi Yuan)
                                                         2012       2011
                                                   Jan.–Mar.   Jan.–Mar
                                                   RMB’000     RMB’000

Profit for the year                                1,530,547    1,189,965

Other comprehensive income (after tax and
reclassification adjustments)
Exchange differences on translation of financial
statements of overseas subsidiaries                 (39,652)      40,280
Available-for-sale securities: net movement in
the fair value reserve                                     -           -
                                                    (39,652)      40,280
Total comprehensive income for the year            1,490,895    1,230,245

Attributable to:
Equity shareholders of the Company                 1,356,285    1,245,418
Non-controlling interests                            134,610     (15,174)

Total comprehensive income for the year            1,490,895    1,230,244




                                                                        12
Consolidated statement of financial position
at 31 March 2012
(Expressed in Renminbi Yuan)

                                          31 Mar 2012    31 Dec 2011
                                             RMB’000       RMB’000
Non-current assets
Property, plant and equipment                2,905,674      2,777,889
Investment properties                        1,185,599      1,126,105
Interest in associates                       2,138,204      2,160,824
Interest in jointly controlled entities      4,341,936      4,183,142
Other financial assets                         523,885        523,790
Other non-current asset                         14,400        463,793
Deferred tax assets                          2,635,757      2,326,242
                                            13,745,455     13,561,785
Current assets
Inventories                                215,002,576    208,661,350
Trade and other receivables                 42,935,534     40,071,647
Pledged deposits                               711,746        625,403
Cash and cash equivalents                   38,342,679     33,614,112
                                           296,992,535    282,972,512


Current liabilities
Loans and borrowings                        17,804,344     23,570,276
Financial derivative                            27,395         17,042
Trade and other payables                   177,444,109    168,893,596
Current taxation                             8,072,281      8,243,247
                                           203,348,129    200,724,161

Net current assets                          93,644,406     82,248,351

Total assets less current liabilities      107,389,861     95,810,136




                                                                    13
Consolidated statement of financial position
at 31 March 2012(continued)
(Expressed in Renminbi Yuan)

                                                   31 Mar 2012   31 Dec 2011
                                                      RMB’000     RMB’000
Non-current liabilities
Loans and borrowings                                37,118,035    26,822,359
Deferred tax liabilities                             1,083,585     1,104,762
Provisions                                              54,738        38,678
Other non-current liabilities                           12,796        11,798
                                                    38,269,154    27,977,597
NET ASSETS                                          69,120,707    67,832,539

CAPITAL AND RESERVES
Share capital                                       10,995,210    10,995,210
Reserves                                            43,363,098    41,972,585

Total equity attributable to equity shareholders
of the Company                                      54,358,308    52,967,795


Non-controlling interests                           14,762,399    14,864,744

TOTAL EQUITY                                        69,120,707    67,832,539



                                )
                                )
                                ) Directors
                                )
                                )




                                                                           14
Consolidated cash flow statement
for the three months ended 31 March 2012
(Expressed in Renminbi Yuan)
                                                          2012        2011
                                                    Jan.–Mar.    Jan.–Mar
                                                    RMB’000      RMB’000

Cash received from sales of products                21,280,298   24,922,860
Other cash received from business operating
activities                                           2,683,234    1,341,500
Cash generated from operating activities            23,963,532   26,264,360

Cash paid for purchasing of merchandise and
services                                            13,456,878   20,459,979
Cash paid to employees or paid for employees         1,166,860     1,068,536
Tax paid for tax                                     5,013,645     4,682,669
Other cash paid for business operating activities    3,046,028     2,028,385
Cash used in operating activities                   22,683,411   28,239,569
Net cash used in operating activities                1,280,121   (1,975,209)

Proceeds from sales of investments                      4,000              -
Dividends received                                      8,550              -
Proceeds from disposal of property, plant and
equipment                                                  29             5
Proceeds from other investment activities              78,004       305,063
Cash generated from investing activities               90,583       305,068

Acquisitions of property, plant and equipment and
construction in progress                               39,048        67,885
Acquisitions of interest in associates, jointly
controlled entities and other investments               71,450      230,842
Acquisitions of subsidiaries,net of cash acquired      149,580       64,998
Other cash paid relating to investing activities             -       42,569
Cash used in investing activities                      260,078      406,294
Net cash used in investing activities                (169,495)    (101,226)




                                                                               15
Consolidated cash flow statement
for the three months ended 31 March 2012
(Expressed in Renminbi Yuan)
                                                       2012        2011
                                                 Jan.–Mar.    Jan.–Mar
                                                 RMB’000      RMB’000

Net proceeds from issue of shares upon placing       66,613      705,519
Proceeds from loans and borrowings               12,577,474    4,753,091
Cash generated from financing activities         12,644,087    5,458,610

Repayment of loans and borrowings                 7,957,741    5,370,000
Dividend paid to equity shareholders of the
Company and Interest paid                         1,064,324      864,029
Cash used in financing activities                 9,022,065    6,234,029
Net cash generated from financing activities      3,622,022    (775,419)

Effect of foreign exchange rates                    (4,081)       (9,815)
Net increase/(decrease) in cash and cash
equivalents                                       4,728,567   (2,861,669)

Cash and cash equivalents at 1 January           33,614,112   35,096,935
Cash and cash equivalents at 31 March            38,342,679   32,235,266




                                                                            16