深圳中冠纺织印染股份有限公司 Shenzhen Victor Onward Textile Industrial Co., Ltd. 2011年半年度报告 The Semiannual Report 2011 August 29, 2011 1/102 Important Notes The board of directors and directors of the Company hereby guarantees that there are no false records, misleading representation or important omissions in this report and shall assume joint and several liability for the authenticity, accuracy and completeness of the contents hereof. Hu Yongfeng, Chairman of the Board of Directors and General Manager, Mr.Zhang Jinliang, Deputy General Manager and Mr. Ren Changzheng, Manager of Finance Department represent and warrant the financial and accounting report in the Semi-annual report is true and complete. The financial report of the semi-annual report has not been audited. 2/102 Table of contents Chapter I. Brief Introduction of the Company Chapter II. Change of Share Capital and Shareholding of Principal Shareholders Chapter III. Information about Directors, Supervisors and Senior Executives Chapter IV. Report of the Board of Directors Chapter V. Important Events Chapter VI. Financial Report (Unaudited) Chapter VII. List of Documents Available for Inspection 3/102 Chapter I. Brief Introduction of the Company I. Brief Introduction of the Company (I) Name of the Company in Chinese: 深圳中冠纺织印染股份有限公司 Name in English: Shenzhen Victor Onward Textile Industrial Co., Ltd. English abbreviation: VICTOR ONWARD (II) Stock exchange for listing: Shenzhen Stock Exchange Stock Abbreviation: ST Victor Onward A, ST Victor Onward B Stock Code : 000018, 200018 (III) Registered address: No. 26, Kuipeng Road, Baishigang, Kuiyong Town, Longgang District, Shenzhen Office address: No. 26, Kuipeng Road, Baishigang, Kuiyong Town, Longgang District, Shenzhen Contact address: Room 1308, Hualian Building, No.2008 Shennan Zhong Road, Shenzhen Zip Code: 518119 Website: http://www.chinaszvo.com E-mail:szvo@chinaszvo.com (IV) Legal Representative: Hu Yongfeng (V) Secretary of the Board of Directors : Zhang Jinliang Contact address: Room 1308, Hualian Building, No.2008 Shennan Zhong Road, Shenzhen Tel: (755)83668254 Fax: (755)83668427 E-mail:cx@chinaszvo.com (VI) Designated newspapers for information disclosure: Securities Times and Hong Kong Commercial Daily Designated website for information disclosure: http://www.cninfo.com.cn The place for preparing and placing the semiannual report: Secretariat of the Board of the Company (VII) Other Relevant Information: 1. The date and place when and where the Company made its first registration: The Company was first registered as Shenzhen Victor Onward Printing and Dyeing Co., Ltd. in Shenzhen in 1984. The Company changed its registration and was registered as Shenzhen Victor Onward Textile Industrial Co., Ltd. in Shenzhen in 1991. 2. Company’s Enterprise Legal Business Registration Number::440301501131182 3. Tax Registration No.: 440301618801483 4. The name and business address of the Certified Public Accountants engaged by the Company Name: Shinewing Certified Public Accountants Address: Room 4001A,Lianhe Plaza, Futian District, Shenzhen, China II. Highlights of financial data and indexes (I) Main profit indexes for the semi-annual 2011 Unit: RMB End of the report End of the Increase /Decrease year previous year (%) 4/102 Total assets 184,292,208.00 195,732,419.00 -5.84% Owners’ equity attributable to shareholders 131,308,677.00 142,929,499.00 -8.13% of the listed company Share capital 169,142,356.00 169,142,356.00 0.00% Net assets per share attributable to shareholders of the listed 0.78 0.85 -8.24% company(RMB/share) Report period Same period last Increase /Decrease (%) (January-June) year Total operating income 5,528,810.00 5,280,588.00 4.70% Operating profit -8,268,334.00 5,365,210.00 -254.11% Total profit -8,261,438.00 5,364,951.00 -253.99% Net profit attributable to shareholders of the -8,232,521.00 5,412,704.00 -252.10% listed company Net profit attributable to shareholders of the listed company after deducting -8,253,558.00 5,412,963.00 -252.48% non-recurring gains and losses Basic earnings per share(RMB/share) -0.05 0.03 -266.67% Diluted earnings per share(RMB/share) -0.05 0.03 -266.67% Return on equity(%) -6.08% 3.69% -9.77% Net cash flow arising from operating 815,584.00 -371,870.00 -319.32% activities Net cash flow per share arising from 0 0 0.00% operating activities (RMB/share) (2) Items of non-recurring gains and losses deducted(yuan) Notes(if Items of non-recurring gains and losses Amount applicable) Gains and losses of non-recurring -529 Except the effective hedge business related to the normal operation business of the Company, the profit and loss in the changes of fair values caused by the holding of tradable financial assets and tradable financial liabilities as well as 14,141 the investment returns in disposal of tradable financial assets, tradable financial liabilities and saleable financial assets Other non-operating income and expenditure beside for the 7,425 above items Total 21,037 - (3) Attached schedule of profit statement Return on net assets, Weighted Profit in the report period Earnings per share (%) 5/102 Diluted Basic earnings earnings per per share share Net profit attributable to the owners of parent Company. -0.05 -0.05 -0.05 Net profit attributable to the owners of parent Company after deducting of non-recurring -0.05 -0.05 -0.05 gain/loss. (IV)Difference adjustment statement of accounting statement : Unit:RMB Net profit attributable to shareholders of the Owner equity attributable to shareholders of listed company the listed company Beginning of the Current term Same period last year End of the report year report year Pursuant to overseas -8,175,265.00 5,472,350.00 124,454,625.00 135,858,634.00 accounting standards Pursuant to Chinese -8,232,521.00 5,412,704.00 131,308,677.00 142,929,499.00 accounting standards Subitem and total adjusted pursuant to international accounting standards:: Switch back the part of Hong Kong house 57,256.00 59,646.00 -6,854,052.00 -7,070,865.00 property assessment in accordance with IAS Total difference of Chinese and overseas 57,256.00 59,646.00 -6,854,052.00 -7,070,865.00 accounting standards Notes difference of The influence of appreciation through appraisal of workshop and 2 parking spaces in Hong Chinese and overseas Kong in 1992. accounting standards IV. Particulars about Changes in Shareholders' Equity in the Report Period Owner’s equity Attributable to the Parent Company Minor Total of Items Share Attributable shareholders’ owners’ Other Capital profit equity equity Balance at the 169,142,356 39,872,534 26,704,791 -98,665,017 5,874,835 -1,311,595 141,617,904 beginning of current year Changed in -215,997 -8,232,521 -3,172,304 -28,917 -11,649,739 the current 6/102 year Balance at the end of 169,142,356 39,656,537 26,704,791 -106,897,538 2,702,531 -1,340,512 129,968,165 this term Chapter II. Change of Share Capital and Shareholding of Principal Shareholders I. Particulars schedule of change in share capital The total number and the structure of the shares of the Company remained unchanged in the report period. The statement of changes of share capital Unit:Shares Before this change Increase or decrease this time (+/-) After this change Quantity Proportio Issuin Transfe Quantity Proporti Bo n% g of rred on% nus new from Other Subtotal sha share reserve res s s I. Share with conditiona 0 0 0 0 0 0 0 0 0 l subscriptio n 1.State-own 0 0 0 0 0 0 0 0 0 ed shares 2.Staee-ow ned legal 0 0 0 0 0 0 0 0 0 person shares 3.Other domestic 0 0 0 0 0 0 0 0 0 shares Of which: Domestic legal person 0 0 0 0 0 0 0 0 0 shares Domestic natural 0 0 0 0 0 0 0 0 0 person shares 4.Foreign 0 0 0 0 0 0 0 0 0 7/102 shareholdin g Of which: Foreign legal person 0 0 0 0 0 0 0 0 0 shares Foreign natural 0 0 0 0 0 0 0 0 0 person shares II. Shares with uncondition 169,142,356 100 0 0 0 0 0 al 169,142,356 100 subscription 1.Common shares in 99,720,453 58.96 0 0 0 0 0 99,720,453 58.96 RMB 2.Foreign shares in 69,421,903 41.04 0 0 0 0 0 69,421,903 41.04 domestic market 3.Foregin shares in 0 0 0 0 0 0 0 0 0 overseas market 4.Other 0 0 0 0 0 0 0 0 0 III. Total of capital 169,142,356 100 0 0 0 0 0 169,142,356 100 shares II. By the end of the report period, the Company had 11,858 registered shareholders in total, including 7,259 shareholders holding A shares and 4,599 shareholders holding B shares. III. Top 10 shareholders and top 10 holders of unconditional shares Unit :shares Total number of shareholders 11,858 Particulars about the shareholding of the top ten shareholders 8/102 Nature of Proportion Quantity of Conditional Pledged or Name of shareholder shareholder (%) shares held shares frozen Domestic non Union Holdings Co., Ltd. State-o 25.51% 43,141,032 0 0 wned Legal person Foreign STYLE-SUCCESS LIMITED 14.46% 24,466,029 0 0 Legal person Shenzhen Textile (Group) State-owned 5.64% 9,543,394 0 0 Holdings Co., Ltd Legal person Foreign Rich Crown Investment Co., Ltd. 3.62% 6,114,556 0 0 Legal person Domestic non Union Developing Group Co., State-o 3.44% 5,821,089 0 0 Ltd. wned Legal person Foreign BOCI SECURITIES LIMITED 1.15% 1,940,767 0 Unknown Legal person GUOTAI JUNAN Foreign 1.12% 1,895,600 0 Unknown SECURITIES(HONGKONG)LIMITED Legal person Foreign Shing Ying Chieh Nature 1.11% 1.618,982 0 Unknown person Domestic non Liuzhou Jiali Real Estate State-o 0.88% 1,496,000 0 Unknown Development Co., Ltd. wned Legal person Domestic non Hualong Securities Co, Ltd. State-o 0.82% 1,389,970 0 Unknown wned Legal person Top 10 holders of unconditional shares Name of the shareholder Unconditional shares Type of shares Union Holdings Co., Ltd. 43,141,032 RMB Common shares Foreign shares placed in STYLE-SUCCESS LIMITED 24,466,029 domestic exchange Shenzhen Textile (Group) Holdings Co., 9,534,394 RMB Common shares Ltd Foreign shares placed in Rich Crown Investment Co., Ltd. 6,114,556 domestic exchange 9/102 Union Developing Group Co., Ltd. 5,821,089 RMB Common shares Foreign shares placed in BOCI SECURITIES LIMITED 1,940,767 domestic exchange GUOTAI JUNAN Foreign shares placed in 1,895,600 SECURITIES(HONGKONG)LIMITED domestic exchange Foreign shares placed in Shing Ying Chieh 1.618,982 domestic exchange Liuzhou Jiali Real Estate Development 1,496,000 RMB Common shares Co., Ltd. Hualong Securities Co, Ltd. 1,389,970 RMB Common shares Notes to the related relationship The controlling shareholder of the above-mentioned largest between the shareholders or their shareholder Shenzhen Union Holdings Ltd. and fourth concerted action shareholder Rich Crown Investment Co., Ltd.. Is Union Developing Group Ltd. IV. The controlling shareholder of the Company The actual controller of the Company remained unchanged in the report period. Chapter III. Information about Directors, Supervisors and Senior Executives I. Status of Shareholding of Directors, Supervisors and Senior Executives In the report period, the directors, supervisors and senior executives of the Company neither held nor traded the shares of the Company. II. The changes of director, supervisors and senior executives in the report period In the report period, the shares of the Company held by the directors, supervisors and senior executives of the Company remained unchanged. Chapter IV. Report of the Board of Directors I. The discussion and analysis on the operation status The Company’s printing & dyeing plant in Shenzhen ceased production, Five subsidiaries controlled by the Company stopped the operation of relevant printing and dyeing business due to the production suspense of printing and dyeing mill and most of them maintained their daily operation by house property lease. The Company’s printing & dyeing plant in Shenzhen ceased production, Due to the reason on the side of the other party of joint venture and change of industry prospect,the capital increasing of the joint venture project has not yet completed. Recently, We have an increasingly hollow core business. (I) Operation achievements Unit: RMB’0000 10/102 January-June January-June Items Increase/decrease Increase/decrease(%) 2011 2010 Operating 552 528 24 4.55% income Operation profit -826 536 -1,362 -254.10% Total profit -826 536 -1,362 -254.10% Net profit attributable to shareholders of -823 541 -1,364 -252.13% the listed company 1. Operation income conspicuously Increased by RMB 0.24 million year on year mainly due to Rental income has increased; 2.Operation profit decreased by RMB 13.62 year on year mainly due to the operation loss of Zhejiang Union Hangzhou Bay Ventures, a joint stock subsidiary; 3. The reason of Total profit and Net profit attributable to shareholders of the listed company dressed more than last year mainly due to abovementioned. (II) Financial status Unit:RMB’0000 Change margin Items June 30, 2011 December 31, 2010 Increase/decrease (%) Total assets 18,429 19,573 -1,144 -5.84% Shareholders’ equity attributable 13,130 14,292 -1,162 -8.13% Of the parent Company 1.Total assets decreased by RMB 11.44 million over the beginning of the year mainly due to the operation loss and exchange rate changes of Zhejiang Union Hangzhou Bay Ventures, a joint stock subsidiary; 2. Shareholders’ equity attributable of the parent Company Shareholders’ equity decreased by RMB 11.62 million over the beginning of the year mainly due to abovementioned. II. Operation in the report period (I) Scope of key business The Company's key business scope still covers printing and dyeing, processing and sales of all kinds of pure cotton, pure linen, polyester-mixed cotton, linen-mixed cotton and blended high-grade lining and the finished garments. The vacant ground and houses that became idle after production suspense were leased. (II) The industry or product whose income or profit accounts for over 10% of total income from key business or profit from key business in the report period Unit:RMB’0000 The Status of key business in terms of industry of business 11/102 Increase/decreas Increase or e of income Increase/decrease decrease of Gross In terms of business line Income from Cost of main Gross profit from main of cost of main profit ratio from or product main operation operation ratio(%) operation over operation over the main operation the previous year previous year (%) over the previous (%) year (%) Bleaching, printing -100.00% -100.00% -71.15% and dyeing Lease 552 233 57.79% 23.19% 11.59% 33.03% The status of key business in terms of Areas . Unit:RMB’0000 Increase/decrease of income Area Income from key business (%) China 461 2.44% Hongkong and overseas 91 16.67% (III) The profit structure and key business structure in the report period much compared with the previous report period: 1. The operating profit in the report period (RMB-826 million) decreased by RMB13.62 million over the same period of the previous year (RMB 5.36 million). The profit structure is as follows: Unit :RMB’0000 Proportio Amount of Proportio Amount n to same period n to Items of current Main reason for change operating of previous operating period profit % year profit % Profit from main 319 -38.62% 292 54.48% Rental income has increased. operation Affected by decrease of business Selling expenses 38 7.09% volume Administrant 431 -52.18% 430 80.22% expenses Financial 36 -4.36% -36 -6.72% Influence of Exchange ratio expenses Income from -4 0.48% -2 -0.37% Influence of market price fluctuation change in fair value With the impact of the Operating loss of Zh Investment income -673 81.48% 678 126.49% ejiang Union Hangzhou Bay Ventures Comp any 12/102 2.key business structure in the report period Unit: RMB’0000 Items In the report The same period of Increase/decrease Change period last year amount margin (%) Bleaching, printing and 104 -104 dyeing Lease 552 424 128 23.19% The vacant ground and houses that became idle after production suspense were leased. (IV) The other business activities that have significant influences on the profit in this report period. None. (V)The income from investment in no joint venture accounted for more than 10% of the Company's net profit. Zhejiang Union Hangzhou Bay Ventures Co., Ltd., an affiliated company in which Hong Kong Victor Onward, a subsidiary of the Company, has invested for long term, earned accumulated losses of RMB 26,995,474 in the report period. The income of the Company calculated and recognized on equity basis is RMB-6,748,868, accounting for 81.69% of net profit for the current period. (VI)Problems and difficulties occurred in operation The Company is a traditional printing and dyeing enterprise. The Company has faced the situation of no main operation. Due to delay of basic construction, Nanjing Factory failed to commence production as scheduled. The Capital increasing of the joint venture project has not yet completed There is no sign of improvement of the Company's printing and dyeing business in the near future and the Company is facing an operation predicament. III. Investment of the Company in the report period (1) There were neither funds raised in the report period nor those raised in previous periods whose use continued in the report period. (2) There were no projects invested with non-raised proceeds in the report period IV.Due to loss of real estate projects of Zhejiang Union Hangzhou Bay Ventures Co., Ltd. accounted for on equity basis, the accumulative net profit for the period from January 2011 to September 2011 is estimated to be loss and about RMB-15 million to RMB-12 million. V. The management’s remarks on any changes in and results of issues related to the ―non opinions‖ by the auditors for the previous year. (I) Basic information Shine Wing Certified Public Accountants issued unqualified auditor's report with paragraph of emphasized matters for the Company's financial statements for 2010. Basic information of emphasized matters: Since March 2007, Shenzhen Victor Onward Textile Industrial Co., Ltd. stopped production and dismissed most of workers. The Company have ceased production of the printing & dyeing plant in Shenzhen or are 13/102 maintaining daily operation by house property lease, And most subsidiaries of the company had stopped production and it maintained daily operation by house leasing. Shenzhen Victor Onward Textile Industrial Co., Ltd. had disclosed its improvement measures in Note 13 of Financial Statement, but its sustainable operation ability is still uncertain. This paragraph does not affect audit opinions that have been given. (2) Extent of influence of this matter on the Company: This event greatly impacted the production & operation activities and sustainable development of company, it made company had the situation of implementing other special treatment which was stipulated in Shenzhen Stock Exchange Listing Rules , the stock of our company had been implemented for other special treatment. (3) The possibility of eliminating this matter and its influence: Though the transfer of printing and dyeing business has been somewhat delayed, The board of directors of company is positively studying the future development of company to enhance company's sustainable operating ability. (4) Concrete measures The Company is communicating with joint venture partner and trying to minimize the losses and settle this joint venture project issue properly. Chapter V. Important Events I. Particulars about corporate administration (1)The Company has unceasingly improved its corporate governance structure, established modern enterprise system, standardized its operation and earnestly conducted governance work strictly according to the requirements of the Company Law and the Securities Law and relevant laws and regulations of CSRC. There was no great difference between the actual status of corporate governance and the requirements of relevant documents of CSRC. (2)Progress of Formulation of Internal Control Regulations According to the Notice of Experimental Work Concerning Internal Control Regulations of Listed Companies in Shenzhen (Shen Zheng Ju Gong Si Zi (2011) No. 31), the Company attached great importance to this matter, established internal control leading team and formulated the Scheme for Implementation of Internal Control Regulations of the Company, which was examined and adopted at the 15th meeting of the fifth board of directors. In the report period, The Company started to systematically straighten out all its systems. This work is still in progress. II. Implementation of profit distribution plan As approved by 2010 Annual Shareholders' General Meeting held on May 23, 2011, the Company neither distributed profit for the year 2010 nor capitalized any capital common reserve fund. III. The Company was not involved in any material lawsuits or arbitrations in the report period. IV. The Company was not involved any material assets acquisition or disposal and asset reorganization 14/102 occurred in the report period. V. Important related transactions Pricing of the transactions with related parties has all been based upon the normal market prices. (1) Related parties’ balance of receivable and payable account (Unit:RMB) Name of Name of Related parties subject June 30, 2011 December 31, 2010 Accounts 307,079 314,198 Shenye Union(HK) Co., Ltd. * receivables Union Group** Other payable 22,456,162 22,564,462 Shenzhen Union Property Group Co., 683,414 699,258 Ltd.** Other payable * Provision has been in full preparation for bad debts ** The fund provided by related parties to the Company is the working capital loan provided by Union Group and Union Property to Nanhua Company, a subsidiary of the Company. changes mainly due to the impact of the exchange rate in the report period (2) Mutual credit guarantees with related parties N/A VI.Important contracts and their performance (I) The Company did not hold in trust or contract for the assets of other companies nor did other companies hold in trust or contract for the assets of the Company in the report period. (II) Other material contracts and external guarantees 1. Important loan contracts- Short-term loans N/A. 2The occupation of funds of the Company by the controlling shareholder and its subsidiaries: No N/A 3.Important guarantees: In the report period, the Company did not provided the external guarantee mentioned in ZJF (2003) No. 56 Document issued by CSRC. There was no significant guarantee that was provided in previous periods but continued to be valid in the report period. The Company will actively implement the gist of ZJF No. 56 Document strictly according to the requirements of laws and regulations of the Company Law, the Securities Law, Stock Listing Rules and the Articles of Association of the Company, further standardize the fund transfer between the Company and the controlling shareholder and other related parties, lower operation risk and protect the legitimate rights and interests of investors. (III)The special statement and independent opinions of the independent directors on the external guarantee of the Company. According to relevant provisions of the Circular on Certain Issues Relating to Standardization of Fund Transfer Between Listed Companies and Their Related Parties and Guarantees Provided by Listed 15/102 Companies (ZJF (2003) No. 56 Document), the Circular of Strengthening Disclosure of Information about Fund Occupation and Regulation-violating Guarantee of Listed Companies (SZJFZ (2004) No. 338 Document) and the Circular of Regulating External Guarantees Provided by Listed Companies (ZJF (2005) No. 120 Document), we hereby make special statement and express opinions on the status of fund occupation by related parties and external guarantee of the Company in the current period after learning the condition of the Company and looking up documents: As of June 30, 2011: (1)The company controlling shareholders and other related partiers do not possess company's funds; (2)The Company did not provide guarantee to its controlling shareholder and unincorporated entity or individual against regulations nor did the controlling shareholder and other related parties force the Comp any to provide guarantee to others VII Commitments events 1. The external investment contract and the related financial expenses signed haven’t been executed or fully performed As of June 30, 2011, Group has signed a contract but there are still outstanding major agreement total foreign investment RMB 30 million .Specific conditions are as follows: Name Investment Payable Non-payable Investmen Notes amount amount amount of t Period of investment investme nt Investment in machinery and equipment in 30 million - 30 million Nanjing East Asia Textiles Co., Ltd 2.The Signed or is ready to carry out the contract of large contracts As of June 30, 2011,The Group still has signed the agreement but did not pay large amounts of letting contracts total RMB 1.71 million. Specific conditions are as follows: Name Contracts Payable Non-payab Investme Notes amount amount of le amount nt Period investment of investment The The Capital increasing o 1,710,000 855,000 855,000 allocation of f the project has not yet 16/102 production completed equipment as a whole works 3.Except for the events described above, as of June 30, 2011,the Group has no other significant commitment events. VIII. Other material events 1.We purchased new shares with self RMB 5 million funds in report term, As of June 30, 2011, achieve investment earning RMB 14,141. 2. Index for important information The above information were also all published in Securities Times and Hong Kong Commercial Daily and www.cninfo.com.cn. Date No. Name of announcement 2011.1.26 2011-0570 Forenotice of Earnings for 2010 2011.4. 14 2011-0571 Forenotice of Earning’s for the first Quarterly 2011 2011.4.14 2011-0572 Earnings prediction 2010 2011.4.29 2011-0573 2010 annual report of the Company and its summary 2011.4.29 2011-0574 The first Quarterly Report 2011 2011.4.29 2011-0575 Announcement of the resolutions of 15th Meeting of the Fifth Board of Directors 2011.4.29 2011-0576 Announcement of the 12th Meeting of Fifth Supervisor Committee 2011.4.29 2011-0577 Notice of Holding 2010 annual shareholders’ General Meeting 2011.5.24 2011-0578 Announcement of Resolutions of 2010 annual shareholders’ General Meeting 3. The registration form of acceptance of investigation, communication and interview in the report period for future reference Reception Reception plane Reception Mode Reception Discussion issue and offered date Object information The Company Director & Secretary Telephone communicated with investors April 30,2011 Investor office communication in respect of its production and operation status June 8,2011 Director & Secretary Telephone Investor Inquiry about the Company's 17/102 office communication whether the Company has any plan for reorganization IX. In the report period, the Company, its board of directors and its directors were not investigated by CSRC, administratively punished or publicly criticized by CSRC, punished by other administrative departments or publicly condemned by stock exchange. Chapter VI. Financial Report Balance Sh eet June 30, 2011 Prepared by: Shenzhen Victor Onward Textile Industrial Co., Ltd. Unit:RMB June 30,2011 December 31, 2010 Assets Parent Company. Parent Company. Consolidated Consolidated Monetary fund 51,938,921 22,061,774 51,786,613 23,577,186 Trading financial 108,700 108,700 77,235 77,235 assets Bill receivable Account receivable 850,324 586,576 Prepayments 19,173 23,225 Interest receivable 6,646 Other account 297,592 74,309,627 175,951 75,638,428 receivable Inventories 419,878 419,878 429,613 429,612 Non-current asset due in 1 year Other current asset Total of current assets 53,634,588 96,899,979 53,085,859 99,722,461 Non-current assets: Disposable financial 638,618 874,427 asset Expired investment in possess Long-term receivable Long term share 68,778,887 37,738,287 77,199,476 38,613,199 equity investment Property investment 37,043,068 5,710,153 39,679,004 6,019,483 Fixed assets 16,989,466 13,976,304 17,492,132 14,313,935 Construction in 18/102 progress Engineering material Fixed asset disposal Intangible assets 1,976,361 1,976,361 2,049,023 2,049,023 R & D petrol Goodwill 5,231,220 5,352,498 Long-germ expenses to be amortized Differed income tax asset Other non-current asset Total of non-current 130,657,620 59,401,105 142,646,560 60,995,640 assets Total of assets 184,292,208 156,301,084 195,732,419 160,718,101 Legal representative:Hu Yongfeng Financial controller:Zhang Jinliang The person in change of the financial Dept: Ren Changzheng 19/102 Consolidated Balance Sheet(Cont’d) June 30, 2011 Prepared by: Shenzhen Victor Onward Textile Industrial Co., Ltd. Unit:RMB June 30, 2011 December 31, 2010 Liabilities and owners’ Parent Company. Parent Company. equity Consolidated Consolidated Current Liabilities Short-term loans Trade off financial liabilities Bill payable Accounts payable 3,318,295 114,350 3,353,297 115,281 Advance payment 2,745,351 1,968,155 2,718,175 1,939,819 Salaries payable to Staff 560,156 495,129 620,363 579,911 Taxes payable 2,835,965 1,673,167 2,914,867 1,723,217 Dividends payable 1,247,324 1,276,241 Other payable 30,523,556 618,340 29,974,945 651,133 Non-current liabilities due in 1 year Other current liabilities 1,402,271 1,360,690 1,228,163 1,185,618 Total current liabilities 42,632,918 6,229,831 42,086,051 6,194,979 Non-Current liabilities: Long-term loan 1,254,740 1,350,126 Long-term payable 8,705,861 8,907,695 Special payable Accrued liabilities Deferred income tax liabilities 872,138 4,116,486 892,357 4,211,921 Other Non-current liabilities 858,386 858,386 878,286 878,286 Total Non-current liabilities 11,691,125 4,974,872 12,028,464 5,090,207 Total liabilities 54,324,043 11,204,703 54,114,515 11,285,186 Shareholders’ Equity Share capital 169,142,356 169,142,356 169,142,356 169,142,356 Capital surplus 39,656,537 31,606,598 39,872,534 31,606,598 Less: Shares in stock Surplus reserves 26,704,791 26,309,287 26,704,791 26,309,287 Common risk provision Reserved profit -106,897,538 -81,099,432 -98,665,017 -80,137,758 Different of foreign 2,702,531 -862,428 5,874,835 2,512,432 20/102 currency translation Total of owner’s equity belong to the parent company 131,308,677 145,096,381 142,929,499 149,432,915 Minor shareholders’ equity -1,340,512 -1,311,595 Total of owners’ equity 129,968,165 145,096,381 141,617,904 149,432,915 Total of liabilities and owners’ equity 184,292,208 156,301,084 195,732,419 160,718,101 Legal representative:Hu Yongfeng Financial controller:Zhang Jinliang The person in change of the financial Dept:Ren Changzheng Profit statement January-June 2011 Prepared by: Shenzhen Victor Onward Textile Industrial Co., Ltd. Unit:RMB January-June 2011 January-June 2010 Items Consolidated Parent Company Consolidated Parent Company I. Total Operating income 5,528,810 725,313 5,280,588 527,589 Including:Operating income 5,528,810 725,313 5,280,588 527,589 II. Total Operating cost 7,013,815 1,651,997 6,677,394 1,034,818 Including:Operating cost 2,331,440 239,549 2,360,424 -292,095 Operating taxes and extras Sales expenses 377,292 Administrative expenses 4,316,273 2,702,203 4,297,439 2,705,698 Financial expenses 366,102 -1,289,755 -357,761 -1,378,785 Loss of devaluation of assets Add:Changing income of fair value -48,602 -48,602 -17,686 Investment income -6,734,727 14,141 6,779,702 106,843 Including:Investment income on affiliated company and joint venture III. Operating profit -8,268,334 -961,145 5,365,210 -400,386 Add:Non-operating income 8,413 Less:Non-operating expenses 1,517 529 259 199 Including:Disposal loss of non-current assets IV. Total profit -8,261,438 -961,674 5,364,951 -400,585 Less:Income tax expenses V. Net profit -8,261,438 -961,674 5,364,951 -400,585 Net profit attributable to the Parent -8,232,521 -961,674 5,412,704 -400,585 company 21/102 Minority shareholders’ gain and losses -28,917 -47,753 VI. Earnings per share (i)Basic earning per share -0.05 0.03 (ii)Diluted earning per share -0.05 0.03 VII. Other comprehensive income -3,388,301 -3,374,860 -2,035,702 -1,456,247 VIII. Total comprehensive income -11,649,739 -4,336,534 3,329,249 -1,856,832 Total comprehensive income attributable to the owner of the parent -11,649,739 -4,336,534 3,316,852 -1,856,832 company Total comprehensive income attributable minority shareholders 12,397 Legal representative:Hu Yongfeng Financial controller:Zhang Jinliang The person in change of the financial Dept:Ren Changzheng 22/102 Cash flow statement January-June 2011 Prepared by: Shenzhen Victor Onward Textile Industrial Co., Ltd. Unit:RMB January-June 2011 January-June 2010 Items Consolidated Parent Consolidated Parent I.Cash flows arising from operating Company Company Cash received from sales of goods and activities 5,295,137 820,983 6,350,921 2,601,112 supply of labor Net Increase of Disposition transactional - - 171,272 171,272 financial assets Rebated taxes received - - 186,855 105,777 Other business related cash receipts 474,345 502,155 1,075,375 560,865 Subtotal of cash flow in from operating 5,769,482 1,323,138 7,784,423 3,439,026 activity Cash paid for purchase of goods and 452,166 452,166 2,254,184 1,254,184 reception of labor services Cash paid to and for employees 1,623,382 973,334 1,723,236 980,423 Taxes paid 987,685 464,791 1,116,582 466,421 1,890,665 961,154 3,062,291 1,395,215 Other business related cash payments Subtotal of cash flow out from operating 4,953,898 2,851,445 8,156,293 4,096,243 activity Net cash flows arising from operating 815,584 -1,528,307 -371,870 -657,217 activities II.Cash flow generated by investing Cash received from investment retrieving Cash received as investment gains 1,595 Net cash retrieved from disposal of fixed 10,000 10,000 7,270 7,270 assets, intangible assets, and other long-term assets Net cash received from disposal of subsidiaries or other operational units Other investment-related cash received Sub-total of cash inflow due to 10,000 10,000 8,865 7,270 investment activities Cash paid for construction of fixed assets, 11,031 133,824 56,478 intangible assets and other long-term Cashassetsas investment Net increase of loan against pledge 23/102 Net cash received from subsidiaries and other operational units Other cash paid for investment activities Sub-total of cash outflow due to 11,031 - 133,824 56,478 investment activities Net cash flow generated by investment -1,031 10,000 -124,959 -49,208 III.Cash flow generated by financing Cash received as investment Incl: Cash received as investment from minor shareholders Cash received as loans Cash received from bond placing Other financing –related ash received Sub-total of cash inflow from financing - - - - activities Cash to repay debts Cash paid as dividend, profit, or interests Incl: Dividend and profit paid by subsidiaries to minor shareholders Other cash paid for financing activities Sub-total of cash outflow due to financing - - - - activities Net cash flow generated by financing - - - - IV.Influence of exchange rate alternation -662,245 2,895 -285,374 -2,353 on cash and cash equivalents V.Net increase of cash and cash equivalents 152,308 -1,515,412 -782,203 -708,778 Add: balance of cash and cash equivalents 51,786,613 23,577,186 56,105,626 24,960,502 at the beginning of term VI. Balance of cash and cash equivalents at 51,938,921 22,061,774 55,323,423 24,251,724 the end of term 24/102 Legal representative:Hu Yongfeng Financial controller:Zhang Jinliang The person in change of the financial Dept:Ren Changzheng 25/102 Consolidated Statement of Change in Owners’ Equity Prepared by: Shenzhen Victor Onward Textile Industrial Co., Ltd. January-June 2011 Unit :RMB January-June 2011 Less: Common Minor Items Capital Special Surplus Attributable Total of owners’ Share Capital Shares in risk Other shareholders’ reserves reserve reserves profit equity stock provisions equity I.Balance at the end of last 169,142,356 39,872,534 26,704,791 -98,665,017 5,874,835 -1,311,595 141,617,904 year Add: Change of - accounting policy Correcting of previous - errors Other - II.Balance at the beginning 169,142,356 39,872,534 - - 26,704,791 - -98,665,017 5,874,835 -1,311,595 141,617,904 of current year III.Changed in the current - -215,997 - - - - -8,232,521 -3,172,304 -28,917 -11,649,739 year (I) Net profit -8,232,521 -28,917 -8,261,438 (II)Other misc.income -215,997 -3,172,304 -3,388,301 Total of (I) and (II) - -215,997 - - - - -8,232,521 -3,172,304 -28,917 -11,649,739 (III) Investment or decreasing of capital by - - - - - - - - - - owners 1. Capital inputted by - owners 2.Amount of shares paid and accounted as owners’ - equity 3. Other - 26/102 (IV)Profit allotment - - - - - - - - - - 1.Providing of surplus - reserves 2.Providing of common - risk provisions 3.Allotment to the owners - (or shareholders) 4.Other - (V) Internal transferring of - - - - - - - - - - owners’ equity 1. Capitalizing of capital reserves (or to capital - shares) 2. Capitalizing of surplus reserves (or to capital - shares) 3.Making up losses by - surplus reserves. 4. Other - (VI) Special reserves - - - - - - - - - - 1. Provided this year - 2.Used this term - IV. Balance at the end of 169,142,356 39,656,537 - - 26,704,791 - -106,897,538 2,702,531 -1,340,512 129,968,165 this term Legal representative:Hu Yongfeng Financial controller:Zhang Jinliang The person in change of the financial Dept:Ren Changzheng 27/102 Consolidated Statement of Change in Owners’ Equity Prepared by: Shenzhen Victor Onward Textile Industrial Co., Ltd. January-June 2011 Unit :RMB January-June 2010 Less: Common Minor Items Capital Special Surplus Attributable Total of owners’ Share Capital Shares in risk Other shareholders’ reserves reserve reserves profit equity stock provisions equity I.Balance at the end of last 169,142,356 39,297,104 26,704,791 -102,767,941 10,682,638 508,088 143,567,036 year Add: Change of - accounting policy Correcting of previous - errors Other - II.Balance at the beginning 169,142,356 39,297,104 - - 26,704,791 - -102,767,941 10,682,638 508,088 143,567,036 of current year III.Changed in the current - 575,430 - - - - 4,102,924 -4,807,803 -1,819,683 -1,949,132 year (I) Net profit 4,102,924 -1,731,989 2,370,935 (II)Other misc.income 575,430 -4,807,803 -87,694 -4,320,067 Total of (I) and (II) - 575,430 - - - - 4,102,924 -4,807,803 -1,819,683 -1,949,132 (III) Investment or decreasing of capital by - - - - - - - - - - owners 1. Capital inputted by - owners 2.Amount of shares paid and accounted as - owners’ equity 3. Other - (IV)Profit allotment - - - - - - - - - - 1.Providing of surplus - 28/102 reserves 2.Providing of common - risk provisions 3.Allotment to the owners - (or shareholders) 4.Other - (V) Internal transferring of - - - - - - - - - - owners’ equity 1. Capitalizing of capital reserves (or to capital - shares) 2. Capitalizing of surplus reserves (or to capital - shares) 3.Making up losses by - surplus reserves. 4. Other - (VI) Special reserves - - - - - - - - - - 1. Provided this year - 2.Used this term - IV. Balance at the end of 169,142,356 39,872,534 - - 26,704,791 - -98,665,017 5,874,835 -1,311,595 141,617,904 this term Legal representative:Hu Yongfeng Financial controller:Zhang Jinliang The person in change of the financial Dept:Ren Changzheng 29/102 Parent Company Statement on Change in Owners’ Equity Prepared by: Shenzhen Victor Onward Textile Industrial Co., Ltd. January-June 2011 Unit :RMB January-June 2011 Less: Common Items Capital Special Surplus Attributable Difference Of foreign Total of Share Capital Shares in risk reserves reserve reserves profit exchange owners’ equity stock provisions I.Balance at the end of 169,142,356 31,606,598 - 26,309,287 - -80,137,758 2,512,432 149,432,915 last year Add: Change of - accounting policy Correcting of - previous errors Other - II.Balance at the beginning of current 169,142,356 31,606,598 - - 26,309,287 - -80,137,758 2,512,432 149,432,915 year III.Changed in the - - - - - - -961,674 -3,374,860 -4,336,534 current year (I) Net profit -961,674 -961,674 (II)Other -3,374,860 -3,374,860 misc.income Total of (I) and (II) - - - - - - -961,674 -3,374,860 -4,336,534 (III) Investment or decreasing of capital by - - - - - - - - - owners 1. Capital inputted - by owners 30/102 2.Amount of shares paid and - accounted as owners’ equity 3. Other - (IV)Profit allotment - - - - - - - - - 1.Providing of surplus - reserves 2.Providing of - common risk provisions 3.Allotment to the owners (or - shareholders) 4.Other - (V) Internal transferring of owners’ - - - - - - - - - equity 1. Capitalizing of capital reserves (or to - capital shares) 2. Capitalizing of surplus reserves (or to - capital shares) 3.Making up losses by - surplus reserves. 4. Other - (VI) Special reserves - - - - - - - - - 1. Provided this year - 2.Used this term - IV. Balance at the end of 169,142,356 31,606,598 - - 26,309,287 - -81,099,432 -862,428 145,096,381 this term Legal representative:Hu Yongfeng Financial controller:Zhang Jinliang The person in change of the financial Dept:Ren Changzheng 31/102 Parent Company Statement on Change in Owners’ Equity Prepared by: Shenzhen Victor Onward Textile Industrial Co., Ltd. January-June 2011 Unit :RMB January-June 2010 Less: Common Items Capital Special Surplus Attrbutable Difference Of foreign Total of Share Capital Shares in risk reserves reserve reserves profit exchange owners’ equity stock provisions I.Balance at the end of 169,142,356 31,606,598 - 26,309,287 - -76,527,638 7,772,431 158,303,034 last year Add: Change of - accounting policy Correcting of - previous errors Other - II.Balance at the beginning of current 169,142,356 31,606,598 - - 26,309,287 - -76,527,638 7,772,431 158,303,034 year III.Changed in the - - - - - - -3,610,120 -5,259,999 -8,870,119 current year (I) Net profit -3,610,120 -3,610,120 (II)Other -5,259,999 -5,259,999 misc.income Total of (I) and (II) - - - - - - -3,610,120 -5,259,999 -8,870,119 (III) Investment or decreasing of capital by - - - - - - - - - owners 1. Capital inputted - by owners 2.Amount of - 32/102 shares paid and accounted as owners’ equity 3. Other - (IV)Profit allotment - - - - - - - - - 1.Providing of surplus - reserves 2.Providing of - common risk provisions 3.Allotment to the owners (or - shareholders) 4.Other - (V) Internal transferring of owners’ - - - - - - - - - equity 1. Capitalizing of capital reserves (or to - capital shares) 2. Capitalizing of surplus reserves (or to - capital shares) 3.Making up losses by - surplus reserves. 4. Other - (VI) Special reserves - - - - - - - - - 1. Provided this year - 2.Used this term - IV. Balance at the end of 169,142,356 31,606,598 - - 26,309,287 - -80,137,758 2,512,432 149,432,915 this term Legal representative:Hu Yongfeng Financial controller:Zhang Jinliang The person in change of the financial Dept:Ren Changzheng 33/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 1.Basic Information of the Company Shenzhen Victor Onward Textile Industrial Co., Ltd. (hereinafter referred to as "the Company"), grew out of the Xingnan Printing Factory Co., Ltd, founded in 1980, was the first wholly foreign-owned enterprise in Shenzhen. In April 1984, Xingnan Printing Factory Co., Ltd was changed into foreign joint venture, and was renamed Shenzhen Victor Onward Textile Industrial Co., Ltd. . On November 19, 1991, the Company was reorganized into a joint stock limited company and renamed Shenzhen Victor Onward Textile Industrial Co., Ltd. pursuant to the approval of Shenzhen Municipal Government. The domestically listed RMB ordinary shares ("A shares, Stock code: 000018" ) and domestically listed foreign investment shares ("B shares ,stock code: 200018") issued by the Company were listed on Shenzhen Stock Exchange in 1992. As of June 30, 2011, the total share capital was 169,142,356 million shares, of which circulating A-share 99,720,453 shares, circulating B-share 69,421,903. of which Union Holdings Co., Ltd. (hereinafter referred to Union Holdings ) holding limit-sale A-share 43,141,032 shares, accounting for 25.51% of the total equity, is the controlling shareholder of the company, Union Development Group Co., Ltd. (hereinafter referred to Union Group)holding circulating A –share 5,821,089 shares, accounting for 3.44% of the total equity, Union Group holds 31.32% of equity of Hualian Holdings and has the right to control Union Holdings, thus Union Group is the actual controller of the Company. As of June 30, 2011, Victor Onward printing and dyeing (Hong Kong) Co., Ltd. (hereinafter referred to as "Hong Kong Victor Onward"), Hong Kong Victor Onward Digital Printing Co., Ltd. (hereinafter referred to as "Victor Onward Digital Printing"), Shengzhong Industrial Co., Ltd. (hereinafter referred to as "Shengzhong") , Shenzhen East Asia Victor onward Holding (hereinafter referred to as ―East Asia Company)and Shenzhen Nanhua Printing and Dyeing as well as its wholly-funded subsidiary Nanhua Xingye Co., Ltd (hereinafter referred to as "Nanhua Xingye") are all subsidiaries of the Company. The Company and its subsidiaries are collectively referred to as "the Group". The Group is mainly engaged in the production and processing (printing and dyeing) and sales of various high-grade fabrics of pure cotton, pure linen, polyester-mixed cotton, linen cotton and mixed fiber and finished garments. Registered address: 26 Kuipeng Road, Kuiyong Town, Longgang District, Shenzhen Legal Representative: Hu Yongfeng II. Basis for the preparation of financial statements The financial statements was prepared on the basis of the Group's continuous operation. 34/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) III. Complying with the statements in Accounting Standards for Business Enterprises The financial statements of the Group comply with the requirements of Accounting Standards for Business Enterprises, truly reflect the integrity of the financial situation, operating results and cash flows, and other relevant information of the company. IV. Accounting policies, accounting estimation and the method of preparing consolidated financial statements (1)Fiscal year The fiscal year of the Group starts on January 1 and ends on December 31 on the Gregorian calendar. (2)Standard currency for book keeping Except for Shenzhen East Asia Company taking RMB as the standard currency for bookkeeping, the Company and other subsidiaries of the Group all take HKD as the standard currency for bookkeeping. (3) Basis for bookkeeping and costing principle The Group's basis for bookkeeping is accrual system. Except that the financial assets for transaction, the financial liabilities for transaction, and financial assets available for sale are accounted by fair value, generally, account by historical cost. (4) Cash and cash equivalents The cash stated in cash flow statement refers to cash in hand and bank deposits usable for payment at any time. Cash equivalent refers to the investments with holding period of less than 3 months and strong liquidity that are readily convertible to known amount of cash and subject to insignificant risk of changes in value. (5)Foreign currency Convert (1)Foreign currency Transactions The foreign currency transactions the Group were accounted according to the amount of foreign currency on the first day of the current month converting to the amount of bookkeeping currency. On the balance sheet date, foreign currency monetary items would be converted into RMB by using the spot exchange rate on the balance sheet date, the conversion differences produced shall be directly included in the current loss and gain except the exchange differences produced by foreign currency special loans borrowed for purchasing or production of the assets which meet the capitalization conditions. The foreign currency non-monetary items measured by fair value shall be converted into RMB by the spot exchange rate on the fair value date, the conversion differences produced shall be directly included in current loss and gain as fair value changes. The foreign currency non-monetary items measured by historical costs shall be converted by using the spot exchange rate on the transaction date, and its RMB amount will not be changed. (2)Foreign currency statement Convert The financial statements of the company and the subsidiaries making HK dollars as bookkeeping currency shall be converted into RMB. In the course of conversion, the assets & 35/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) liabilities items shall be converted by using the spot exchange rate on the balance sheet date, the items of shareholders equity except for the retained profit shall be converted according to the spot exchange rate, the items of incomes and expenses in the profit statement shall be converted by the approximate exchange rate of spot exchange rate on the transaction date. The conversion differences of foreign currency statements produced in the above conversions shall be individually listed under the item of shareholders equity. The cash flow in the cash flow statement are converted by the average exchange rate of the market rates announced in the accounting period. The influences on cash flow from the changes of exchange rate are separately listed in cash flow statement. (6) Financial assets and Financial liabilities (1). Financial assets: According to investment purposes and economic nature, the financial assets of the Group can be divided into the financial assets measured by fair value and the changes included in the current loss and gain, the expired investments held, receivables and financial assets for sale, the four categories. 1). The financial assets measured by fair value and the changes included in the current loss and gain: mainly refer to the financial assets for sale in short term, which shall be listed in balance sheet in transactional financial assets. 2). The expired investments held: refer to the non-derivative financial assets which have fixed expire date and fixed or determined recovering amount, and the management level has the intention or ability to hold the assets. 3). Receivables: refer to the non-derivative financial assets which have no quotation in active market but have fixed or determined recovering amount, including notes receivable, accounts receivable, interest receivable, dividends receivable and other receivables. 4). Financial assets for sale: include the non-derivative financial assets which are recognized as for sale when they are initially confirmed, and the financial assets which are not divided into other categories. Financial assets are conducted initial confirmation by at fair value. The relevant expenses to obtain the financial assets measured by fair value and the changes included in the current loss and gain shall be included in the current loss and gain, the relevant transactional expenses of other financial assets shall be the initial confirmation amount. When the contract right of a financial asset is ended or the risk and reward of ownership of the financial asset are transferred to the corresponding party, the confirmation of financial assets shall be ended. At fair value and changes in their gains and losses included in the current period of financial assets and financial assets to be sold in accordance with the fair value of follow-up measures; 36/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) receivables and investments held to maturity using the effective interest method to share more than the cost listed. The changes of fair values of financial assets measured by fair value and the changes included in the current loss and gain shall be included in the changing loss and gain of fair value; all the interest and cash dividends obtained during the period holding the assets shall be confirmed as investment income; upon the disposal of the assets, the differences between the fair value and initial bookkeeping amount shall be confirmed as investment loss and gain, and at the same time, the changing loss and gain of fair value shall be adjusted. The changes of fair values of financial assets for sale shall be included in equity of shareholders; during the holding period, the interest accounted by actual interest rate shall be included in the investment income; the cash dividends of equity tool investment for sale shall be included in investment income upon the invested unit’s declaration of distributing dividends; upon the disposal, the differences between the price and book value deducting the fair value originally included in shareholders equity shall be included in investment loss and gain. (2)Financial Liabilities The financial liabilities of our Group shall be classified into the financial liabilities or other ones which are measured at their fair values and the variation of which is recorded into the profits and losses of the current period when they are initially recognized. The financial liabilities, 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 liabilities and the financial liabilities designated which are measured at their fair values and variation of which is recorded into the profits and losses of the current period when they are initially recognized, shall be made subsequent measurement on its financial assets according to their fair values, and the profits and losses arising from the change in the fair value and the dividends and interests expenses related to the financial liability shall be recorded into the profits and losses of the current period. The subsequent measurement shall be made on the basis of the post-amortization costs by adopting the actual interest rate method for other financial liabilities. (3)The determination method for fair value of financial assets and financial liabilities If there is active market for a financial instrument, the quoted prices in the active market shall be used to determine the fair values thereof. In the active market, the quoted prices of our Group for the financial assets it holds or the financial liabilities it plans to assume shall be the present actual offer for the corresponding fair values of assets or liabilities, while the quoted prices of our Group for the financial assets it plans to acquire or the financial liabilities it has assumed shall be the available charge for the corresponding fair values of assets or liabilities. Where there is no available offer or charge for a financial asset or financial liability, but there is no any significant change to the economic environment after the latest transaction day, we shall adopt the market quoted price of the latest transaction to determine the fair value of the said financial asset or 37/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) financial liability. Where there is no active market for a financial instrument, we 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. (7).Account receivable and provisions for bad debts The Group will recognize the following cases as the determination standard of loss on bad debts for accounts receivable: the debt or others can't be repaid in the foreseeable period, e.g. the debtor units have been closed, revocation, bankruptcy, insolvent, severe insufficient cash flow or the occurrence of natural disasters; the repayment obligations are delayed and failed to be performed beyond 3-year by the debt entities; there are other absolute evidences proving that unable to be collected or little possibility. The Group adopted the method of counter compensation for the possible bad debt losses, which were drown provision for bad debt by the method of individual recognition at period end and were included in the current loss and gain. The receivables which were not to be recovered, after being approved by the Group, would be regarded as bad debt loss and the provision for bed debt would be written off. (1)Accounts receivable with material specific amount and specific provisioned bad Debt preparation. Judgment criteria or amount standard of Account receivable with special account material specific amount or amount receivable exceeding RMB 1 million is criteria viewed as material accounts receivable. Provision method with material specific Provision Had debt preparation in amount and provision of specific bad accordance with the difference of debt preparation present value of future cash flow below the book value . (2)The accounts receivable of bad debt provisions made by Group Determine the basis of Group Group of account age The Group is classified by the credit risk features based on the account age of receivables Group of affiliated party The Group is classified by the credit risk features based on the relations of account receivables and transaction objects. Deposit Group The Group is classified by the credit risk features based on the account age of receivables . 38/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) The withdrawing method of bad debt reserves carried by Group. Group of account age The provisions for bad debts withdrawn by the analysis method of account age Group of affiliated party Generally without the provisions for bad debts. Group of account age Generally without the provisions for bad debts. 1)Provision proportion of bad debt preparation of accounts receivable adopting aging analysis method: Age Proportion Within 1 year 3% 1-2 years 10% 2-3 years 50% Over 3 years 100% 2)The accounts receivable of bad debt provisions withdrawn by adopting other methods: Special relationship between the related party and the Group (such as joint ventures, associates, etc.), Related party Group there is a little balance between the predicted future cash flow and the carrying amount. Including the rent deposit, purchase deposit and reserve deposit, etc., but without great individual amount and the Deposit Group bad debt reserves withdrawn by combination are difficult to reflect the accounts receivable of risk features. 3)Account receivable with non-material specific amount but specific bad debt preparation Accounts receivable with non-material specific amount Reason of specific bad debt preparation and being not able to relent its risk character by provision provisioning bad debt preparation in accordance with provision Bad debt preparation will be provisioned in accordance Provision method of bad debt preparation with the difference of present value of its future cash flow below its book value. (8) Inventories The inventories of the Company include raw materials, work-in-process, finished products, low-value and easily-worn articles and packing articles and are stated at the lower of cost and net realizable value. Perpetual inventory system was implemented for inventory, the inventory would be priced according to actual cost; upon receiving or sending inventory, weighted average method would be used. The low value consumable products would be amortized by 39/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) method of one-time writing off. The inventory at year end can be priced by depending on which is lower between cost and realizable net value if the inventory were damaged or full or partly unused or the sale price lower than cost and other reasons. The provision for devaluation of finished products and big raw materials shall be drown according to the difference which the cost of individual inventory item higher than the realizable net value; other raw materials with large quantity and low unit price shall be drown provision for devaluation according to categories. Goods in stock, products in production and other materials directly for the sale, the amount of the realizable net value shall be determined according to the estimated sale price deducting the estimated sale expenses and relevant taxes; the amount of realizable value of material inventory for production shall be determined according to the estimated sale value of finished products deducting the estimated cost which will happen before the completion and estimated sale cost and relevant taxes. The inventory holding for the implementation of sale contract or service contract, the realizable net value shall be accounted on the basis of contract price; if the quantity of inventory held by enterprise is bigger than the quantity ordered in the sale contract, the realizable net value of the excess inventory shall be accounted on the basis of general sale price. (9).Long-term equity investment Long-term equity investments mainly include the equity investments which are held by the Group and the ones that the units being invested can be controlled or jointly controlled, or the equity investments which have not quotation in active market and the fair value can not be reliably measured. Joint control refers to the control that common control on some economic activities according to contract. The references for the determination of common control are the business activities which any operating party can not be controlled independently; the decisions relating to basic operating activities of the joint venture enterprise are to be agreed by all joint parties. Significant impact refers to having the right to participate in decision making on financial and operating policies of the units being invested but can not control or jointly control the making of these policies. The determining reference of significant impact is to own 20% (inclusive) or more but less than 50% of the voting shares directly owned by the Group or owned through subsidiaries, unless there is clear evidence that under that circumstance the production operating decision can not be participated and no major influence will formed. The long-term equity investments obtained through merger of companies under same control the merger were the owner's equity book value of the shares as a long-term 40/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) equity investment of initial investment cost. The long-term equity investments obtained through merger of companies under different control shall make the fair value which made on the merger (purchase) to pay the control of the assets or liabilities as the merger cost. Apart from the long-term equity investments stated above, the long-term equity investment obtained by cash, the initial investment obtained by cash will be determined according to the price actually paid, initial investment costs include the direct costs, tax, and other necessary expenses to obtaining long-term investment; the initial investment will be determined according to the fair value of the equity securities issued; the long-term equity investments invested by investors, the initial investment cost shall be determined according to contract value; the long-term equity investment obtained by debt restructuring, non-monetary assets or other methods, the initial investment cost shall be determined according to the relevant accounting standards. If the subsidiary uses the cost method to account, adjustment shall be conducted according to equity method when prepare the consolidated financial statements; the joint venture and joint venture investment using the equity method; for the long-term equity investments which have no control or joint control or significant influence and no price in an active market, the method of cost shall be adopted to account; the long-term equity investments which have no control or joint control or significant influence, there are quotations in an active market and the fair value can be reliably measured, shall be accounted as financial assets for sale. When using the method of cost accounting, the long-term equity investments were priced by the initial investment costs. Additional investment to recover the cost of long-term equity investment. When using the equity method accounting, the current investment gains and losses are the share of net losses and gains to be owned or shared and achieved in the current year by the unit being invested. When determining the share to be shared by the unit being invested, on the basis of the fair value of the identifiable assets, according to the accounting policy and accounting period of the Group, offsetting the internal transaction loss and gain and the part that the equity proportion attributable to the joint enterprise and united enterprise, and confirm the net profit of the unit being invested after profit adjustment. For the long-term equity investments on joint venture enterprises and joint owned enterprises held before the first implementation date, if existing the debit difference relating to the equity investment, the debit difference of equity investment, after deducting the investment loss and gain according to the original remained period, should be confirmed as investment gains and losses. 41/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) The Group shall adopt the cost method to calculate for those invested units that never have the jointed control or significant impacts due to the investment reduced, and a long-term equity investment for which there is no quoted price in the active market and whose fair value cannot be reliably measured; Also, the cost method shall be adopted to calculate for the long-term equity investment able to be implemented and controlled to the invested units due to the investment supplemented; Moreover, the equity method shall be adopted to account for performing the jointed control or significant impacts to the invested units but no control formed due to the investment supplemented, or without control to the invested units but able to implement the long-term equity investment of jointed control or major impacts to the invested units due to disposing of the investment. The gap between the carrying amount and actual payment gained in disposal of the long-term equity investment will be recorded into the investment interest of the current period. Using the equity method for calculating the long-term equity investment which is recorded into the owner's equity due to other changes except for the net profits or losses of the invested units, the initial parts recorded into the owner's equity shall be transferred into the investment returns of the current period when disposal of the investment. (10). Investment real estate The investment real estates of the Group are the rental buildings. The investment real estates are accounted by the cost, the purchased investment real estates include the cost of the purchase price, related taxes and fees and other expenses which can be directly attributable to the assets; the costs of investment real estate self constructed include the necessary expenses to construct the asset to reach the predicted use state. The Group adopts the cost method to conduct follow-up measurement on investment real estates are accounted devaluations and amortized. The expected service life, net residual rate and value depreciation rates of investment real estate are as follows: Type Expected useful Estimated Annual depreciation rate(%) life(Year) residual value rate Real estate in 20-50 years Hongkong 0% 2%-5% Real estate in 20-30 years China 10% 3%-4.5% If the investment real estate is changed to self use, since the date of change, investment real estate shall be converted into fixed assets or intangible assets. The function of self-use real estate is to earn rent or capital appreciation, then since the date of change, the fixed assets or intangible assets shall be converted into investment real 42/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) estate. When the conversion happens, the book value before the conversion will be the book value after the conversion. When the real estate investment is disposed or will never be used, and economic interests can not be obtained from the disposal, the confirmation of the investment real estate shall be terminated. The amount of the income from the sale, transfer, disposal of the investment in real estate deducting the book value and related taxes and fees shall be included in the current loss and gain. (11). Fixed assets Fixed assets refer to the tangible assets which have the following characteristics at the same time, namely, held for production of goods, providing services, leasing or operation and management, and the life span shall not be more than a year, and the unit value is high. Classification of fixed assets: houses and buildings, machinery and equipments, transportation equipments, office equipments and others. The fixed assets shall be measured according to the actual cost to obtain them, including, the cost of purchasing the fixed assets including the purchase price, value-added tax, import tariffs and other related taxes, and other expenses happened to reach the predicted use state; the cost of building the fixed assets, which are composed of the expenses to reach the predicted use state of the assets; the fixed assets invested by investors, the value on the contract or agreement shall be the accounting value, but if the contract or agreement value is not fair, the fair value shall be accounted; the fixed leased assets, the lower amount of the fair value of leased assets and the present value of the lowest lease payment shall be as the accounting value. Follow-up expenditures on fixed assets, including major repair expenses, expenses on updated improvement and other, To confirm compliance with the conditions of fixed assets, it shall be included in the cost fixed assets, the recognition of book value of replaced the part shall be terminated; If not meeting the conditions of confirming fixed assets, they should be included in the current period. In addition to the fixed assets which depreciation and impairment had already fully accounted and the lands which are separately accounted, the Group accounts depreciation on all fixed assets. The method of average number of years will be used when accounting depreciation which will be included in the costs and expenses of the relevant assets. The predicted net residual rate, classified depreciation years and depreciation rates are as follows: Type Expected useful Estimated residual Annual depreciatio No life(Year) value rate n rate(%) 43/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Real estate in Hong 20-50 years 1 Kong 0% 2%-5% Real estate in 20-30 years 2 China 10% 3%-4.5% Machinery and 5-14 years 3 equipment 10% 6%-18% Transportation 4-5 years 4 Equipment 10% 18%-22.5% Office equipment and 5 years 5 other 10% 18% At the end of each year, the Group shall recheck the predicted service life of fixed assets, the predicted net residual value and depreciation method, if changes happen, then it shall be treated as accounting estimate. When the fixed assets were disposed, or expected to be used or the disposal can not have economic interests, the confirmation of the fixed assets shall be terminated. The income from the sale, transfer or damage of the fixed assets deducting the book value and related taxes shall be included in the current loss and gain. (12). Construction in progress The price of the construction project: determine the costs according to the actual expenditure on the project. Measure the price of the self-operated projects according to the direct materials, direct wages, direct construction costs; Measure the turnkey projects according to the price should be paid on the project; measure the project of equipment installation according to the value, of the equipment, installation costs, and the expenditures on the trial operation to determine the project costs. The costs of projects under construction also include the cost of borrowing to be capitalized and exchange gain and loss. The time for the construction project converted to the fixed assets: the fixed assets of the company reached the predicted state, according to the budget of the project, construction cost or the actual cost of the project, transfer the fixed assets according to the predicted price, account the depreciation from the next month on. Upon finishing the procedures, make relevant adjustment. 13.Borrowing costs Borrowing costs include interest on borrowings, amortization of discount or premium, as well as the supporting costs and exchange difference due to foreign currency borrowing. The borrowing costs which can be directly attributed to capitalized condition, and taken place in the capital expenditure, borrowing costs have taken place, in order to meet the assets available for sale or purchase of the necessary state of construction or production activities, the capitalization begins; when the construction or purchase of the 44/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) conditions of production in line with the capital assets reached the sale state, the capitalization should stop. And the rest borrowing costs should be recognized as expenses in the current period. The expenses on interests for the specialized loan happened in current period deducting the interest income from the bank or the investment income from temporary investment should be capitalized; the general assets of the borrower in accordance with the cumulative excess of expenditure over the assets of the specialized part of the borrower multiplied by the weighted average expenditure occupied by the weighted average borrowings to determine the amount of capitalization, until the restart of construction or purchase of assets. The capitalization rate shall be calculated and determined in the light of the general borrowing and weighted average interest rate. The assets which meet capitalization conditions, refer to the fixed assets, investment real estates and other inventories which are constructed for a long time (usually more than one year) to achieve the intended use or sale of state to. If meet the capitalization conditions or non-normal breaks occurred in the course of production and the break time is more than three months, then the capitalization of borrowing costs shall be suspended; when the acquisition or construction or production meet the conditions of capitalization and achieve the predicted use or sale state, the (14). Intangible assets The intangible assets of the Group include land use rights and computer software. Including: For the intangible assets purchased, the actual purchase price was the actual cost; For the intangible assets invested by investors, The actual cost of intangible assets invested by investors, shall be determined according to the contract or agreement value, but if the contract or agreement values are not fair, the actual costs shall be determined according to the fair value. Since the date of selling land use rights, they are amortized according to the years sold; patent technology, non-patent technology and other intangible assets are amortized in accordance with the expected number of years, the benefited years specified in the contract and the effective length according to law. The amount to be amortized will be included in the related asset costs and current loss and gain according to the benefited targets. The predicted service life of the intangible assets and amortization methods should be rechecked and adjusted at the end of each year. Recheck the intangible assets with uncertain service life in each accounting period should be rechecked, if there is evidence showing that the service life of the intangible asset is limited, then estimate its service life and amortized it within the predicted service life. 45/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) (15) Impairment in non-financial assets The Group conducts inspection on long-term equity investments, fixed assets, construction in progress, intangible assets with limited service life on every balance sheet date. when exist the following signs showing that the assets may have impairment, the Group will conduct impairment test. The intangible assets without certain service life, whether it has impairment signs, impairment tests shall be conducted at the end of each year. If the recoverable amount of single asset can not be tested, it shall be tested on the basis of the asset group the asset belong to or the asset combination. After the impairment test, if the book value of the asset exceeds its recoverable amount, the deficiency is recognized as the impairment loss, upon the confirmation of the above assets, they will not be transferred back in the following accounting period. The recoverable amount of the asset refer to the net amount of the fair value of the asset deducting disposal cost of assets and the present value of the expected future cash flows. The signs of impairment as follows: (1). Current market value of assets decreased significantly, the decline is significantly higher than the decline due to time passage or normal use. (2) The economic, technical or legal environment of the company and the market of the assets will have significant change in the current period or in the near future, therefore negative impact on the enterprise. (3) Market interest rates or other market return rate of investment in the current period have been increased, thus affecting the discount rate of the predicted cash flow, and resulting in the significant reduction in the amount of recoverable assets. (4) There is evidence showing that the assets were actually obsolete or damaged. (5) The assets have been or will be idle, ended the use or disposed in advance. (6)There are evidences of internal report showing that the economic performance of the assets has been lower than or less than what expected, such as the net cash flow created by assets or the operating profits (or losses) realized are far below (or above)the expected amount. (7) Other signs showing the assets may have or have had impairment. (16)Goodwill Goodwill refers to the difference of equity investment under the control of the same cost or merger of enterprises should enjoy more than the cost or a merger of the investment was the purchase of flats or net assets in order to obtain. The goodwill related to subsidiaries shall be individually listed in the consolidated financial statements, the goodwill related to joint companies and associated companies shall be included in the book value of long-term equity investments. (17).Long-term amortized expenses The long-term expenses of the Group to be amortized refer to all the expenses already paid but should be undertaken in the current period or in the coming period with amortization period more than 1 year (not including 1 year), the expenses will be 46/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) amortized averagely in the benefit period. If the long-term prepaid expenses can not benefit from subsequent accounting period, then all amortization value of the project not amortized should be transferred to the current loss and gain. (18). Employee’s salary During the accounting period, workers’ salary shall be recognized as liability, and be included in relevant cost and expenses according to the beneficiary target of the service provided by workers, and shall be included in the relevant cost and expenses. The compensations for the cancelation of workers’ labor relationship shall be included in the current loss and gain. Including wages, bonuses, allowances and subsidies, welfares, social insurance and housing accumulation fund, union fee and workers’ education fund, and other related expenses related to obtain services provided by employees. If decide to relieve the labor relationships with employee before the employment contracts become mature, or encourage workers to voluntarily accept the compensation proposal due to redundancy, while the Group has have a formal plan for termination of labor relationship or have proposed the voluntary redundancy scheme which will be implemented, and the Group is unable to unilaterally withdraw the plan on the cancellation of labor relationship or the layoff proposal, the anticipated debts, confirmed to be caused by the compensation due to relieve of labor relationships with workers, shall be recorded into the profits and losses of the current period. (19). Predicted liabilities When the external security, commercial acceptance bill discount, pending litigation or arbitration, product quality assurance or business related matters subject to the following conditions at the same time, the Group will identify it as liabilities: the obligation is a present obligation of the Group; the enforcement of the obligation is likely to lead to the outflow of economic benefits; the amount of the obligation can be measured reliably. Predicted liabilities shall be conducted initial measurement according to the best estimates of related existing liabilities, and comprehensively consider risks, uncertainties and the time value of money and other factors relating to contingent events. Time value of money has the greatest influence, the best estimates shall be determined by future cash outflow. On the balance sheet, recheck the book value of predicted liabilities, adjust the book value to reflect the current best estimates if there are any changes. 47/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) (20). Principle for confirmation of income The Group's revenues mainly include: incomes from sales of goods and transferring assets use right. The principle of income confirmation is as follows: When the Group had transferred the ownership of the risks and rewards of the commodities to the buyer, the Group does not keep the management right relating to ownership and does not implement effective control on the commodities sold out, the income amount can be reliably measured, and the related economic benefit will possibly flow into the enterprise, and when the related costs may happen or had happened can be measured reliably, the realization of the commodity sold out should be confirmed. The economic interests relating to transaction can flow into the company, and the relevant incomes and costs can be reliably measured, the sales income of transferring assets use right shall be confirmed. (21). Government subsidies Government subsidies, when the Group can meet the conditions attached and can receive, shall be confirmed. If government subsidies are monetary assets, they shall be measured according to the amount received; the subsidies allocated according to rated standards, they shall be measured according to the amount receivable. If government subsidies are non-monetary assets, they shall be measured according to fair value; if the fair value can not be reliably measured, they shall be measured according to nominal amount (1 yuan). The government subsidies relating to assets shall be recognized as deferred income, and be averagely distributed within the service life of relevant assets, and be included in the current loss and gain. If the government subsidies relating to income are used to compensate the related expenses and losses, they shall be confirmed as deferred income and be included in the current loss and gain in the period of confirming relevant expenses. If used to compensate the relevant expenses and losses happened, they shall be included in the current loss and gain. (22). Deferred income tax assets and deferred income tax liabilities Deferred income tax assets and deferred income tax liabilities shall be confirmed according to the difference between the tax base of assets and liabilities and their book value (temporary differences). The loss and tax which can be offset in the future years shall be recognized as temporary differences to determine the corresponding deferred income tax assets. On the balance sheet date, deferred income tax assets and deferred income tax liabilities shall be measured by the predicted application rate. The Group shall determine the deferred income tax assets produced by the deductible temporary differences within the amount limit of payable taxes which are likely used to deduct the temporary differences. The book value of the recognized deferred income tax assets shall be deducted when the deferred income tax assets produced by the deductible temporary differences within the amount limit of payable taxes which are likely used to 48/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) deduct the temporary differences. When enough payable tax can be obtained, the deducted amount shall be transferred back. (23). Lease At the beginning date of lease, the Group divided leasing into financing lease and operating lease. Financing lease essentially refers to the lease that transferred all the risks and rewards relating to asset ownership. As the lessee, on the beginning date of lease, the Group took lower one in the cash of the fair value and the lowest lease payment as the book-keeping value of the fixed assets leased in by financing, and the lowest lease payment as the accounting value of the long-term payment, and the difference between the them will be recorded as financing costs not confirmed. Operating lease refers to the other lease apart from financing lease. As the lessee, during the lease period, the Group included the related asset cost and current losses and gains by the straight-line method during the lease period. The rent of the Group will be confirmed as income during the lease period by the straight-line method. (24).Accounting of income tax The accounting of income tax of the Group shall use the method of debt of balance sheet. The income tax expenses include current income tax and deferred income tax. The current income tax and deferred income tax relating to the transactions and events directly included in shareholders equity shall be included in shareholders equity, except the book value of deferred income tax adjustment goodwill, the rest current income tax and deferred income tax or income shall be included in the current loss and gain. Current income tax cost refers to the amount of payable income tax which shall be paid to tax department according to the current transactions and events determined according to tax provisions; deferred income tax refers to difference between deferred income tax balance sheet debt in accordance with the law shall be recognized deferred income tax assets and deferred income tax liabilities in the amount originally confirmed. (25). Corporate consolidation Corporate consolidation refers to two or more separate companies merge and form a transaction or event of report subject. The consolidation day or purchase day or the consolidation date of obtaining the assets or liabilities, shall be confirmed as the date of obtaining the control right of the party being merged or purchased. The corporate consolidation under same control: the assets and liabilities obtained by the consolidation party in the merger shall be measured according to the book value of merged party on the consolidation day. The difference between the book value of net assets obtained by the consolidation party and the book value of the consolidation price paid, the capital public reserve shall be adjusted; if the capital public reserve is not enough to be deducted, the retained earnings shall be adjusted. The corporate consolidation under different control: the consolidation cost is the fair value of equity stocks issued and the assets and debts paid to obtain the control right of the purchased party on the purchase day. The difference between the consolidation cost 49/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) and fair value of recognizable net asset, shall be confirmed as goodwill; if the consolidation cost is smaller than the fair value of recognizable net asset of the purchased party, the difference shall be included in current loss and gain upon confirmation. (26).Methods for compilation of consolidated financial statements (1). Principles to determine the scope of merger: The Group will include the subsidiaries which have actual controlling right and the subjects which have special purpose into the scope of consolidated financial statements. (2) Accounting methods adopted in consolidated financial statements: The consolidated financial statements of the Group shall be compiled in accordance with Enterprise Accounting Standards No. 33 - Consolidated Financial Statements and the related provisions, the major internal transaction in the scope of consolidation and transactions shall be offset. The part of shareholders equity of the subsidiary which does not belong to the parent company, shall be individually listed as equity of minority shareholders in the consolidated financial statement. If the accounting policy and accounting period of the subsidiary and the company are not consistent, when compile consolidated financial statement, the financial statement of the subsidiary shall be adjusted according to the accounting policy and accounting period of the company. For the subsidiary obtained by corporate merger under different control, when prepare consolidated financial statements, the individual financial statement shall be adjusted on the basis of fair value of the net assets on the purchase day; for the subsidiary obtained by corporate merger under same control, it will be taken as having been existed at the year beginning, its assets, liabilities, operating results and cash flow shall be consolidated in the financial statement according to original book value since the year beginning of the consolidation period. V. Changes in accounting policies and estimates 1.Changes in accounting policies and estimates According to the provisions of ―Accounting Standards Interpretation for Enterprises No. 4‖ (Finance [2010] 15) that ―in the consolidated financial statements, if the current losses burdened by the minority shareholders of subsidiary company exceed the portion shared in the owner’s equity by the minority shareholders at the beginning of the subsidiary, the balance shall reduce the equity of minority shareholders. Which will be traced to adjust except the impracticable if the minority shareholders haven’t disposed as per above provision before the interpretation is released.‖ in 2010, the Group changes the excess deficit of minority shareholder of the subsidiary burdened by parent company into that burdened by the minority shareholder of the subsidiary. But the subsidiary company – South China Company whose minority shareholders has declared bankrupt in 2000 and have compulsory liquidation which can’t be taken back, so the minority shareholders of South China Company no longer bear the losses. 50/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 2. Changes and impact of the accounting estimation The Group has no changes in accounting estimation this year. 3..Correction of accounting errors from previous term There is no correction of the accounting error from previous term in the report period. VI. Taxation 1. Corporate income tax The interest rate of corporate income tax of the company and subsidiaries in China mainland is 25%, according to the State Council on December 26, 2007, of the [2007] No. 39 Notice on the Implementation of Enterprise Income Tax Preferential Policies for the Transition, the enterprise income tax rate of the Company and the subsidiaries in China mainland gradually transited from 15% to 25%, the company implement the transition rate of 22% in 2010. the interest rate of the income from Hong Kong of the subsidiaries in Hong Kong is 16.5%. 2.VAT The sales interest rate of processing income and sale income of printing products of subsidiaries in China mainland and the company is 17%, export products will be adopted the method of "free, credit and rebate", the tax rebate rate is 16% (2010). The purchase of raw materials such as VAT input tax paid by the amount of output tax can be offset, the tax rate is 17%. Of which: the input tax of VAT for export products can apply for payment of rebate. VAT taxable amount is the balance of the current output tax offsetting the current input tax. The subsidiaries of the Company in Hong Kong do not need to pay VAT. 3. Business tax The housing rental income of the company and Nanhua Printing & Dyeing Company shall be applied to business tax, applicable rate 5%. The subsidiaries of the Company in Hong Kong do not need to pay business tax. 4. City construction tax and education additional expenses The subsidiaries of the company in Hong Kong do not need to pay City construction tax and education additional expenses, subsidiaries in mainland China, the applicable City construction tax rate is 7%, applicable education additional tax rate of 3%. 51/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 5. Property tax 70% of the original value of property of the subsidiaries of the Company in China mainland shall be the tax basis, applicable tax rate 1.2% ,Rental property to real estate tax based on rental income, applicable tax rate 12%, subsidiaries in Hong Kong do not pay property taxes. 52/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) VII. Corporation Consolidation and Consolidation Financial statement (1)Subsidiaries Proportion% Whether Registration Registered Investment Vote right the Name Quality Business scope Notes place capital amount Direct Indirect Proportion% merger of statement Purchase of raw materials, Hong Kong marketing of printed and 2,400,002 2,400,002 Hongkong Trade dyed woven fabrics, 100% 100% Yes 1 Victor Onward investment and holding (HKD) Co. (HKD) business Shengzhong 1,000,000 Sales of Corduroy, 1,000,000 Trade 100% 100% Yes 2 Hongkong (HKD) dyed cloth and printed cloth (HKD) Company Nanhua 85,494,700 Production and sales of HKD16,874,255 Production printed cloth and dyed cloth 54.82% 14.62% 69.44% Yes 3 Company Shenzhen (HKD) +4,240,100RMB Trade 10,000 10,000 Xinye Sales of printed cloth and 100% 100% Yes 4 Hongkong (HKD) (HKD) Company dyed cloth Textile, Printing and dyeing industry and Shenzhen Raw 3,000,000 materials ,Machinery 1,530,000 East Asia Shenzhen 51% 51% Yes 5 Co. Trade (RMB) equipment and other (RMB) fabrics 53/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 1.The Company invested HKD 2,400,002 in 1984 to establish Hong Kong Victor Onward Company in Hong Kong. 2. Shengzhong Company was established in November 9 1993, registered capital 1 million Hong Kong dollars, Hong Kong Victor Onward holding 100% equity. 3. Nanhuan Company was established in July 21, 1988, registered capital 85.49 million Hong Kong dollars, by December 31, 2010 the shareholding structure as follows: Year-beginning Name of investor Proportion% Year-end amount Proportion amount Shenye Union (Hongkong)Co., Ltd. 26,127,180.32 30.56% 26,127,180.32 30.56% The Company 46,868,194.54 54.82% 46,868,194.54 54.82% Hong Kong Victor Onward Company 12,499,325.14 14.62% 12,499,325.14 14.62% Total 85,494,700.00 100.00% 85,494,700.00 100.00% 4. Xinye Company invested HKD10,000 to establish Industry Company in Hong Kong in December 1996. Nanhua Company Holding’s 100% of the equity. 5. Shenzhen East Asia Company was established in February 28, 2007, registered capital RMB 3 million , the company invested RMB1.53 million , holding 51% equity, Nanjing East Asia Textile Co., Ltd. invested RMB 1.47 million , holding 49% equity. (2)The changes of consolidated scope No changes of consolidated scope happened during the current period. (3) Foreign currency translation Except that Shenzhen East Asia Company has RMB as basic accounting currency, the company and other subsidiaries have Hong Kong dollars as basic accounting currency. The financial statements are reflected after conversion of RMB and the foreign currency conversion methods were described in Note IV, 5, of which the spot exchange rate of HK dollar to RMB was 0.8509 at year beginning, and the spot exchange rate at year end was 0.83162 the approximate exchange rate of the spot exchange rate uses the current average exchange rate 0.8413. VIII. Notes to the main items of consolidated financial statements and the Company's financial statements The following financial statements disclosed below, except where indicated otherwise, "year 54/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) beginning" means January 1, 2011, "year end" means June 30, 2011, "this year" means from January 1, 2011 to June 30, "last year" means from January 1, 2010 to June 30, the currency unit RMB. 1.Monetary Capital Items Year-end balance Year-beginning balance Original Exchange Original Exchange currency rate RMB equivalent currency rate RMB equivalent Stock cash 67,185 91,999 RMB 62,959 1.0000 62,959 81,570 1.0000 81,570 HKD 5,082 0.83162 4,226 12,256 0.8509 10,429 Bank deposit 51,257,501 46,026,397 RMB 25,742,817 1.0000 25,742,817 20,478,001 1.0000 20,478,001 HKD 29,349,572 0.83162 24,407,691 28,692,137 0.8509 24,414,139 USD 171,054 6.4716 1,106,993 171,268 6.6227 1,134,257 Other monetary 614,235 5,668,217 capital RMB 614,235 1.0000 614,235 5,668,217 1.0000 5,668,217 HKD - - Total — — 51,938,921 — — 51,786,613 * Funds in other currencies (RMB) mainly kept in the securities of the Group companies for the purchase of new shares issued by drawing lots of money does not exist at the end of restrictions on the use of monetary funds. 2.Financial assets for transaction Item Year-end balance Year-beginning balance Equity tool investment for 108,700 77,235 transaction. Total 108,700 77,235 Transactional equity tools are the shares which are to be cashed at any time purchased by the subsidiary of the company, priced by fair value, its cash has no major restrictions. 55/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 3.Account receivable (1)Categories of account receivable Year-end balance Year-beginning balance Type Book Balance Provision for bad debts Book Balance Provision for bad debts Amount Proportion% Amount Proportion% Amount Proportion% Amount Proportion% Account receivable with significant specific amount that 5,490,349 37.67 4,640,025 84.51 5,334,174 36.47 4,747,598 89 were provisioned had debt preparation separately Aging group - - - - - - - - account receivable that were not significant but have 9,083,245 62.33 9,083,245 100 9,293,828 63.53 9,293,828 100 been provisioned bad debt preparation separately Total 14,573,594 100 13,723,270 94.17 14,628,002 100 14,041,426 86.86 56/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 1) Account receivable with significant specific amount that were provisioned had debt preparation separately Provision Reason of Name Book balance Bad debts proportion% provision Victor Onward Aging long Textile (HK)Co., 1,569,885 833,297 53.08 Ltd. Shenzhen Jinrongyuan Enterprise 1,757,457 21,844 1.24 - Development Co., Ltd. Carnival Index Aging long 1,126,897 1,126,897 100.00 International Ltd TAI YANG Aging long ENTERPRISE 1,036,110 1,036,110 100.00 CO.,LTD. Shenzhong The company ins Enterprise - 1,621,877 N/A olvent, to be can Co.,Ltd. celed Total 5,490,349 4,640,025 89.00 — *Shengzhong Company, a subsidiary of the Company, was planned to be deregistered. The Company made full provision for bad debts in respect of the accounts of RMB 1,621,877 receivable from this company. On consolidation, these accounts receivable were eliminated, but corresponding provision for bad debts was not eliminated. 2) As of December 31, 2011, account receivable that were not significant but have been provisioned bad debt preparation separately Provision Reason of Name Book balance Bad debts proportion% provision VEGA GARMENT CO.,LTD 752,622 752,622 100.00 Aging long Fly Dragon International 588,335 588,335 100.00 Aging long Grateful Textiles Co.,Ltd 581,284 581,284 100.00 Aging long World Fabrica (Int'l) Ltd 477,128 477,128 100.00 Aging long Shenzhen Fangzhou Textile Aging long 457,871 457,871 100.00 Co., Ltd. Ezhou Xiangya Garments 360,570 360,570 100.00 Aging long 57/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Provision Reason of Name Book balance Bad debts proportion% provision Co., Ltd. Tak Shing Buying Office Led 342,108 342,108 100.00 Aging long Starline Textile CO.Ltd. 340,807 340,807 100.00 Aging long U.D.C. (H.K.) Co.,Ltd 307,079 307,079 100.00 Aging long Panther Fabric Ltd. 302,703 302,703 100.00 Aging long Other (Total 110) 4,572,738 4,572,738 100.00 Aging long Total 9,083,245 9,083,245 100.00 (2)Of the account receivables at the end of period, there were none owed by corporate shareholders of the Company holding over 5% (including 5%) of its total shares with voting rights. (3)The front 5 units’ information of account receivable Percentage of Unit name Relation with Amount Age account the company receivable(%) Non-Related Victor Textile (Hong Kong) Ltd 1,569,885 2-3 years 10.77% parties Shenzhen Jinrongyuan Non-Related 1,480,417 1-2 years 10.16% Development Co., Ltd. parties Non-Related Over 3 1,126,897 7.73% CarnivalIndexInternationalLtd parties years Non-Related Over 3 1,036,110 7.11% TAIYANGENTERPRISECO.,LTD. parties years Non-Related Over 3 752,622 5.16% VEGA GARMENT CO.,LTD parties years Total 5,965,931 40.94% (4)About the account receivable from the related parties Relation with this Name Amount Proportion(%) company The related parties controlled the same 307,079 2.11% Shenye Union(HK)Co., Ltd. Actual controller (5)Accounts receivable include the following foreign currency balances Foreign Year-end balance Year-beginning balance 58/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) currency Original Exchange RMB Original Exchange RMB Name currency rate equivalent currency rate equivalent HKD 11,038,875 0.83162 9,180,149 11,038,875 0.8509 9,392,979 USD 405,753 6.4716 2,625,871 405,753 6.6227 2,687,180 Total 11,806,020 12,080,159 4. Prepayments (1) Aging Year-end balance Year-beginning balance Items amount Proportion amount Proportion (%) (%) Within 1 year 19,173 100.00 22,832 98.31 1-2 years 393 1.69 Total 19,173 100.00 23,225 100.00 (2) Prepayments main unit Relation with Company Name Amount Age Causes the Company Non-Related Within 1 Payments for goods 11,540 Insurance premium parties year not paid Non-Related Within 1 Payments for goods 4,410 Vehicle license fees parties year not paid Business Register Non-Related Payments for goods 1,794 fees parties 1-2 years not paid Non-Related Within 1 Payments for goods 1,429 Other parties years not paid Total 19,173 (3) Of the Prepayment at the end of period, there were none owed by corporate shareholders of the Company holding over 5% (including 5%) of its total shares with voting rights. (4)Prepayments include the following foreign currency balances Foreign Year-end balance Year-beginning balance Currency of Original Exchange RMB Original Exchange RMB Name currency rate equivalent currency rate equivalent 59/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Foreign Year-end balance Year-beginning balance Currency of Original Exchange RMB Original Exchange RMB Name currency rate equivalent currency rate equivalent HKD 23,055 0.83162 19,173 27,295 0.8509 23,225 Total 19,173 23,225 5.Interest receivable Items Year-beginning Increase in Decrease in Exchange Year-end balance the current the current rate balance period period Differences Interest on Fixed 6,646 6,646 0 deposits Total 6,646 6,646 0 60/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 6.Other receivables (1) Categories of other receivable Year-end balance Year-beginning balance Type Book Balance Provision for bad debts Book Balance Provision for bad debts Amount Proportion% Amount Proportion% Amount Proportion% Amount Proportion% Other receivable with significant specific amount 3,299,737 71.56 3,299,737 100.00 3,376,237 73.57 3,376,237 100.00 that were provisioned bed debt preparation separately Other accounts that were provisioned bad debt - - - - - - - - preparation in accordance with aging Group Deposit Group 297,592 6.45 - - 175,951 3.83 - - Other receivable that were not significant but have 1,013,499 21.98 1,013,499 100.00 1,036,996 22.60 1,036,996 100.00 been provisioned had debt preparation separately Total 4,610,828 100.00 4,313,236 100.00 4,589,184 100.00 4,413,233 96.17 61/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 1) Other receivable with significant specific amount that were provisioned had debt preparation separately Provision Reason of Name Book balance Bad debts proportion% provision Nanjing East Asia 1,291,370 1,291,370 100.00 Aging long CCB.Guangdong Aging long 1,055,492 1,055,492 100.00 Shunde Branch Changzhou Dongfeng Aging long Textile Printing & dyeing 952,875 952,875 100.00 Equipment Co., Ltd. Total 3,299,737 3,299,737 - 2) Group-Deposit Group Provision Reason of Name Book balance Bad debts proportion% provision RECOVERABLECLIENT 27,685 - - Huachuang Room 1802 24,090 - - CRE18050(DD18JUN96) 7,784 - - Deposit, No Customs bond of provision Shenzhen & Hongkong 7,808 - - for bad car debts Rent deposit 162,220 - - Other 68,005 - - Total 297,592 - 3) As of December 31, 2011, account receivable that were not significant but have been provisioned bad debt preparation separately Book Provision Reason of Name Bad debts balance proportion% provision HongKong Victor Onward 711,859 711,859 100.00 Aging long Shanghai Huayinke Industry 100.00 Aging long 175,916 175,916 Co., Ltd. Shenzhen Environmental 100.00 Aging long Management System 34,206 34,206 Certification Center Shenzhen Huaxinfeng Industrial 100.00 32,353 32,353 Co., Ltd. Aging long Shenzhen Design Institute of 100.00 Aging long 29,319 29,319 Ministry of Machinery Industry 62/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Book Provision Reason of Name Bad debts balance proportion% provision Shanghai Branch Other (Total 14) 29,846 29,846 100.00 Aging long Total 1,013,499 1,013,499 - - (2)Of the Other account receivable at the end of period, there were none owed by corporate shareholders of the Company holding over 5% (including 5%) of its total shares with voting rights. (3)The front 5 units’ information of Other account receivable Relation with Account Proportion(%) Name Amount Content the company Age Nanjing East Asia Non-Related Over 3 y 1,291,370 28.01% Goods C parties ears CCB.Guangdong Non-Related Over 3 1,055,492 22.89% Goods Shunde Branch parties years Changzhou Dongfeng Textile Printing Non-Related Over 3 952,875 20.67% Goods & dyeing parties years Equipment Co., Ltd. HongKong Victor Non-Related Over 3 711,859 15.44% Goods Onward parties years Shanghai Huayinke Non-Related Over 3 175,915 3.82% Goods Industry Co., parties years Ltd. Total 4,187,511 90.82% (4)Other receivable include the following foreign currency balance Foreign Year-end balance Year-beginning balance Currency of Original Exchange RMB Original Exchange RMB Name currency rate equivalent currency rate equivalent HKD 1,032,870 0.83162 858,955 1,219,263 0.8509 1,037,471 Total 858,955 1,037,471 63/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 7.Inventory (1)Inventory types Year-end balance Year-beginning balance Book Provision for Book value Book Provision Book Items balance bad debts balance for bad value debts Raw 2,083,119 1,663,241 419,878 2,131,413 1,701,800 429,613 materials Stock 630,016 630,016 - 644,622 644,622 - goods Total 2,713,135 2,293,257 419,878 2,776,035 2,346,422 429,613 The Company has been out of production, the closing inventories shall be written down after deducting the full amount provisions except the preservation materials. (2)Provision for impairment of inventories Decrease in the current Increase in Exchange Year-beginning period Year-end Items the current rate balance Transferred balance period Reselling changes back Raw -38,559 1,663,241 materials 1,701,800 Stock -14,606 630,016 goods 644,622 Total 2,346,422 -53,165 2,293,257 8.Financial assets for sale (1) Financial assets for sale Items Year-beginning balance (Fair Year-end balance (Fair value ) value ) Equity tools for sale. 638,618 874,427 Total 638,618 874,427 The equity tools for sale are the shares held by the subsidiary of the company Hong Kong Victor Onward , because they are not to be cashed in a short term, so they are classified in this item, the change of fair value in the current period RMB215,997 has been included in the public capital reserve. 9.Long-term equity investment 64/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) (1)Long-term equity investment Items Year-end balance Year-beginning balance The cost of long-term equity investment accounting - The equity method long-term 68,778,887 77,199,476 equity investment Total of long-term equity investment 68,778,887 77,199,476 Less : Long-term equity investments for impairment Net value long-term equity investment 68,778,887 77,199,476 65/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) (2)The equity method long-term equity investment Cash Holdings Vote Investment Exchange rate Year-end dividend Name Proportion proportion change Cost Amount of change balance at this (%) (%) year-beginning year 1.Zhejiang Union Hangzhou Bay 25% 25% 58,588,403 77,199,476 -6,748,868 -1,671,721 68,778,887 - Chuangye Co., Ltd. 2. Shenzhen Lianchang Printing & - 37.5% 37.5% 1,403,456 - dyeing Co., Ltd. Total 59,991,859 77,199,476 -6,748,868 -1,671,721 68,778,887 - Zhejiang Union Hangzhou bay chuangye Co., Ltd. (hereinafter named―Hangzhoubay‖) current change including current profit confirmed by equity method is RMB6,748,868. Shenzhen Lianchang Printing & Dyeing Co. Ltd. was in loss for many years, its net assets were negative, the operation of the company has stopped, the balance of long-term equity investment has been adjusted to zero. 66/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) (3)The investment in the Enterprise Total Holdings Vote Total assets Total Net asset Business Net profit Name Proportion proportion at the end Liabilities at total at the income tat at this year (%) (%) year the end year end year this year Zhejiang Union Hangzhou 25% 25% 1,327,411,709 1,022,981,400 307,430,308 16,026,997 -26,995,474 Bay Chuangye Co., Ltd. 10.Property investment The investment in real estate companies use the cost model measures Decrease Exchange Increase in in Year-end rate changed Amount of current period current balance Items year-beginning period Original Value 101,717,557 -2,304,753 99,412,804 House, Building 101,717,557 -2,304,753 99,412,804 Accumulated 62,038,553 1,736,874 -1,405,691 62,369,736 amortisation House, Building 62,038,553 1,736,874 -1,405,691 62,369,736 Book Net value 39,679,004 -1,736,874 -899,062 37,043,068 House, Building 39,679,004 -1,736,874 -899,062 37,043,068 Impairment Provision - - House, Building - - Book value 39,679,004 -1,736,874 - -899,062 37,043,068 House, Building 39,679,004 -1,736,874 - -899,062 37,043,068 11.Fixed assets (1)Breakdown of Fixed assets Decrease Exchange Increase in Year-end Amount of in current current period rate changed balance Items year-beginning period Original Value. 169,118,038 11031 104227 -3,831,938 165,192,904 67/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Decrease Exchange Increase in Year-end Amount of in current current period rate changed balance Items year-beginning period House and building 50,351,436 -1,140,881 49,210,555 Machine and 104,233,077 -2,361,751 101,871,326 Equipment Transportation 4,915,122 104227 -111,369 4,699,526 Equipment Office equipment 9,618,403 11031 -217,937 9,411,497 and other Accumulated 116,821,045 106930 93804 -2,646,973 114,187,198 amortization House and building 27,537,760 -623,961 26,913,799 Machine and 78,727,442 -1,783,835 76,943,607 Equipment Transportation 4,243,598 93804 -96,153 4,053,641 Equipment Office equipment 6,312,245 106930 -143,025 6,276,150 and other Impairment 34,804,861 -788,621 34,016,240 Provision House and building 16,232,914 -367,811 15,865,103 Machine and 15,697,431 -355,678 15,341,753 Equipment Transportation 50,369 -1,141 49,228 Equipment Office equipment 2,824,147 -63,991 2,760,156 and other Book value 17,492,132 -95899 10423 -396344 16,989,466 House and building 6,580,762 -149109 6,431,653 Machine and 9,808,204 -222238 9,585,966 Equipment Transportation 621,155 10423 -14075 596,657 Equipment Office equipment 482,011 -95899 -10921 375,191 and other (2)Details of temporary idle fixed assets are as follows: Book Items Original Accumulated Impairment value depreciation provision Book Net value 68/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) House and building 45,691,372 25,823,161 15,865,103 4,003,108 Machine and 101,553,401 76,790,369 14,607,692 10,155,340 Equipment Transportation 3,056,322 2,750,657 - 305,665 Equipment Office equipment and 7,738,263 4,964,765 2,568,916 204,582 other Total 158,039,358 110,328,952 33,041,711 14,668,695 The original value of the temporarily idle machinery and equipments to be invested in Nanjing Textile Printing & dyeing Co., Ltd. was RMB 78,181,395 , Accumulated amortization was RMB56,834,112, Impairment Provision was 13,529,143 , Book value was RMB 7,818,140. 12.Intangible assets Decrease in Exchange Increase in Year-end Amount of current current period rate changed balance Items year-beginning period Original Value 13,669,525 -309,729 13,359,796 Land use right 12,968,839 -293,853 12,674,986 software 700,686 -15,876 684,810 Accumulated 11,382,077 26,234 -257,899 11,150,412 amortisation Land use right 10,919,815 26,234 -247,425 10,698,624 software 462,262 -10,474 451,788 Book Net value 2,287,448 -26,234 -51,830 2,209,384 Land use right 2,049,023 -26,234 -46,428 1,976,361 software 238,425 -5,402 233,023 Impairment 238,425 -5,402 233,023 Provision Land use right software 238,425 -5,402 233,023 Book value 2,049,023 -26,234 -46,428 1,976,361 Land use right 2,049,023 -26,234 -46,428 1,976,361 software - The real estate title certificate issued by Shenzhen Land Resource and House Property Administration for part of the land for the factory building and office building of the Company located at 26 Kuipeng Road, Baishigang, Kuiyong Town, Longgang District, Shenzhen was obtained on January 18, 2010. The valid term is from March 5, 1999 to March 4, 2049. 69/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Increase in accumulated amortization, Amortization RMB53,686 in this year. 13. Goodwill Increase Decrease Exchange Year-beginning in in rate Year-end Impairment Items balance current current balance in year end changed period period For the goodwill formed from holding 5,352,498 - - -121,278 5,231,220 shares of Nanhua Company, Total 5,352,498 - - -121,278 5,231,220 Nanhua Printing and Dyeing Company has also been discontinued, whose daily operations maintained rely on the rental housing. Although South China Company has a negative net asset, the company has a vast piece of land and property in Shenzhen city. And the historical cost of assets recorded into account basis will changed, which will be appreciated in value greatly once assessed, we believe that there is no value-reduced of the investment, so the goodwill is not impaired. 14.Impairment of assets schedule Decrea se in Amount of the Accrual Exchange rate Amount of Items year-beginn current amount change year-end ing period Switch back Provision for bad 18,454,659 -418,153 18,036,506 debts Stock Impairment 2,346,422 -53,165 2,293,257 Provision Impairment of 34,804,861 -788,621 34,016,240 fixed assets Inta 238,425 -5,402 233,023 Impairment of 70/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Intangible assets Total 55,844,367 -1,265,341 54,579,026 15.Account payable (1)Account payable Items Year-end balance Year-beginning balance Total 3,318,295 3,353,297 Including:over 1 year 3,318,295 332,468 Accounts payable with age over one year included a number of accounts, without single significant amount of accounts payable. (2)Of the account payable at the end of period, there were none owed by corporate shareholders of the Company holding over 5% (including 5%) of its total shares with voting rights. (3)Accounts payable include the following foreign currency balances. Name of Year-end balance Year-beginning balance Foreign Original Exchange RMB Original Exchange RMB Currency currency rate equivalent currency rate equivalent HKD 324,942 0.83162 270,228 324,942 0.8509 276,493 Total 270,228 276,493 16.Advanced account (1)Advanced account Items Year-end balance Year-beginning balance Total 2,745,351 2,718,175 Including:over 1 year 2,745,351 2,718,175 Advanced account more than 1 year was mainly the sale fund for the wasted materials from the relocation of the company, and due to delays in the overall relocation plan, the money paid in advance was temporarily suspended. (2)Of the prepayments at the end of period, there were none owed by corporate shareholders of the Company holding over 5% (including 5%) of its total shares with voting rights. (3)Advanced Accounts include the following foreign currency balances. 71/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Name of Year-end balance Year-beginning balance Foreig n Original Exchange RMB Original Exchange RMB Currency currency rate equivalent currency rate equivalent HKD 2,339,945 0.83162 1,945,945 2,339,945 0.8509 1,991,059 USD 101,903 6.4716 659,475 101,903 6.6227 674,873 Total 2,605,420 2,665,932 17.Wage payables to employees Year-begin Decrease in Exchange Increase in Year-end Items ning current rate current period balance balance period changed Wage (Including reward , 501,231 990,640 1,025,830 466,041 allowance and subsidy) Welfares For employees - - Social insurance premiums - 160,206 160,206 - Including : - 27,760 27,760 - Medical insurance premiums Basic old-age insurance - 125,742 125,742 - premiums Unemployment insurance - 2,829 2,829 - expenses Industrial injury insurance - 1,230 1,230 - premiums Childbirth insurance - 2,645 2,645 - premiums Housing accumulation fund - - Trade union outlays and 119,132 9,590 34,607 94,115 employee education outlays Other - Total 620,363 1,160,436 1,220,643 - 560,156 18.Fees and taxes payables Items Year-end balance Year-beginning balance VAT 802,463 821,067 Business tax 200,198 237,054 Enterprise income tax 1,307,243 1,337,550 Tax on city maintenance and 14,014 construction 1,224 72/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Items Year-end balance Year-beginning balance Property tax 277,637 283,975 Individual income tax 98 Stamp tax 228,404 233,699 Educational surcharge 6,006 200 Total 2,835,965 2,914,867 19.Dividend payable Items Year-end Year-beginning balance balance Reasons of arrears State Development & 249,465 255,248 Investment Co., Ltd*2 CITIC Group *2 249,465 255,248 Shenzhen Nanyou (Group) 124,732 127,624 Company*2 Capital tense*1 Shenye Union(Hongkong)Co., 124,732 127,624 Ltd. Changzhou Dongfeng Printing 498,930 510,497 and dyeing plant *2 Total 1,247,324 1,276,241 *1 The above payable dividends were the payable dividends of Nanhua Company, a subsidiary of the company, the change in balance mainly due to the change of exchange rate. Because Nanhuan Company’s capital was more tension and the shareholders did not ask for the fund, the payable dividends have not been paid. The payable dividends reduced at the end of the period mainly due to the change of exchange rate. *2 The above four companies are the former shareholders of Nanhuan Company, the subsidiary of the company. 20.Other accounts payable (1)Other accounts payable Items Year-end balance Year-beginning balance Total 30,523,556 29,974,945 Including:Over 1 year 29,834,627 29,626,008 Other payables which are longer than one year mainly were the loans borrowed by Nanhuan Company the subsidiary of the company from related companies, which have not been paid because of capital tension. (2) Of the Other payables at the end of period, there were none owed by corporate shareholders of the Company holding over 5% (including 5%) of its total shares with voting rights. (3)Other payable by large in year end year 73/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Items Amount Age Nature or content Gao Minping 150,506 2-3 years Deposit Room 760 Cargo Floor(#HKS 249,486 1-2 years Deposit PINNERS-760) State Development & 2,931,921 Over 3 years Loans Investment Co., Ltd Union Group 22,456,162 Over 3 years Loans Jinrongyuan Company-Deposit 996,853 Over 3 years Deposit Total 26,784,928 (4)Other payable Accounts include the following foreign currency balances. Name of Year-end balance Year-beginning balance Foreign Original Exchange RMB Original Exchange RMB currency currency rate equivalent currency rate equivalent HKD 923,050 0.83162 767,627 923,050 0.8509 785,423 Total 767,627 785,423 21.Other current liabilities Items Year-end balance Year-beginning balance Sewage charges 62,600 62,598 Audit fees 1,250,906 1,076,785 Land use fees 88,000 87,997 Securities management Fees 765 783 Total 1,402,271 1,228,163 22.Long-term borrowing (1)Classification of long-term borrowing Type Year-end balance Year-beginning balance Impawn borrowing 1,254,740 1,350,126 Total 1,254,740 1,350,126 The borrowing was the installment payment for the housing in Hong Kong bought by the subsidiary of the company Xingye Company, the mortgage article was the house purchased. The installment payment was HKD 2,366,000 , which paid in 240 month, As of December 31, 2011 ,Principal amount of HKD 1,508,790 (RMB1,254,740) 23.Long-term payable 74/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Unit Time Year-beginning Interest Interest Year-end Borrowing balance rate(%) balance condition Assess the Non-time 8,907,695 - - - value of 8,705,861 assets Total 8,907,695 - - 8,705,861 - * The company was authorized by People's Bank of China when it was reorganized into joint-stock company, the revaluation of the assets of the revaluation gain attributable to the restructuring of the Company before the shareholder. The asset was re-assessed on January 31, 1992, which generated about 14,754,000 HKD revaluation gain, recorded on account as long-term payable subject, part of them have been used to offset the bad debts prior to listing (about 4,285,000 HKD ). The shareholders before the reorganization have agreed not to require the company to pay such amounts with cash, to offset each other when purchase stocks of the company in the future, the decrease of long-term payables mainly due to the change of exchange rate. 24.Deferred income tax liabilities (1)The confirmed Deferred income tax liabilities Items Year-end balance Year-beginning balance The income tax of taxable temporary difference. 872,138 892,357 Total 872,138 892,357 (2)The temporary difference Item of the taxable temporary Year-end balance Year-beginning balance Assets assessment appreciation 5,285,682 5,408,224 Total 5,285,682 5,408,224 Tax rate 16.50% 16.5% Confirmation of the Deferred income tax liabilities. 872,138 892,357 * When the company was reorganized into joint-stock company, the company was approved by the People's Bank of China, the added value of the assets of the subsidiary of the company Hong Kong Victor Onward Company, according to Hong Kong Standards, can not be adjusted, and was not to be deducted when accounting the income tax, resulting in the differences in net value of fixed assets and accounting basis. 25.Other non-current liabilities Items Year-end balance Year-beginning balance ERP Information construction 234,105 239,532 Technology subsidies 624,281 638,754 75/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Items Year-end balance Year-beginning balance Total 858,386 878,286 (1)The above funds were the special subsidies received from Shenzhen Department of Finance in 2004 for the digital jet printing projects and for the construction of enterprise information. The deal must be accepted by the Financial Bureau before accounting, so it was suspended. The reduction was due to the change in exchange rates. 26.Share capital Name/Type Year-beginning balance Change Year-end balance Amount Proportion% Amount Amount Proportion% Restricted shares Common shares in 99,720,453 58.96 - 99,720,453 58.96 RMB Foreign shares in 69,421,903 41.04 - 69,421,903 41.04 domestic market Total restricted 169,142,356 100.00 - 169,142,356 100.00 shares Total of capital 169,142,356 100.00 - 169,142,356 100.00 shares 27.Capital common reserve Items Year-beginning Increase in Decrease in Year-end balance current period current period balance Share capital Premium 29,718,829 - - 29,718,829 Other Capital common 10,153,705 215,997 9,937,708 reserve Total 39,872,534 215,997 39,656,537 Current increment in capital surplus came from current fair value gain of finance assets available for sale. 28.Surplus common reserve Items Year-beginning Increase in Decrease in Year-end balance current period current period balance Statutory Surplus 26,704,791 26,704,791 common reserve Total 26,704,791 26,704,791 76/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 29.Retained profit Items Amount Proportion(%) Balance at the end of last period -98,665,017 Add: The beginning of the undistributed profits adjustments Including:Change of accounting policy Correcting previous errors Change of consolidated scope Other adjustments Balance at the beginning of current year -98,665,017 Add:The net profit due to the shareholders of -8,232,521 the parent company in the year Less : Withdrawing statutory surplus public reserve Withdrawing discretionary surplus reserve Withdrawing Ordinary risk allowance Common stocks dividends payable Stock dividend transferred in stock capital Balance at the end of current year -106,897,538 30.Minority shareholders equity Name of Subsidiary Proportion% Year-beginning Year-end amount balance Nanhua Company* 30.56 Shenzhen East Asia -1,340,512 -1,311,595 Company 49.00 Total -1,340,512 -1,311,595 Nanhua Company and Shenzhen East Asia, two subsidiaries of the Company, suffered excess loss. According to No. 4 Interpretation of Accounting Standards for Business Enterprises, where the loss for current period shared by minority shareholders of a subsidiary exceeds the owner's equity enjoyed by them in this subsidiary at the beginning of period in consolidated financial statements, the difference shall write off minority interests. Whether the Articles of Association of the Company or an agreement defines the obligation of minority shareholders for excess loss or not, excess loss shall write off minority interests, i.e., minority interests will be negative when the subsidiary suffering excess loss is included for statement consolidation. However, the minority shareholders of 77/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Nanhua Company were declared bankrupt and suffered compulsory liquidation in 2000. No retroaction can be conducted. Therefore, the minority shareholders of Nanhua Company shall no longer bear losses. changes mainly due to the impact of the exchange rate in the report period 31. Business income, Business cost Items Amount of current Amount of Previous period period Key business income 1,037,461 Other business income 5,528,810 4,243,127 Total 5,528,810 5,280,588 Key business cost 304,606 Other business cost 2,331,440 2,055,818 Total 2,331,440 2,360,424 (1)Key business—Product Amount of current period Amount of Previous period Name Business Business Business cost Business cost income income Cloth bleaching, printing and dyeing 1,037,461 304,606 Rent 5,528,810 2,331,440 4,243,127 2,055,818 Total 5,528,810 2,331,440 5,280,588 2,360,424 The total sale incomes of the top five customers was RMB4,562,448 , representing 82.52% of the main business income in this year. The Company’s and Its subsidiary Nanhua Company is still operating normally (1) Revenue from main business status of top 5 clients Name of customer Business Revenues Proportion to revenue from main business(%) Shenzhen Finance sources 3,525,000 63.76% Development Co., Ltd. SCS EXPRESS 504,756 9.13% Shenzhen Nanshan Saint Laurent 252,000 4.56% Wedding Photography CVA holdings 175,655 3.18% BOAST 105,037 1.90% Total 4,562,448 82.52% 78/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 32.Management expenses The management cost in this year was RMB 4,316,273, slightly increased compare with same period, last year. 33..Financial expenses Items Amount of current Amount of Previous period period Interest expenses 529,892 Less:Interest income 246,775 86,313 Add:Exchange rate loss 76,737 -275,285 Add:Other expenses 6,248 3,836 Total 366,102 -357,761 34.Changes income in fair value /loss Items Amount of Amount of Previous current period period Trading financial assets- -48,602 -17,686 Total -48,602 -17,686 35.Investment income (1)Investment income generated by the sources listed Items Amount of current Amount of period Previous period Income from transfer of equity investment -6,748,868 6,606,835 Disposal trading financial assets to achieve return 14,141 investment 172,867 Total -6,734,727 6,779,702 There were no major restrictions in the investment income at the period end. (2)Equity method Items Amount of Amount reason current of period Previous period Total -6,734,727 6,779,702 Including: Affiliated company Hangzhou Bay has loss in the report period -6,748,868 6,606,835 Hangzhou 79/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Items Amount of Amount reason current of period Previous period Bay Company 36.Non-operating income (1) Non-operating income Items In the report The same period of Amount of non-current gains & period last year loss in this year Other 8,413 8,413 Total 8,413 8,413 * Other deposit regaining from the subsidiary company of HongKong Victor Onward 37.Non-operating expense Items In the The same Amount of non-current gains & report period of period last year loss in this year Loss disposition Non-current 529 8,413 assets 529 529 Including: loss on disposal of fixed assets Other 988 259 988 Total 1,517 259 1,517 * Other donation is from the subsidiary company of Shenzhen East Asia South China Company. 38.Calculation process for Basic gains per share and Diluted gains per shares Items The same In the report No period of last period year Net profit attributable to shareholder of the 1 -8,232,521 5,412,704 Parent Company non-recurring gain/loss attributable to the 2 21,037 -259 shareholders of the Parent Company 80/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Items The same In the report No period of last period year Attributable to the shareholders of the Parent Company, Net 3=1-2 -8,253,558 5,412,963 profit after deducting of non-recurring gain/loss Total of shares at 169,142,356 169,142,356 year-beginning 4 Public reserve was transferred as capital and share increase 5 from dividend distribution(Ⅰ) The issuance of new shares or increase the number of shares and 6 other debt-equity swap(Ⅱ) Increase in the shares (Ⅱ)from the next month to the end 7 month of the reporting period Shares decreased in the reporting period 8 due to repurchase. Decrease in the shares from the next month to the end 9 month of the reporting period Share number decrease for shares 10 deduction Number of months of 11 81/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Items The same In the report No period of last period year the reporting period The weighted average number of 12=4+5+6×7÷11 169,142,356 169,142,356 ordinary shares -8×9÷11-10 issued out. Basic gains per share -0.05 0.03 (Ⅰ) 13=1÷12 Diluted gains per -0.05 0.03 share(Ⅱ) 14=3÷12 The interest of ordinary shares 15 which was confirmed as costs Conversion costs 16 Income tax rate 17 22% 22% Warrants, shares with 18 equity right increase Diluted gains per -0.05 19=[1+(15-16)×(1-17)]÷(12+18) 0.03 share(Ⅰ) Diluted gains per 19=[3+(15-16)×(1-17)]÷(12+18) -0.05 0.03 share(Ⅱ) 39.Other comprehensive income Items Amount of Amount of current previous period period 1.Loss amount produced by sellable financial assets -215,997 -6,238 Less:Income tax infection produced by sellable financial assets Net amount transferred into profit and loss at current period that reckoned into other comprehensive income at former period Subtotal -215,997 -6,238 2.The enjoyed share in other comprehensive income of other invested unit according to equity method Less:Income tax infection produced from the enjoyed share in other comprehensive income of other invested unit according to equity method 82/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Items Amount of Amount of current previous period period Net amount transferred into profit and loss at current period that reckoned into other comprehensive income at former period Subtotal 3.Benefit (Or loss) amount produced from cash flow Less:Income tax infection produced from cash flow the aging instruments Net amount transferred into profit and loss at current period that reckoned into other comprehensive income at former period Transferred to the adjustment of initial confirmation amount of items at hedged period Subtotal 4.Translating difference in foreign currency financial reports -3,172,304 -2,041,861 Less:Net amount that transferred into profit and loss at current period in disposed overseas business Subtotal -3,172,304 -2,041,861 5.Other 12,397 Less : Taxation infection arising from reckoning other comprehensive income Net amount transferred into profit and loss at current period that reckoned into other comprehensive income at former period. Subtotal 12,397 Total -3,388,301 -2,035,702 40.Cash Flow Statement Supplement information of Cash Flow Statement Items Amount of Amount of current previous period period 1. Adjusting net profit to net cash flow in operating activities: Net profit -8,261,438 5,364,951 Add: Provision for impairment of assets Fixed assets depreciation 1,499,463 1,840,723 Amortization of intangible assets 26,234 26,866 Amortization of long-term expenses to be amortize The losses on the disposal of fixed assets, intangible assets and 529 83/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Items Amount of Amount of current previous period period other long-term assets Loss on retirement of fixed assets Loss on changes of Fair value 48,602 17,686 Financial expenses 366,102 -357,761 Investment losses 6,734,727 -6,779,702 Decrease of deferred income tax asset Increase of deferred income tax liability -20,219 -68,400 Decrease in inventory 9,735 -44,253 Decrease in operating receivable -374,691 2,900,080 Increase in operating payables 546,867 -3,272,060 Other 239,673 Net cash flows from operating activities 815,584 -371,870 2.Investing and financing activities that do not involve cash receipts and payments Conversion of debt into capital - Convertible bonds to be expired within one year - Fixed assets under financial lease - 3.Net increase in cash and cash equivalents Cash at the end of the period 51,938,921 55,323,423 Less:Cash at the beginning of the period 51,786,613 56,105,626 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 152,308 -782,203 (1) Cash and cash equivalents Items Amount of Amount of current previous period period Cash 51,938,921 55,323,423 Including :Stock of cash 67,185 132,304 The bank deposits which can be used at any time 51,257,501 44,882,082 The other monetary funds which can be used at any time 614,235 10,309,037 The funds deposited in the central bank which be used - - The funds deposited in the same industry - - The funds offered by the same industry - - Cash equivalents - - 84/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Items Amount of Amount of current previous period period Including : Debt investments which will due within three months - - Balance of cash and cash equivalents at the period end 51,938,921 55,323,423 Including : the restricted cash and cash equivalents used by the - - parent company or subsidiary of the Group IX. Related party relationship and related transactions 1.Related party relationship (1)The parent Company with controlling relationship (a) The parent Company with controlling relationship Parent Registered Legal Organizati Type Nature company address representa on Code tive Union Issue company 11/F,Union Production Dong 192471500 Holdings Building, and sale of clothing Binggen Limited real Shennan Zhong and textiles,& andexport Union Import Union Dong Road,Shenzhen estate developin 190337957 Group liability Building,Shennan business ―processing Binggen Company Zhong Road, with materials‖ and Shenzhen processing The registered capital and change of the parent Company with Parent company imported materials Balance in year Increase of this Decrease of Balance in year beginning period this period end Union Group 90,606,000 - - 90,606,000 Union Holding 1,123,887,712 - - 1,123,887,712 Holdings (b) the share held by the parent company or equity and the changes . Shares amount Holding proportion% Parent company Amount in Amount Amount in Amount year end in year year end in year 5,821,089 5,821,089 3.44% 3.44% Union Group beginning beginning Union Holding 43,141,032 43,141,032 25.51% 25.51% Holdings * Union Group holds 31.32% of equity capital of Union Holdings, it controls Union Holdings, and Union Holdings is a controlling shareholder of the company, thus Union Group is the actual controller of the company (2). Subsidiary The subsidiaries of the Company as described in Note VII 85/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) (3).Joint venture and affiliated company. Joint venture and affiliated company ,see Notes VIII,9 (4). Other Related party Related Organization Type Name transactions Code The related parties - Current balance controlled the same Actual controller Shenye Union(HK)Co., Ltd. The related parties 192199105 Current balance controlled the same Actual Shenzhen Union Property controller Group Co., Ltd. 2. Related transactions 1.Lease assets to the related parties In the report year, the Company leased Room 1307 and 1308 of Union Building owned by Union Group. The term of tenancy is from January 1, 2009 to May 31, 2009. The monthly rent is RMB 6800. The rent was determined according to market price. * The original lease contract agreement still continues down to the expiration of the contract , without signing a new lease contract. 3. Balance current related parties Related parties Year-end balance Year-beginning balance Account receivable Shenye Union(HK)Co., Ltd. 307,079 314,198 Other payable Union Group 22,456,162 22,564,462 Shenzhen Union Property Group Co., Ltd. 683,414 699,258 X.Subsequent events As of December 31, 2011,The company has no formed form other Importance events. XI. Commitment events 1.Importance Commitment events 1). The external investment contracts and the related financial expenditures which have signed or not yet completely fulfilled. As of June 30, 2011,The Group still has the major external investments RMB 30 million which have signed but still not paid, as follows: Names of investment Contractual Prepaid Unpaid Expected Remarks 86/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) projects investment investme investment investment amount nt amount period amount Invest Nanjing East The Capital Asia Textile Co., Ltd increasing of the 30 million - 30 million Unsure with machinery and project has not equipments yet completed 2) The big contract which has been signed or is ready to be carried out As of December 31, 2011, The Group still has big contract which has been signed but not paid, a total of RMB1.71 million, as follows: Name of Contractual Prepaid Unpaid Expected Remarks investment investment investment investment investment projects amount amount amount period location of The Capital production increasing of the 1,710,000 855,000 855,000 Unsure equipments as project has not yet a whole completed 2. Except for the events described above, By December 31, 2011,the Group has no other significant commitment events. XII . Events after balance sheet date The Group had no other significant matters after the balance sheet date. XIII. Other Significant Events 1.Lease (1) Business in leasing assets Year-end balance Year-beginning Type balance Cost 99,412,804 101,717,557 House, Building 99,412,804 101,717,557 Accumulated amortization 60,632,861 62,038,553 House, Building 60,632,861 62,038,553 Impairment provision - House, Building - The book value 38,779,943 39,679,004 House, Building 38,779,943 39,679,004 87/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) (2).Items related to measurement of fair value. Item Amount at Gains and Accumulative Provision Amount the for at the end losses from change of fair beginning impairment of period change of value of period made in fair value in accounted for current current as rights and period period interests Financial assets 1. Financial assets calculated according to fair value whose change is 77,235 -48,602 108,700 accounted for as profits or losses for current period Trading financial assets 874,427 -215,997 638,618 Subtotal of financial 951,662 -48,602 -215,997 747,318 assets (3).Foreign financial assets and foreign financial liability Item Amount at Gains and Accumulative Provision Amount the for at the end losses from change of fair beginning impairment of period change of value of period made in fair value in accounted for current current as rights and period period interests Financial assets 1. Financial assets calculated according to fair value whose change is accounted for as profits or losses for current period Trading financial assets 874,427 -215,997 638,618 Subtotal of financial 874,427 -215,997 638,618 assets (4).Other Significant Events Since March 2007, Shenzhen Victor Onward Textile Industrial Co., Ltd. stopped production and dismissed most of workers. The company currently only had some house leasing business. 88/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 5 subsidiaries controlled by the company had stopped the operation and were depending on house lease to maintain. In 2007 the company intended to invest part of machineries and equipments to Nanjing East Asia Textile Printing & Dyeing Co., Ltd. But due to the reasons of the joint venture party and the prospect change in the industry, the investment plan was delayed. Up to the present, the project has been delayed for 3 years. The difficulties for the joint venture project have constantly increased. The Company is actively negotiating with the other party of the joint venture and trying to settle this problem properly. 89/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) XIV. Notes of main items of parent company’s financial statements 1. Account receivable (1)Categories of account receivable Year-end balance Year-beginning balance Type Book Balance Provision for bad debts Book Balance Provision for bad debts Amount Proportion% Amount Proportion% Amount Proportion% Amount Proportion% Account receivable with significant specific amount that were 3,784,885 31.60 3,784,885 100 3,872,632 31.60 3,872,632 100 provisioned had debt preparation separately Aging group - - - - - - 90/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Year-end balance Year-beginning balance Type Book Balance Provision for bad debts Book Balance Provision for bad debts Amount Proportion% Amount Proportion% Amount Proportion% Amount Proportion% account receivable that were not significant but have been provisioned 8,194,466 68.40 8,194,466 100 8,384,444 68.40 8,384,444 100 bad debt preparation separately Total 11,979,351 100 11,979,351 100 12,257,076 100 12,257,076 100 91/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 1) Account receivable with significant specific amount that were provisioned had debt preparation separately Provision Reason of Name Book balance Bad debts proportion% provision Carnival Index International Aging long 1,126,897 1,126,897 100.00 Ltd TAI YANG ENTERPRISE Aging long 1,036,110 1,036,110 100.00 CO.,LTD. The company Shenzhong Enterprise 1,621,877 1,621,877 100.00 insolvent, to Co.,Ltd. be canceled Total 3,784,884 3,784,884 100.00 - 2) As of December 31, 2011, account receivable that were not significant but have been provisioned bad debt preparation separately Book Provision Reason of Name Bad debts balance proportion% provision Fly Dragon International 588,335 588,335 100.00 Aging long Grateful Textiles Co.,Ltd 581,284 581,284 100.00 Aging long World Fabrica (Int'l) Ltd 477,128 477,128 100.00 Aging long Shenzhen Fangzhou Textile Co., Aging long 457,871 457,871 100.00 Ltd. Ezhou Xiangya Garments Co., Aging long 360,570 360,570 100.00 Ltd. Tak Shing Buying Office Led 342,108 342,108 100.00 Aging long Starline Textile CO.Ltd. 340,807 340,807 100.00 Aging long U.D.C. (H.K.) Co.,Ltd 307,079 307,079 100.00 Aging long Panther Fabric Ltd. 302,703 302,703 100.00 Aging long Changshu Jiangsu Garments Aging long 277,105 277,105 100.00 Import & Export Co., Ltd. Other (Total 109) 4,159,477 4,159,477 100.00 Aging long Other 8,194,467 8,194,467 100.00 (2) Of the prepayments at the end of period, there were none owed by corporate shareholders of the Company holding over 5% (including 5%) of its total shares with voting rights. (3)The front 5 units’ information of account receivable 92/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Unit name Relation with Amount Fixed year Percentage of the company account receivable Shenzhong Enterprise Co.,Ltd. Over 3 Subsidiary 1,621,877 13.54 years Non-Related Over 3 Carnival Index International Ltd 1,126,897 9.41 parties years Non-Related Over 3 TAIYANGENTERPRISECO.,LTD. 1,036,110 8.65 parties years Non-Related Over 3 Fly Dragon International 588,335 4.91 parties years Non-Related Over 3 Grateful Textiles Co.,Ltd 581,284 4.85 parties years Total 4,954,503 41.36 (4)About the account receivable from the related parties Relation Name with this Amount Proportion(%) company Name Subsidiary 1,621,877 13.54 Shenzhong Enterprise Co.,Ltd. Subsidiary 62,570 0.52 Shenzhen East Asia Victor Onward The related Textile Printing & dyeing parties controlled the same Actual controller 307,079 2.56 Shenye Union(HK)Co., Ltd. 1,991,526 16.62 Total (5)Balance of foreign currency in account receivable Year-end balance Year-beginning balance Foreign Original Exchange Amount in Original Exchange Amount in currency currency rate RMB currency rate RMB HKD 11,038,875 0.83162 9,180,149 11,038,875 0.8509 9,392,979 Total 9,180,149 9,392,979 93/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 2. Other receivables (1)Categories of other receivable Year-end balance Year-beginning balance Type Book Balance Provision for bad debts Book Balance Provision for bad debts Amount Proportion% Amount Proportion% Amount Proportion% Amount Proportion% Other receivable with significant specific amount that 77,573,582 98.10 3,299,737 4.25 78,976,883 98.09 3,376,237 4.27 were provisioned bed debt preparation separately Other accounts that were provisioned bad debt - - - - preparation in accordance with aging Group Deposit Group 35,782 0.05 37,782 0.05 - - Other receivable that were not significant but have been 1,463,885 1.85 1,463,885 100.00 1,497,823 1.86 1,497,823 100.00 provisioned had debt preparation separately Totla 79,073,249 100.00 4,763,622 6.02 80,512,488 100.00 4,874,060 6.05 94/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) 1) Other receivable with significant specific amount that were provisioned had debt preparation separately Provision Reason of Name Book balance Bad debts proportion% provision HongKong Victor 61,182,666 - Onward Shenzhen East Asia Victor Onward 12,704,993 - Textile Printing & dyeing Nanjing East Asia 1,291,370 1,291,370 100.00 Aging long CCB.Guangdong 1,055,492 1,055,492 100.00 Aging long Shunde Branch Changzhou Dongfeng Textile 952,875 952,875 100.00 Aging long Printing & dyeing Equipment Co., Ltd. Total 77,187,396 3,299,737 4.27 — 2) Group –Deposit Group Book Provision Reason of Name Bad debts balance proportion% provision Dang Zewen 5,000 - - Jiang Guangbin 1,481 - - Huanggang Endorsement Deposit, No 1,361 - - of deposit provision for Shenzhen Port bad debts Administration Service 27,940 - - Centre Other 35,782 - - Total 3) As of December 31, 2011, Other receivable that were not significant but have been provisioned bad debt preparation separately Name Book balance Amount Proportion % Reason HongKong Victor 711,859 711,859 100.00 Aging long Onward Shenzhen East Asia 501,845 501,845 100.00 Aging long Victor Onward Textile 95/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Name Book balance Amount Proportion % Reason Printing & dyeing Shanghai Huayinke Aging long Trade Industry Co., 175,916 175,916 100.00 Ltd. Shenzhen Aging long Environmental 34,206 34,206 100.00 Management System Certification Center Shenzhen Design Aging long Institute of Ministry 29,319 29,319 100.00 of Machinery Industry Shanghai Branch Other 10,740 10,740 100.00 Aging long Total 1,463,885 1,463,885 100.00 - (2)As of December 31,2011,In the balance of accounts payable, there were no payables to shareholders holding 5.00% (including 5.00%) or more of the voting right of the Company; (3) The front 5 units’ information of Other account receivable Proportion(%) Unit name Relation Amount Account with the Content Age company Over 3 HongKong Victor Onward 61,182,666 77.37 Subsidiary years Business Shenzhen Nanhua Printing & dyeing Co., 13,000,000 2-3 16.44 Ltd. Subsidiary years Business Non-Related Over 3 Payment for Nanjing East Asia 1,291,370 1.63 parties years goods CCB.Guangdong Non-Related Over 3 Payment for 1,055,492 1.33 Shunde Branch parties years goods Changzhou Dongfeng Textile Printing & dyeing Non-Related 952,875 Over 3 1.21 Payment for Equipment Co., Ltd. parties years goods Total 77,482,402 97.98 (4) Account receivable from Related affiliated parties Name Relation with the company Amount Proportion(%) 96/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Name Relation with the company Amount Proportion(%) HongKong Victor Onward Subsidiary 61,182,666 77.37 Shenzhen East Asia Victor Onward Textile Printing & Subsidiary 501,845 0.63 dyeing Company Shenzhen Nanhua Printing Subsidiary 12,704,994 16.07 & dyeing Company Total 74,389,505 94.07 (5)Other receivable include the following foreign currency balances Foreign Year-end balance Year-beginning balance Currency Original Exchange RMB Original Exchange RMB of Name currency rate equivalent currency rate equivalent HKD 79,793,066 0.83162 66,357,510 79,822,967 0.8509 67,921,362 Total 66,357,510 67,921,362 3. Long-term equity investment (1) Long-term equity investment Items Year-end balance Year-beginning balance The cost of long-term equity 39,023,518 investment accounting 39,928,226. Total of long-term equity 39,023,518 investment 39,928,226 Less : Long-term equity 1,285,231 investments for impairment 1,315,027 Net value long-term equity 37,738,287 investment 38,613,199 (2)The cost method and equity method long-term equity investment Cash dividend Vote Initial Year-beginning Exchange Year-end Name Proportion % change of the proportion % amount balance rate change balance current period The cost method HongKong 22,266,157 504,515 21,761,642 Victor Onward 100 100 2,411,282 97/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Cash dividend Vote Initial Year-beginning Exchange Year-end Name Proportion % change of the proportion % amount balance rate change balance current period Nanhua Printing & 23,082,83 16,347,042 370,397 15,976,645 dyeing 54.82 54.82 1 Shenzhen 1,315,027 29,796 1,285,231 East Asia 51 51 1,470,000 26,964,11 39,928,226 904,708 39,023,518 Total 3 (3)Provision for impairment on long-term equity investment Name of invested Year-beginning Increase in the Decrease in the Year-end company balance current period current period balance Shenzhen East Asia 1,315,027 29,796 1,285,231 4. Business income, Business cost Items Amount of current Amount of Previous period period Key business income 43,481 Other business income 725,313 484,108 Total 725,313 527,589 Key business cost -531,197 Other business cost 239,549 239,102 Total 239,549 -292,095 Key business-product Amount of current period Amount of Previous period Name of product Revenue Cost Revenue Cost Cloth bleaching, printing and 43,481 -531,197 dyeing House lease 725,313 239,549 484,108 239,102 Total 725,313 239,549 527,589 -292,095 5.Investment revenue 98/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Items Amount of current Amount of period Previous period Disposal trading financial assets to achieve return 14,141 106,843 investment Total 14,141 106,843 XV. Supplementary Information 1. Non–operating gain and loss statement of this year Items Amount of Amount of Notes current period Previous period Gain/loss form disposal of non-current assets -529 Tax refund, deduction and exemption that is examined and approved by authority exceeding or has no official approval document. Governmental Subsidy accounted as current gain/loss List into ― the fund occupation expense charged on non-financial enterprise‖, subordinate to the accounting items ― Current profit & loss‖ Earning arising from identifiable fair value of net assets of investees, which should be enjoyed when costs (which are obtained by the enterprise) invested in subsidiary companies, pool companies and joint ventures, is less than the obtained investment Non-currency asset exchange profit & loss Profit & loss arising from entrusting the third party to invest or manage assets Provision for asset impairment with drawn due to force majeure (e.g. natural disaster) Profit & loss arising from debt recombination Expenses for enterprise recombination 99/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Items Amount of Amount of Notes current period Previous period Profit & loss that exceed the fair value, arising from transaction with unfair transaction price Net profit & loss during term beginning to merger date of the subsidiaries arising form business merger under same control Profit & loss arising from the probable events irrelevant to normal operating business of the company Except the effective hedge business related to the normal operation business of the Company, the profit and loss in the changes of fair values caused by the holding of tradable financial 14,141 assets and tradable financial liabilities as well as the investment returns in disposal of tradable financial assets, tradable financial liabilities and saleable financial assets Single impairment test for impairment of receivables transferred back to preparation Profit & loss obtained from loan for outwards entrust Profit & loss arising from change of fair value of investment-based real estate where subsequent Measurement is conducted by using the fair value mode Impact on the current profit & loss caused by one-off adjustment conducted on the current profit & loss according to requirements stipulated by taxation /accounting laws and regulations Entrusting earning arising from the entrusted operation. 100/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) Items Amount of Amount of Notes current period Previous period Except the above items, other non-operating 7,425 -259 earning and expenditure Other profit & loss items confirming to the definition of nonrecurring profit & loss Subtotal 21,037 -259 Amount of influence of income tax Amount of influence of minority interests Total 21,037 -259 2.Return on net assets and earnings per share Earnings per share(RMB) Profit of the report period Return on net assets . Weighted(%) Basic earnings per Diluted gains per share share Net profit attributable to shareholder of parent -0.05 -0.05 -0.05 company Net profit attributable to the parent company -0.05 -0.05 -0.05 shareholders after deducting of non-recurring gain/loss. XVI. The approval of financial reports The report of the financial statements was approved by all directors of the board of directors of the Company on August 29,2011. Section VII. List of Documents Available for Inspection I. The semi-annual report 2011 of the Company; II. The semi-annual financial report bearing the signatures and seals of the legal representative, person in charge of accounting work and the person in charge of the accounting department; III. The texts of all the Company's documents publicly disclosed in the newspapers and periodicals designated by China Securities Regulatory Commission in the report period. IV. The text of the Articles of Association of the Company. 101/102 深圳中冠纺织印染股份有限公司财务报表附注 2011 年 1 月 1 日至 2011 年 06 月 30 日 (本财务报表附注除特别注明外,均以人民币元列示) The Board of Directors of Shenzhen Victor Onward Textile Industrial Co., Ltd August 29, 2011 102/102