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深华发B:2013年第一季度报告全文(英文版)2013-04-24  

						             Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)




Shenzhen Zhongheng Huafa Co., Ltd.

     First Quarterly Report 2013

             (Full Text)




             April 2013




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                                                   Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)




                                     Section I. Important Notes




Board of Directors and the Supervisory Committee of Shenzhen Zhongheng Huafa Co., Ltd (hereinafter referred

to as the Company) and its directors, supervisors and senior executives should guarantee the reality, accuracy and

completion of the quarterly report, there are no any fictitious statements, misleading statements or important

omissions carried in this report, and shall take legal responsibilities, individual and/or joint.


Li Zhongqiu, person in charge of the Company, Jiang Yanjun, person in charger of accounting works and Wu
Ai’jie, person in charger of accounting organ (accounting officer) hereby confirm that the Financial Statement of
this Quarterly Report is authentic, accurate and complete.



All Directors are attended the Board Meeting for Quarterly Report deliberation.




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                                                          Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)




          Section II. Main financial data and changes of shareholders

I. Main financial data

Whether has retroactive adjustment or re-statement on financial data of previous’ period in this report or not
□Yes   √ No

                                                                                                            Changes of this period over
                                                   Jan. – March 2013            Jan. – March 2012
                                                                                                            same period of last year (%)

Operating income (RMB)                                     154,372,188.50                214,990,907.87                          -28.2%

Net profit attributable to shareholders of
                                                                818,247.01                  4,728,832.80                         -82.7%
the listed company(RMB)

Net profit attributable to shareholders of
the listed company after deducting                              414,773.12                  4,714,624.11                         -91.2%
non-recurring gains and losses(RMB)

Net cash flow arising from operating
                                                            -71,011,893.48                -90,160,095.82                           21%
activities(RMB)

Basic earnings per share (RMB/Share)                                0.0029                        0.0167                        -82.63%

Diluted earnings per share (RMB/Share)                              0.0029                        0.0167                        -82.63%

                                                                                                                  0.35 percentage points
Weighted average ROE (%)                                             0.07%                          0.42%
                                                                                                                                  down

                                                                                                            Changes of this period-end
                                                       2013-3-31                     2012-12-31             over same period-end of last
                                                                                                                     year (%)

Total assets (RMB)                                         712,714,599.06                683,694,932.73                          4.24%

Net assets attributable to shareholder of
                                                           280,999,297.92                280,181,050.91                          0.29%
listed company (RMB)

Items and amount of non-recurring gains and losses
√ Applicable □ Not applicable
                                                                                                                            Unit: RMB

                                                                        Amount from year-begin to
                                Item                                                                                 Note
                                                                               period-end

Gains/losses from the disposal of non-current asset (including the
                                                                                        327,104.97
write-off that accrued for impairment of assets)

Tax refund or exemption out of authorization, with absence of
                                                                                               0.00
official approval document or accidentally

Governmental subsidy reckoned into current gains/losses (not
                                                                                        200,000.00
including the subsidy enjoyed in quota or ration according to


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                                                           Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


national standards, which are closely relevant to enterprise’s
business)

Fund      occupation    expenses    received    from   non-financial
                                                                                             0.00
enterprises that reckon into current gains/losses

Income occurred when investment cost paid by enterprise for
obtaining subsidiaries, associates and joint ventures are lower
                                                                                             0.00
than     its share in fair value of net realizable assets of invested
units

Gains and losses from exchange of non-monetary assets                                        0.00

Gains and losses from entrusted investment or management assets                              0.00
Various asset impairment reserve provided for force majeure,
                                                                                             0.00
such as natural disaster;
Gains/losses from debt reorganization                                                        0.00
Reorganization expenses, such as expenditure for allocation of
                                                                                             0.00
employees and integration fee
Gains and losses from excess of transaction which are conducted
                                                                                             0.00
on a non-fair-valued basis over its fair value
Current net gains and losses of subsidiaries occurred from
combination under the same control commencing from                                           0.00
period-begin to combination date
Gains and losses from contingent events which has no relation
                                                                                             0.00
with normal business of the Company
Gains and losses from change of fair values of
held-for-transaction financial assets and financial liabilities except
for the effective hedge business related to normal business of the
                                                                                             0.00
Company, and investment income from disposal of transactional
financial assets and liabilities and financial assets available for
sale
Reversal of impairment reserve for account receivable with
                                                                                             0.00
separate impairment testing
gains/ losses from external entrustment loans                                                0.00
Gains and losses arising from change of fair value of investment
                                                                                             0.00
properties whose follow-up measurement are at fair value
Affect upon current gains/losses arising from the one-off
adjustment in subject to requirement of laws and rules in relation                           0.00
to taxation and accounting
Income from entrusted custody operation                                                      0.00

Other non-operating income and expenditure except for the
                                                                                             0.00
aforementioned items

Other item that satisfied the definition of non-recurring gains and
                                                                                             0.00
losses

Income of liquidated damages                                                            18,974.00

Impact on income tax                                                                   142,605.08

Impact on minority shareholders’ equity (post-tax)                                          0.00

Total                                                                                  403,473.89                --

II. Total number of shareholders at the end of this report period and top ten shareholders
                                                                                                                         Unit: Share
Total number of shareholders                                                                                                27,407


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                                                             Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


at the end of report period

                                                            Top ten shareholders

                                                                                     Amount of           Number of share pledged/frozen
                               Nature of         Proportion of     Amount of
  Shareholder’s name                                                              restricted shares
                              shareholder       shares held (%)   shares held                            State of share        Amount
                                                                                         held

Wuhan         Zhongheng                                                                                Pledged                  116,489,894
                            Domestic
New        Science      &
                            non-state-owned             41.14%     116,489,894          116,489,894
Technology     Industrial                                                                              Frozen                               0
                            legal person
Group Co., Ltd.

SEG (HONG KONG) Foreign                legal
                                                         5.58%      16,569,560                     0     Pledged/frozen                     0
CO., LTD.                   persons

GOOD HOPE
                            Foreign    legal
CORNER                                                   4.91%      13,900,000                     0     Pledged/frozen                     0
                            persons
INVESTMENTS LTD

                            Domestic
Jia Wenjun                                               0.38%        1,075,214                    0     Pledged/frozen                     0
                            natural persons

                            Domestic
Zeng Ying                                                0.35%        1,000,000                    0     Pledged/frozen                     0
                            natural persons

                            Foreign natural
BINGHUA LIU                                              0.31%         876,213                     0     Pledged/frozen                     0
                            persons

                            Domestic
Li Jianfeng                                              0.29%         831,300                     0     Pledged/frozen                     0
                            natural persons

                            Domestic
Zhu Ming                                                 0.22%          611,348                    0     Pledged/frozen                     0
                            natural persons

                            Domestic
Lin Song                                                 0.18%         503,000                     0     Pledged/frozen                     0
                            natural persons

                            Domestic
Wu Ying                                                  0.17%         489,320                     0     Pledged/frozen                     0
                            natural persons

                                              Top ten shareholders with unrestricted shares held

                                                                                                                   Type of shares
        Shareholder’s name                          Amount of unrestricted shares held
                                                                                                                Type           Amount

                                                                                                       Domestically
SEG (HONG KONG) CO., LTD.                                                                16,569,560 listed foreign                  16,569,560
                                                                                                       shares

                                                                                                       Domestically
GOOD HOPE CORNER
                                                                                         13,900,000 listed foreign                  13,900,000
INVESTMENTS LTD
                                                                                                       shares

                                                                                                       RMB common
Jia Wenjun                                                                                1,075,214                                  1,075,214
                                                                                                       shares


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                                                         Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


                                                                                                Domestically
Zeng Ying                                                                            1,000,000 listed foreign             1,000,000
                                                                                                shares

                                                                                                Domestically
BINGHUA LIU                                                                           876,213 listed foreign                876,213
                                                                                                shares

                                                                                                Domestically
Li Jianfeng                                                                           831,300 listed foreign                831,300
                                                                                                shares

                                                                                                Domestically
Zhu Ming                                                                               611,348 listed foreign               611,348
                                                                                                shares

                                                                                                Domestically
Lin Song                                                                              503,000 listed foreign                503,000
                                                                                                shares

                                                                                                RMB common
Wu Ying                                                                               489,320                               489,320
                                                                                                shares

                                                                                                RMB common
Yuan Chuanzheng                                                                       487,529                               487,529
                                                                                                shares

                                        Among the top ten shareholders with unrestricted shares held, the Company did not know
                                        whether there exists associated relationship among other tradable shareholders, nor they
                                        belong to consistent actors that are prescribed in Measures for the Administration of
Note of related relationship among
                                        Disclosure of Shareholder Equity Changes of Listed Companies. Among the top ten
the   above        shareholders   and
                                        shareholders, Wuhan Zhongheng New Science & Technology Industrial Group Co., Ltd.
concerted actors
                                        neither bears associated relationship with other shareholders, nor belongs to the consistent
                                        actor that are prescribed in Measures for the Administration of Disclosure of Shareholder
                                        Equity Changes of Listed Companies.




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                                                          Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)




                                         Section III. Significant Events

I. Particulars about material changes in items of main accounting statement and financial
index and explanations of reasons

                                                                                                                                    Unit: RMB
                                     Balance at           Balance at
               Item                                                           Ratio                       Reasons of changes
                                    period-end          period-begin
                                      61,643,871.99       112,834,841.39        -45.37% Industry stands in a production peak season, raw
Monetary fund
                                                                                         material procurement increased
                                      31,241,359.31         14,168,016.74       120.51% Part of the raw material has more supply, needs to
Account paid in advance
                                                                                         order with account paid in advance
                                      73,257,926.90         42,771,061.45        71.28% Prepare goods for the production and sales for peak
Inventory
                                                                                         season
                                     180,210,718.62       109,694,640.00         64.28% Short-term trade finance facilities increased in order
Short-term loans
                                                                                         to reduce the capital cost
                                      26,314,309.05         48,952,915.87       -46.25% Account paid in advance for procurement of raw
Account payable
                                                                                         materials increased
Account received in advance            1,435,814.41            764,493.92        87.81% Account paid in advance from clients
Wages payable                          3,193,791.66          4,609,188.91       -30.71% Employees’ salary paid
Taxes payable                         11,276,689.91         16,502,523.22       -31.67% Income tax in this period declined
               Item                Amount at this       Amount of last
                                                                              Ratio                       Reasons of changes
                                      period               period

Assets impairment losses                            0        1,209,844.95      -100.00% No new assets impairment in this period

Operation profit                        588,537.24           6,234,328.26       -90.56% Income from property rental decreased

Non-operation income                    570,420.31              18,971.59     2906.71% Income from waste disposal

Total profit                           1,134,616.21          6,253,279.85       -81.86% Income from property rental decreased

                                        316,369.20           1,524,447.05       -79.25% Profit declined than the income tax decreased
Income tax
                                                                                         correspondingly

Cash received from sales of           98,409,713.17       181,805,841.22        -45.87% Due to the decrease of operation income
goods    and     labor   service
providing

Taxes return received                               0        4,573,164.35      -100.00% No export rebates occurred in this period

Cash paid for procurement of         137,598,899.95       242,631,332.16        -43.29% Procurement of raw materials decreased over same
goods    and     labor   service                                                         period of last year
receiving

                                       3,047,232.17          1,853,723.56        64.38% Conscience money for property tax, land use right
Taxes paid
                                                                                         tax and income tax



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                                                                  Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


  Cash paid for purchasing                 1,736,681.20                   457,566.69              279.55% Purchased production equipment for injection
  fixed assets, intangible assets                                                                            molding business
  and other long-term assets

  Cash received from loans                85,847,355.46            124,421,788.40                  -31.00% Less loans over same period of last year

  Cash paid for debt settling             44,791,034.20               83,505,724.65                -46.36% Less repayment over same period of last yera

  Effect on cash and cash                   -978,113.21                   -74,570.61             1211.66% Changes of exchange rate
  equivalent from changes of
  exchange rate


  II. Analysis and explanation of significant events and their influence and solutions

  The self-owned property, 1/F to 3/F property of Huafa Building was re-planning layout due to the rental contract expired in third
  quarterly of 2012, and property still in decoration and stage of attract tenants and business since September 2012; part of the shops
  are open in succession but the works of attracting tenants and business for whole sites still in process; approximately RMB 3 million
  decreased for income of property rental for 1st quarter of 2013 due to the adjustment gap period, and to some extent, affects the
  operation performance for year of 2013; the Company has published the “Risk Reminder Notice” dated 30 January 213 for the above
  event. Presently, the Company make pointed references to adjusted the strategy of attract business, attempt to introduce main
  business match the surrounding electronic circle and life supporting, expected to have a favorable interaction with other commercial
  tenant, making up the rent losses as soon as possible.


  III. Commitments make within the report period or persisted to the period by the Company
  or shareholder with over 5 percent shares held
     Item of
                             Promisee               Content of commitments                       Date            Term                     Implementation
   Commitments
                                                                                                                         The commitment has been implemented
                                                                                                                         on May 18, 2010; Till end of recently,
                                               Promised        that     the      holding                    36 months
                                                                                                                         Wuhan Zhongheng New Science &
                     Wuhan          Zhongheng non-circulating shares of the                                 in total
Commitments for                                                                                                          Technology Industrial Group Co., Ltd.
                     New        Science      & Company won’t be traded on                                  from 18
Share Merger                                                                                   2006-10-20                applied     no     release   procedures   on
                     Technology Industrial the market within 36 months                                      May 2007
Reform                                                                                                                   restricted shares to Shenzhen Stock
                     Group Co., Ltd.           since      they     acquired           listed                to 17 May
                                                                                                                         Exchange due to the 116,489,894 shares
                                               trading right.                                               2010
                                                                                                                         of the Company held in mortgaged
                                                                                                                         status.

                                               Within       one           year        after                              1. On Jun. 5, 2008, with examination and
                                               ownership transfer for equity                                             approval from the 3rd temporary meeting
                                               purchased:                                                                of the Board for 2008, the Company took
Commitments made Wuhan Zhongheng               1. Related assets of injection                               2007 - 4 -   cash RMB 27 million buying relevant
in acquisition report New Science &            business          in-put       to        the                 12     to    assets concerning production of injection
                                                                                               2007-03-29
or equity change     Technology Industrial Company; 2. 70 percent equity                                    2008 - 4 -   products from Wuhan Zhongheng Group,
report               Group Co., Ltd.           of       Wuhan              Hengsheng                        11           and thus the commitment had been
                                               Photoelectricity Industry Co.,                                            finished;
                                               Ltd.     held       in-put        to     the                              2. In early of May, 2008, the Company
                                               Company.                                                                  officially started off the significant asset



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                                            Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


                                                                                     restructures work of purchasing the 70%
                                                                                     equities       of      Wuhan        Hengsheng
                                                                                     Photoelectricity       Industry    Co.,       Ltd.;
                                                                                     engaged financial consultant and law
                                                                                     consultant      to     carry      out       earnest
                                                                                     investigation on the restructure assets
                                                                                     that may be involved, and negotiated
                                                                                     with relevant departments which were in
                                                                                     charge of this. However, due to that
                                                                                     relevant condition was not mature, there
                                                                                     were       obstacles    in     material       asset
                                                                                     restructure.

Commitments in
assets                 N/A
reorganization

Commitments in
initial public
                       N/A
offering or
refinancing

Other commitments
to minority
                       N/A
shareholders of the
Company

Completed on time
                       No
or not

Detail reasons for
                       ”Found more in
un-complement and
                       “Implementation”
further plan

Whether made a
promise to
horizontal
                       No
competition and
related transactions
that resulted or not

Solution term
                       N/A
promised

Solution way           N/A

Complementation        N/A




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                                                    Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)




IV. Registration form for receiving research, communication and interview in the report
period
                                                                                                   Contents discussed and materials
       Date               Place            Method               Type          Reception object
                                                                                                               supplied

                                                                                                 Operation condition and assets status
From Jan. to Mar.   Headquarters in   Telephone
                                                         Individual          Individual investor of the Company and progress of
2013                Shenzhen          communication
                                                                                                 urban renewal projects ect.




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                                                   Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)




                                       Section IV. Financial Statement

I. Financial statement

1. Consolidate balance sheet

Prepared by Shenzhen Zhongheng Huafa Co., Ltd
                                                                                                                    Unit: RMB

                      Items                     Balance at period-end                     Balance at period-begin

Current assets:

       Monetary funds                                             61,643,871.99                             112,834,841.39

       Settlement provisions

       Capital lent

       Transaction finance asset

       Notes receivable                                           41,726,691.96                              43,000,217.81

       Accounts receivable                                       195,997,975.62                             161,782,907.79

       Accounts paid in advance                                   31,241,359.31                              14,168,016.74

       Insurance receivable

       Reinsurance receivables

       Contract reserve of reinsurance
receivable

       Interest receivable

       Dividend receivable

       Other receivables                                          14,142,337.92                              11,613,343.77

       Purchase restituted finance asset

       Inventories                                                73,257,926.90                              42,771,061.45

       Non-current asset due within one
year

       Other current assets

Total current assets                                             418,010,163.70                             386,170,388.95

Non-current assets:

       Granted loans and advances

       Finance asset available for sales

       Held-to-maturity investment

       Long-term account receivable


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                                               Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


     Long-term equity investment

     Investment property                                     33,470,488.63                               33,784,177.90

     Fixed assets                                           200,192,721.47                             202,743,248.34

     Construction in progress                                  2,556,437.08                               2,043,356.00

     Engineering material

     Disposal of fixed asset

     Productive biological asset

     Oil and gas asset

     Intangible assets                                       50,280,519.47                               50,538,067.80

     Expense        on    Research       and
Development

     Goodwill

 Long-term expenses to be apportioned                           595,299.95                                  806,724.98

     Deferred income tax asset                                 7,608,968.76                               7,608,968.76

     Other non-current asset

Total non-current asset                                     294,704,435.36                             297,524,543.78

Total assets                                                712,714,599.06                             683,694,932.73

Current liabilities:

     Short-term loans                                       180,210,718.62                             109,694,640.00

     Loan from central bank

     Absorbing deposit and interbank
deposit

     Capital borrowed

     Transaction financial liabilities

     Notes payable                                           27,696,606.87                               34,511,327.39

     Accounts payable                                        26,314,309.05                               48,952,915.87

     Accounts received in advance                              1,435,814.41                                 764,493.92

     Selling     financial     asset      of
repurchase
     Commission           charge         and
commission payable

     Wage payable                                              3,193,791.66                               4,609,188.91

     Taxes payable                                           11,276,689.91                               16,502,523.22

     Interest payable

     Dividend payable

     Other accounts payable                                  16,738,956.52                               23,330,378.41


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                                                  Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


       Reinsurance payables

       Insurance contract reserve

       Security trading of agency

       Security sales of agency

       Non-current liabilities due within 1
year

       Other current liabilities

Total current liabilities                                      266,866,887.04                             238,365,467.72

Non-current liabilities:

       Long-term loans                                         163,418,800.00                             163,718,800.00

       Bonds payable

       Long-term account payable

       Special accounts payable

       Projected liabilities                                      1,429,614.10                               1,429,614.10

  Deferred income tax liabilities

       Other non-current liabilities

Total non-current liabilities                                  164,848,414.10                             165,148,414.10

Total liabilities                                              431,715,301.14                             403,513,881.82

Owner’s equity (or shareholders’
equity):

       Paid-in capital (or share capital)                      283,161,227.00                             283,161,227.00

       Capital public reserve                                  109,496,837.33                             109,496,837.33

       Less: Inventory shares

       Reasonable reserve

       Surplus public reserve                                   77,391,593.25                               77,391,593.25

       Provision of general risk

       Retained profit                                        -189,050,359.66                             -189,868,606.67

       Balance      difference     of   foreign
currency translation
Total owner’s equity attributable to
                                                               280,999,297.92                             280,181,050.91
parent company

Minority interests

Total owner’s equity (or shareholders’
                                                               280,999,297.92                             280,181,050.91
equity)

Total liabilities and owner’s equity(or
                                                               712,714,599.06                             683,694,932.73
shareholders’ equity)
Legal representative: Li Zhongqiu


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                                                         Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


Person in charger of accounting works: Jiang Yanjun
Person in charge of accounting organ: Wu Ai’jie


2. Balance sheet of parent company
Prepared by Shenzhen Zhongheng Huafa Co., Ltd.
                                                                                                                          Unit: RMB

                      Items                           Balance at period-end                     Balance at period-begin

Current assets:

       Monetary funds                                                   10,047,683.16                              10,555,114.25

       Transaction finance asset

       Notes receivable                                                       139,935.89                            1,790,000.00

       Accounts receivable                                              45,131,007.87                              45,179,657.87

       Accounts paid in advance                                          3,776,103.62                               3,576,103.62

       Interest receivable

       Dividend receivable

       Other receivables                                                73,648,314.08                              64,735,528.50

       Inventories                                                             14,806.50                                  14,806.50

       Non-current asset due within one
year

       Other current assets

Total current assets                                                   132,757,851.12                             125,851,210.74

Non-current assets:

       Finance asset available for sales

       Held-to-maturity securities

       Long-term account receivable

       Long-term equity investment                                     184,708,900.00                             184,708,900.00

       Investment property                                              33,470,488.63                              33,784,177.90

       Fixed assets                                                    107,357,981.76                             108,512,126.65

       Construction in progress                                          2,043,356.00                               2,043,356.00

       Engineering material

       Disposal of fixed asset

       Productive biological asset

       Oil and gas asset

       Intangible assets                                                 5,532,092.85                               5,568,329.28

       Expense        on      Research   and
Development



                                                                                                                                 14
                                                 Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


       Goodwill

       Long-term        expenses     to     be
                                                                  504,733.31                                  710,933.33
apportioned

       Deferred income tax asset                                 8,137,647.85                               8,137,647.85

       Other non-current asset

Total non-current asset                                       341,755,200.40                             343,465,471.01

Total assets                                                  474,513,051.52                             469,316,681.75

Current liabilities:

       Short-term loans                                           227,500.00                                  250,000.00

       Transaction financial liabilities

       Notes payable

       Accounts payable                                        11,627,697.44                               11,719,031.31

       Accounts received in advance                               986,549.41                                  332,823.92

       Wage payable                                               667,119.57                                  667,119.57

       Taxes payable                                           12,072,814.95                               11,766,728.78

       Interest payable

       Dividend payable

       Other accounts payable                                  15,225,615.22                               11,143,036.79

       Non-current liabilities due within 1
year

       Other current liabilities

Total current liabilities                                      40,807,296.59                               35,878,740.37

Non-current liabilities:

       Long-term loans                                        163,418,800.00                             163,718,800.00

       Bonds payable

       Long-term account payable

       Special accounts payable

       Projected liabilities                                     1,429,614.10                               1,429,614.10

       Deferred income tax liabilities

       Other non-current liabilities

Total non-current liabilities                                 164,848,414.10                             165,148,414.10

Total liabilities                                             205,655,710.69                             201,027,154.47

Owner’s       equity     (or   shareholders’
equity):

       Paid-in capital (or share capital)                     283,161,227.00                             283,161,227.00




                                                                                                                       15
                                                         Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


     Capital public reserve                                            109,496,837.33                             109,496,837.33

     Less: Inventory shares

     Reasonable reserve

     Surplus public reserve                                             77,391,593.25                              77,391,593.25

     Provision of general risk

     Retained profit                                                  -201,192,316.75                            -201,760,130.30

     Balance    difference     of   foreign
currency translation
Total owner’s equity(or shareholders’
                                                                       268,857,340.83                             268,289,527.28
equity)
Total liabilities and owner’s equity(or
                                                                       474,513,051.52                             469,316,681.75
shareholders’ equity)
Legal representative: Li Zhongqiu
Person in charger of accounting works: Jiang Yanjun
Person in charge of accounting organ: Wu Ai’jie


3. Consolidated Profit Statement
Prepared by Shenzhen Zhongheng Huafa Co., Ltd.
                                                                                                                          Unit: RMB

                  Items                               Amount at this period                      Amount at last period

I. Total operating income                                              154,372,188.50                             214,990,907.87

Including: Operating income                                            154,372,188.50                             214,990,907.87

     Interest income

     Insurance gained

     Commission            charge       and
commission income

II. Total operating cost                                               153,783,651.26                             208,756,579.61

Including: Operating cost                                              134,382,466.54                             188,935,971.87

     Interest expense

     Commission            charge       and
commission expense

     Cash surrender value

     Net    amount      of    expense    of
compensation
     Net amount of withdrawal of
insurance contract reserve

     Bonus expense of guarantee slip

             Reinsurance expense

     Operating tax and extras                                                 664,519.22                                 838,415.68



                                                                                                                                 16
                                                      Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


         Sales expenses                                               2,238,764.11                               1,748,619.61

         Administration expenses                                    10,947,611.34                               10,859,762.08

         Financial expenses                                           5,550,290.05                               5,163,965.42

         Losses of devaluation of asset                                                                          1,209,844.95

         Add: Changing income of fair
value(Loss is listed with “-”)
         Investment income (Loss is listed
with “-”)
         Including: Investment income on
affiliated company and joint venture
         Exchange income (Loss is listed
with “-”)
III. Operating profit         (Loss is listed
                                                                       588,537.24                                6,234,328.26
with “-”)

         Add: Non-operating income                                     570,420.31                                   18,971.59

         Less: Non-operating expense                                     24,341.34                                      20.00

         Including:   Disposal     loss    of
non-current asset
IV. Total Profit       (Loss is listed with
                                                                      1,134,616.21                               6,253,279.85
“-”)

         Less: Income tax                                              316,369.20                                1,524,447.05

V. Net profit (Net loss is listed with “-”)                          818,247.01                                4,728,832.80

Including: Net profit achieved by the
merged party before the merger

         Net profit attributable to owner’s
                                                                       818,247.01                                4,728,832.80
equity of parent company
     Minority shareholders’ gains and
losses

VI. Earnings per share                          --                                   --

i. Basic earnings per share                                                0.0029                                      0.0167

ii. Diluted earnings per share                                             0.0029                                      0.0167

VII. Other consolidated income

VIII. Total consolidated income                                        818,247.01                                4,728,832.80

   Total consolidated income
attributable to owners of parent                                       818,247.01                                4,728,832.80
company

   Total consolidated income
attributable to minority shareholders
Legal representative: Li Zhongqiu
Person in charger of accounting works: Jiang Yanjun


                                                                                                                            17
                                                         Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


Person in charge of accounting organ: Wu Ai’jie


4. Profit statement of parent company
Prepared by Shenzhen Zhongheng Huafa Co., Ltd.
                                                                                                                          Unit: RMB

                      Items                           Amount at this period                      Amount at last period

I. Operating income                                                      9,290,642.73                              12,437,637.38

Less: Operating income                                                   1,213,259.76                               1,950,845.21

         Operating tax and extras                                             649,908.59                                 808,754.72

         Sales expenses

         Administration expenses                                         5,310,912.12                               5,177,251.62

         Financial expenses                                              1,378,451.52                               3,021,998.84

         Losses of devaluation of asset                                                                             1,209,844.95

         Add: Changing income of fair
value(Loss is listed with “-”)

         Investment income (Loss is listed
with “-”)
         Including: Investment income on
affiliated company and joint venture
II. Operating profit          (Loss is listed
                                                                              738,110.74                                 268,942.04
with “-”)

         Add: Non-operating income                                             18,974.00                                  12,339.00

         Less: Non-operating expense                                                                                         20.00

         Including:    Disposal     loss   of
non-current asset
III. Total Profit      (Loss is listed with
                                                                              757,084.74                                 281,261.04
“-”)

         Less: Income tax                                                     189,271.19                                  70,320.26

IV. Net profit (Net loss is listed with
                                                                              567,813.55                                 210,940.78
“-”)

V. Earnings per share                           --                                         --

i. Basic earnings per share                                                       0.002                                     0.0007

ii. Diluted earnings per share                                                    0.002                                     0.0007

VI. Other consolidated income

VII. Total consolidated income                                                567,813.55                                 210,940.78
Legal representative: Li Zhongqiu
Person in charger of accounting works: Jiang Yanjun
Person in charge of accounting organ: Wu Ai’jie




                                                                                                                                 18
                                                      Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


5. Consolidated cash flow statement
Prepared by Shenzhen Zhongheng Huafa Co., Ltd.
                                                                                                                      Unit: RMB

                   Items                           Amount at this period                      Amount at last period

I. Cash flows arising from operating
activities:
       Cash    received         from    selling
commodities       and     providing       labor                      98,409,713.17                             181,805,841.22
services
       Net increase of customer deposit
and interbank deposit
       Net increase of loan from central
bank
       Net increase of capital borrowed
from other financial institution
       Cash    received        from    original
insurance contract fee
       Net cash received from reinsurance
business
       Insured savings and net increase of
investment
       Net    increase    of     disposal    of
transaction financial asset
       Cash    received        from    interest,
 commission charge and commission

       Net increase of capital borrowed

       Net increase of returned business
capital

       Write-back of tax received                                                                                4,573,164.35

       Other cash received concerning
                                                                      5,680,914.86                               7,445,859.45
operating activities
        Subtotal of cash inflow arising
                                                                    104,090,628.03                             193,824,865.02
from operating activities
       Cash     paid      for      purchasing
commodities       and     receiving       labor                     137,598,899.95                             242,631,332.16
service
       Net increase of customer loans and
advances
       Net increase of deposits in central
bank and interbank

       Cash paid for original insurance
contract compensation



                                                                                                                            19
                                                  Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


       Cash paid for interest, commission
charge and commission
       Cash paid for bonus of guarantee
slip

       Cash paid to/for staff and workers                       12,732,300.18                               12,426,383.59

       Taxes paid                                                 3,047,232.17                               1,853,723.56

       Other     cash     paid      concerning
                                                                21,724,089.21                               27,073,521.53
operating activities
       Subtotal of cash outflow arising
                                                               175,102,521.51                             283,984,960.84
from operating activities
       Net     cash    flows     arising   from
                                                                -71,011,893.48                             -90,160,095.82
operating activities
II. Cash flows arising from investing
activities:
       Cash received from recovering
investment
       Cash received from investment
income
       Net cash received from disposal of
fixed, intangible and other long-term
assets
       Net cash received from disposal of
subsidiaries and other units
       Other cash received concerning
investing activities
       Subtotal of cash inflow from
investing activities
       Cash paid for purchasing fixed,
                                                                  1,736,681.20                                 457,566.69
intangible and other long-term assets

       Cash paid for investment

       Net increase of mortgaged loans

       Net      cash      received         from
subsidiaries and other units
       Other     cash     paid      concerning
investing activities
       Subtotal of cash outflow from
                                                                  1,736,681.20                                 457,566.69
investing activities
       Net     cash    flows     arising   from
                                                                 -1,736,681.20                                -457,566.69
investing activities
III. Cash flows arising from financing
activities

       Cash received from absorbing



                                                                                                                        20
                                                         Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


investment
      Including: Cash received from
absorbing       minority          shareholders’
investment by subsidiaries

      Cash received from loans                                          85,847,355.46                             124,421,788.40

      Cash received from issuing bonds

      Other cash received concerning
financing activities
      Subtotal of cash inflow from
                                                                        85,847,355.46                             124,421,788.40
financing activities

      Cash paid for settling debts                                      44,791,034.20                              83,505,724.65

      Cash paid for dividend and profit
                                                                         5,856,935.51                               4,923,449.09
distributing or interest paying
      Including: Dividend and profit of
minority       shareholder           paid       by
subsidiaries
      Other     cash       paid      concerning
financing activities
      Subtotal of cash outflow from
                                                                        50,647,969.71                              88,429,173.74
financing activities
      Net     cash    flows       arising    from
                                                                        35,199,385.75                              35,992,614.66
financing activities
IV. Influence on cash due to fluctuation
                                                                          -978,113.21                                    -74,570.61
in exchange rate
V. Net increase of cash and cash
                                                                       -38,527,302.14                             -54,699,618.46
equivalents
      Add: Balance of cash and cash
                                                                       100,248,503.42
equivalents at the period -begin
VI.    Balance       of    cash      and      cash
                                                                        61,721,201.28                             -54,699,618.46
equivalents at the period -end
Legal representative: Li Zhongqiu
Person in charger of accounting works: Jiang Yanjun
Person in charge of accounting organ: Wu Ai’jie


6. Cash flow statement of parent company
Prepared by Shenzhen Zhongheng Huafa Co., Ltd.
                                                                                                                         Unit: RMB

                      Items                           Amount at this period                      Amount at last period

I. Cash flows arising from operating
activities:

      Cash      received      from          selling
commodities          and   providing         labor                       7,535,732.33                               9,763,542.25
services


                                                                                                                                 21
                                                    Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


     Write-back of tax received

     Other cash received concerning
                                                                  12,270,914.86                                5,583,804.31
operating activities
         Subtotal of cash inflow arising
                                                                  19,806,647.19                               15,347,346.56
from operating activities
     Cash       paid       for       purchasing
commodities          and    receiving       labor
service

     Cash paid to/for staff and workers                             1,216,260.84                               1,580,385.10

     Taxes paid                                                     1,587,054.19                               1,669,741.65

     Other      cash       paid      concerning
                                                                  13,724,089.21                                5,662,476.76
operating activities
     Subtotal of cash outflow arising
                                                                  16,527,404.24                                8,912,603.51
from operating activities
     Net      cash    flows       arising   from
                                                                    3,279,242.95                               6,434,743.05
operating activities
II. Cash flows arising from investing
activities:
     Cash received from recovering
investment
     Cash received from investment
income
     Net cash received from disposal of
fixed, intangible and other long-term
assets
     Net cash received from disposal of
subsidiaries and other units
     Other cash received concerning
investing activities
     Subtotal of cash inflow from
investing activities
     Cash paid for purchasing fixed,
                                                                     277,629.50                                    7,450.00
intangible and other long-term assets

     Cash paid for investment

     Net       cash        received         from
subsidiaries and other units
     Other      cash       paid      concerning
investing activities
     Subtotal of cash outflow from
                                                                     277,629.50                                    7,450.00
investing activities
     Net      cash    flows       arising   from
                                                                     -277,629.50                                  -7,450.00
investing activities



                                                                                                                          22
                                                           Shenzhen Zhongheng Huafa Co., Ltd. First Quarterly Report 2013(Full-Text)


III. Cash flows arising from financing
activities
      Cash received from absorbing
investment

      Cash received from loans

      Cash received from issuing bonds

      Other cash received concerning
financing activities

Subtotal of cash outflow from financing
activities

      Cash paid for settling debts                                          322,500.00                                6,115,200.00

      Cash paid for dividend and profit
                                                                           3,185,424.40                               3,073,346.60
distributing or interest paying
      Other     cash      paid      concerning
financing activities
      Subtotal of cash outflow from
                                                                           3,507,924.40                               9,188,546.60
financing activities
      Net     cash   flows       arising   from
                                                                          -3,507,924.40                              -9,188,546.60
financing activities
IV. Influence on cash due to fluctuation
                                                                              -1,120.14                                     496.24
in exchange rate
V. Net increase of cash and cash
                                                                            -507,431.09                              -2,760,757.31
equivalents
      Add: Balance of cash and cash
                                                                         10,555,114.25
equivalents at the period -begin
VI.    Balance       of   cash      and    cash
                                                                         10,047,683.16                               -2,760,757.31
equivalents at the period -end
Legal representative: Li Zhongqiu
Person in charger of accounting works: Jiang Yanjun
Person in charge of accounting organ: Wu Ai’jie


II. Audit report

Whether the 1st quarterly report has been audited or not
□Yes √ No




                                                                                                 Board of Directors of
                                                                                    Shenzhen Zhongheng Huafa Co., Ltd.


                                                                                                                April 24, 2013


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