Abstract of the Semi-Annual Report 2012-Chiwan Wharf Stock code: 000022/200022 Abbreviation of the stock: Chiwan A/Chiwan B Announcement serial No.2012-032 SHENZHEN CHIWAN WHARF HOLDINGS LIMITED Abstract of the Semi-Annual Report For the Six Months Ended 30 June 2012 I. Important Notes (I) The Board of Directors, the Supervisory Committee as well as the directors, supervisors and senior management staff of Shenzhen Chiwan Wharf Holdings Limited (hereinafter referred to as “the Company”) hereby confirm that there exists no omission, misstatement, or misleading information in this report, and accept, individually and collectively, the responsibility for the factuality, accuracy and completeness of the contents of this report. The report is abstracted from the semi-annual report 2012, which is published on the internet website http://www.cninfo.com.cn in the mean time. The investors are suggested to read the full text of the Semi-Annual Report 2012 to understand more details. (II) All directors, supervisors and senior management staff agreed to and guaranteed the correctness, accuracy and completeness of the contents of the Semi-Annual Report. (III) This Semi-Annual Report has been reviewed and approved by the Fourth session of the Seventh Board of Directors of the Company. (IV) Due to business reasons, Director Mr.Yuan Yuhui and Director & Executive Vice GM Mr. Zhang Ning did not attend the meeting and have given their consent to the full contents of this semi-annual report and appointed Director Mr. Tian Junyan and Director Mr. Fan Zhaoping respectively as their proxies to attend and speak at the meeting on their behalf. (V) The Financial Report enclosed in the Semi-Annual Report 2012 of the Company has not been audited by a CPAs firm. (VI) Chairman of the Board Mr. Zheng Shaoping, as well as Chief Financial Officer of the Company Mr. Zhang Jianguo and Financial Manager Ms. Ma Zhihong hereby confirm that the financial report contained herein is true and complete. (VII) The Semi-Annual Report is written in both Chinese and English. In case of any discrepancy between the two versions, the Chinese version shall prevail. II. Company Profile (I) Basic information A-share code 000022 B-share code 200022 A-share abbreviation Chiwan A B-share abbreviation Chiwan B Stock exchange listed with Shenzhen Stock Exchange Company Secretary Securities Affairs Representative Name Ms. Bu Dan Ms. Hu Jingjing Address 8/F., Chiwan Petroleum Building, Shenzhen, PRC Tel 0755-26694222 0755-26694222 Fax 0755-26684117 0755-26684117 E-mail cwh@cndi.com cwh@cndi.com 1 Abstract of the Semi-Annual Report 2012-Chiwan Wharf (II) Financial highlights 1. Major accounting data Any retrospective adjustment in previous financial statements? □ Yes √ No As at 30 Jun. 2012 As at 31 Dec. 2011 +/- (%) Total assets (Yuan) 6,980,962,668 6,540,228,435 6.74% Total equity attributable to equity holders of 3,432,061,493 3,467,796,751 -1.03% the Company (Yuan) Share capital (share) 644,763,730 644,763,730 0.00% Net assets per share attributable to equity 5.323 5.378 -1.02% holders of the Company (Yuan/share) Asset-liability ratio (%) 40.58% 37.22% 3.36% Jan.-Jun. 2012 Jan.-Jun. 2011 +/- (%) Revenue (Yuan) 854,104,190 844,983,574 1.08% Operating profit (Yuan) 365,218,883 403,107,347 -9.40% Total profit (Yuan) 368,527,624 403,297,147 -8.62% Net profit attributable to equity holders of the 222,035,234 258,357,428 -14.06% Company (Yuan) Net profit attributable to equity holders of the Company after extraordinary gains and losses 219,634,546 258,193,085 -14.93% (Yuan) Basic earnings per share (Yuan/share) 0.344 0.401 -14.21% Diluted earnings per share (Yuan/share) 0.344 0.401 -14.21% Weighted average return on net assets (%) 6.24% 7.78% -1.54% Weighted average return on net assets 6.17% 7.78% -1.61% after extraordinary gains and losses (%) Net cash flow from operating activities 348,987,301 301,380,845 15.80% (Yuan) Net cash flow per share arising from 0.541 0.467 15.85% operating activities (Yuan/share) 2. Items and amounts of extraordinary gains and losses √Applicable □Inapplicable Items Amount Note (if applicable) Net gains on disposal of non-current assets 1,098,272 Government grants in current year profit 411,252 Other non-operating income/ (expense), net 1,799,217 Minority interests effects (after tax) (716,299) Tax effects (191,754) Total 2,400,688 -- 3. Net profit and net asset differences between financial reports disclosed according to the international and Chinese accounting standards respectively □Applicable √Inapplicable 4. Net profit and net asset differences between financial reports disclosed according to the overseas and Chinese accounting standards respectively □Applicable √Inapplicable 2 Abstract of the Semi-Annual Report 2012-Chiwan Wharf III. Changes in Share Capital and Particulars about Shareholders (I) Changes in share capital √Applicable □Inapplicable Before the change Increase (+)/ decrease (-) After the change Issue of Percentage Bonus Reserves Percentage Number additional Other Sub-total Number (%) issue to stocks (%) shares 1.Shares subject to trading 754,504 0.12% -50,852 -50,852 703,652 0.11% moratorium a. State-owned shares b. State-owned legal person shares c. Other domestic shares Including: Shares held by domestic legal persons Shares held by domestic individuals d. Shares held by overseas shareholders Including: Shares held by overseas legal persons Shares held by overseas individuals e. Shares held by senior 754,504 0.12% -50,852 -50,852 703,652 0.11% management staff 2. Shares not subject to 644,009,226 99.88% 50,852 50,852 644,060,078 99.89% trading moratorium a. Ordinary shares 464,789,805 72.09% 0 0 464,789,805 72.09% denominated in RMB b. Domestically listed 179,219,421 27.79% 50,852 50,852 179,270,273 27.79% foreign shares c. Overseas listed foreign shares d. Others 3.Total shares 644,763,730 100% 644,763,730 100% ※ Restricted shares held by some senior management staff changed because the trading moratorium on them was lifted as these management staff retired. (II) Top ten shareholders and top ten shareholders holding shares not subject to trading moratorium 37,751 at the end of the reporting period, among which 28,999 are shareholders of Total number of shareholders A shares and 8,752 are shareholders of B shares Shareholdings of top ten shareholders (all being shareholders holding shares not subject to trading moratorium) Nature of Shares no Shares Type of shareholder Shareho Shares subject to subject to shares (holder of lding pledged Name of shareholder (full name) trading trading (A, B, H A shares or percenta or frozen moratorium moratorium or other holder of B ge (share) (share) (share) shares) shares) Holder of CHINA NANSHAN DEVELOPMENT (GROUP) INC. 57.52% 370,878,000 0 0 A shares A shares Holder of KEEN FIELD ENTERPRISES LIMITED 8.31% 53,567,385 0 N/A B shares B shares CMBLSA RE FTIF TEMPLETON ASIAN GRW FD GTI Holder of 7.43% 47,914,954 0 N/A B shares 5496 B shares Holder of GOVERNMENT OF SINGAPORE INV. CORP.- A/C "C" 0.92% 5,951,444 0 N/A B shares B shares 3 Abstract of the Semi-Annual Report 2012-Chiwan Wharf Holder of ICBC-BOSERA SELECTION STOCK FUND 0.63% 4,079,823 0 N/A A shares A shares Holder of EMPLOYEES PROVIDENT FUND 0.55% 3,576,266 0 N/A B shares B shares Holder of OMERS ADMINISTRATION CORPORATION(SC03) 0.5% 3,238,309 0 N/A B shares B shares Holder of TEMPLETON CANADA EMERGING MKTS FUND 0.41% 2,671,924 0 N/A B shares B shares Holder of TEMPLETON ASIAN GROWTH FUND 0.41% 2,648,652 0 N/A B shares B shares FTIF-TEMPLETON EMERGING MKT SMALLER Holder of 0.39% 2,522,279 0 N/A B shares COMPANIES FUND B shares Except Keen Field Enterprises Limited, China Nanshan Development (Gro up) Inc. (hereinafter referred to as “CND”) does not have any relations wit Explanation on associated relationship among the top ten shareholders: h the shareholders holding shares not subject to trading moratorium. The C ompany does not know if there are any inter-relations among other shareholders holding shares not subject to trading moratorium. (III) Change of the controlling shareholder and the actual controller □Applicable √Inapplicable IV. Particulars about Directors, Supervisors and Senior Management Shareholding changes of directors, supervisors and senior management Number of Number of Number of Number of Number of Reaso shares shares shares shares Shares subject to stock options n for Name Title held at increased in decreased in held at trading moratorium held at chang year-begin reporting reporting period-end (share) period-end es (share) period (share) period (share) (share) (share) Zheng Chairman of Uncha 212,652 0 0 212,652 159,489 0 Shaoping the Board nged Uncha Wang Fen Director 82,632 0 0 82,632 61,974 0 nged Uncha Fan Zhaoping Director 53,877 0 0 53,877 40,407 0 nged Uncha Yuan Yuhui Director 14,040 0 0 14,040 10,530 0 nged Director& Deputy Uncha Zhang Ning 146,991 0 0 146,991 110,243 0 General nged Manager Zhao Uncha Supervisor 64,954 0 0 64,954 48,716 0 Chaoxiong nged Uncha Ni Keqin Supervisor 38,772 0 0 38,772 29,079 0 nged Deputy Uncha Qu Jiandong General 127,254 0 0 127,254 95,440 0 nged Manager Deputy Uncha Zhao Qiang General 15,103 0 0 15,103 11,327 0 nged Manager Deputy Zhang General Uncha 98,782 0 0 98,782 74,087 0 Jianguo Manager, nged CFO Deputy Xiong Uncha General 83,147 0 0 83,147 62,360 0 Haiming nged Manager 4 Abstract of the Semi-Annual Report 2012-Chiwan Wharf V. Report of the Board of Directors (I) Core businesses in different industries and products Unit: Yuan Core businesses in different industries YoY +/- of YoY +/- of Operating profit YoY +/- of Business Revenue Operating cost operating Operating margin (%) revenue cost profit margin Cargo handling 797,795,156 359,229,748 54.97% 0.94% 7.24% -4.60% (II) Core businesses in different areas Unit: Yuan Area Operating revenue +/- YOY Mainland PRC 850,895,987 1.04% Hong Kong 3,208,203 12.02% (III) Reasons for any significant change in main business and its structure □Applicable √Inapplicable (IV) Reasons for any significant change in profitability of main business (gross profit rate) compared with that in the last year □Applicable √Inapplicable (V) Analysis on reasons of significant changes in profit breakdown compared with the last year □Applicable √Inapplicable (VI) Particulars about utilization of the raised funds 1. Utilization of the raised funds √Applicable □Inapplicable Unit: ’000 Yuan Total raised funds 500,000 Raised funds input in the reporting period 500,000 Accumulative input raised funds 500,000 Raised funds with changed use in the reporting 0 period Accumulative raised funds with changed use 0 Proportion of accumulative raised funds with 0% changed use General utilization of the raised funds The raised funds have been used for repaying bank loans and supplementing working capital. 2. Change of projects invested with raised funds □Applicable √Inapplicable (VII) Revision of the Board of Directors’ business plan for the second half of the year □Applicable √Inapplicable 5 Abstract of the Semi-Annual Report 2012-Chiwan Wharf (VIII) Business performance estimate for Jan.-Sept. 2012 Warnings of estimated possible losses or major changes of the accumulative net profit achieved during the period from the beginning of the year to the end of the next reporting period compared with the same period of last year, as well as the reasons □Applicable √Inapplicable (IX) Explanation of the Board of Directors on “Non-standard Auditing Report” issued by the CPA firm for the reporting period □Applicable √Inapplicable (X) Explanation of the Board of Directors on changes and solutions of the issues involved in the “Non-standard Auditing Report” issued by the CPA firm for last year □Applicable √Inapplicable VI. Significant Events (I) Purchase, sales and reorganization of assets 1. Purchase of assets □Applicable √Inapplicable 2. Sale of assets □Applicable √Inapplicable 3. Status of acquisition, sale or reorganization of assets since relevant announcements were released and the influence on business and finance □Applicable √Inapplicable (II) Guarantees √Applicable □Inapplicable Unit: ’000 Yuan External guarantee the Company provided (excluding the guarantee for subsidiaries) Disclosure Actual Actual Guarantee date of Amount for occurrence date Type of Period of Executed Guaranteed party guarantee for a related relevant guarantee (date of guarantee guarantee or not amount party or not announcement agreement) Total external guarantee line Total actual occurred amount approved during the reporting 0 of external guarantee during 0 period(A1) the reporting period(A2) Total external guarantee line that has Total actual external guarantee been approved at the end of the 0 balance at the end of the 0 reporting period(A3) reporting period(A4) Guarantee for the subsidiaries of the Company Disclosure Actual Actual Guarantee date of Amount for occurrence date Type of Period of Executed Guaranteed party guarantee for a related relevant guarantee (date of guarantee guarantee or not amount party or not announcement agreement) Dongguan Chiwan 21 Oct. Wharf Company 22 Jul. 2011 200,000 21 Oct. 2011 95,000 Guarantee 2011-20 Oct. No No Limited 2016 Dongguan Chiwan 9 Feb. Wharf Company 22 Jul. 2011 200,000 9 Feb. 2012 100,000 Guarantee 2012-8 Feb. No No Limited 2017 Total guarantee line approved for the Total actual occurred amount subsidiaries during the reporting 200,000 of guarantee for the 100,000 period subsidiaries during the 6 Abstract of the Semi-Annual Report 2012-Chiwan Wharf (B1) reporting period(B2) Total guarantee line that has been Total actual guarantee balance approved for the subsidiaries at the 1,000,000 for the subsidiaries at the end 195,000 end of the reporting period(B3) of the reporting period(B4) Total guarantee amount of the Company (including the guarantee for the subsidiaries) Total actual occurred amount Total guarantee line approved during 200,000 of guarantee during the 100,000 the reporting period(A1+B1) reporting period(A2+B2) Total guarantee line that has been Total actual guarantee balance approved at the end of the reporting 1,000,000 at the end of the reporting 195,000 period period(A4+B4) (A3+B3) Proportion of total guarantee amount (A4+B4) to the net assets of 5.68% the Company Of which: Amount of guarantee for shareholders, actual controller and related 0 parties(C) Amount of debt guarantee provided for the guaranteed party whose 0 asset-liability ratio is not less than 70% directly or indirectly(D) Part of the amount of the total guarantee over 50% of net assets(E) 0 Total amount of the above three guarantees(C+D+E) 0 Explanation on possible bearing joint responsibility of liquidation The subsidiaries use the credit lines and take the responsibility of due to immature guarantee repayment, and the Company takes the joint responsibility. Explanation on provision of guarantees for external parties in N/A violation of the prescribed procedure (III) Non-operating credits and liabilities with related parties √Applicable □Inapplicable Unit: ’000 Yuan Lending funds to related parties Borrowing funds from related parties Related parties Trading amount Balance Trading amount Balance China Merchants Bank Co., Ltd. 592,580.86 60,066.58 0 0 Total 592,580.86 60,066.58 0 0 The Company did not provide any funds to controlling shareholder and its subsidiaries during the reporting period with the balance being zero. (IV) Significant litigations and arbitrations □Applicable √Inapplicable (V) Other significant events, as well as their influence and solutions 1. Securities investment □Applicable √Inapplicable 2. Equity of other listed companies held by the Company √Applicable □Inapplicable Unit: Yuan Gains/ Changes in Shareholdin Initial Book value (losses) owners’ Stock Short name of the g percentage Accounting investment at in equity during Source of Shares code stock in the listed Title amount period-end reporting reporting company period period Legal person shares Available-for-s JiangSu with trading rights 600377 1,120,000 0.02% 5,870,000 - 135,000 ale financial Expressway obtained through a assets stock right split reform Shenzhen Long-term 400032 Petrochemical 3,500,000 0.26% 382,200 - - equity Legal person shares Industry (Group) investment 7 Abstract of the Semi-Annual Report 2012-Chiwan Wharf Co., Ltd. Guangdong Long-term 400009 Guang Jian Group 27,500 0.02% 17,000 - - equity Legal person shares Limited Company investment Total 4,647,500 -- 6,269,200 - 135,000 -- -- 3. Non-operational capital occupied by the principal shareholder and subsidiary enterprises and progress in clearing debt □Applicable √Inapplicable The accountability plan put forward by the Board of Directors when the Company had not completed collecting the capital occupied for non-operating purposes by the end of the reporting period □Applicable √Inapplicable 4. Fulfillment of commitments Commitments made by the Company, its directors, supervisors, senior management, shareholders holding more than 5% shares of the Company, actual controller or any other relevant party in this reporting period, or such commitments carried down into this reporting period □Applicable √Inapplicable 5. Pre-plan of the Board of Directors for profit distribution or turning capital reserves into share capital □Applicable √Inapplicable 6. Other comprehensive income Unit: Yuan Items This reporting period Same period of last year 1. Gain/(loss) arising from available-for-sale financial assets 180,000 (1,230,000) Less: Income tax relating to available-for-sale financial assets (45,000) 295,200 Net amount transferred into profit and loss in the current period that - - recognized into other comprehensive income in prior period Subtotal 135,000 (934,800) 2. Attributable share measured at equity method in other comprehensive income of the invested entity Less: Effects of income tax generating from Attributable share measured at equity method in other comprehensive income of the invested entity Net amount transferred into profit and loss in the current period that was recorded into other comprehensive income in previous period Subtotal 3. Gain/(loss) arising from effective hedging portion of cash flow hedging instruments Less: Income tax relating to cash flow hedging instruments Net amount transferred into profit and loss in the current period that was recorded into other comprehensive income in previous period The adjustment value that is the converted initial recognition amount of arbitrage project Subtotal 4. Exchange differences arising from translating foreign operations Less: Net amount of disposal of foreign operations that is transferred into profit and loss in the current period Subtotal 5. Other Less: Effects of income tax generating from other recorded into other comprehensive income Net amount transferred into profit and loss in the current period that was recorded into other comprehensive income in previous period Subtotal Total 135,000 (934,800) (VI) Particulars about researches, visits and interviews received in this reporting period 8 Abstract of the Semi-Annual Report 2012-Chiwan Wharf Main discussion and Time of Place of Way of Type of Visitor materials provided reception reception reception visitor by the Company 30 Jan. 2012 Merrill Lynch (Asia Pacific) Ltd. China International Fund Management Co., Ltd., Alliance Bernstein Holding L.P., Cambiar 17 May 2012 Investors, Samsung Asset Shenzhen Management (Hong Kong) Limited, Basic information of Harvest Global Investments Ltd., operations and CLSA Asia-Pacific Markets investments of the Standard Chartered Bank (Hong Company and the 18 May 2012 One-on-one institutional Kong) Limited, Alliance bernstein financial status of meeting investor (singapore) ltd. the Company First State Investments, H.R.L. Morrison & Co Capital Management, Information Graeme Thomson Merricks Capital, provided: Brochure Nuveen Asset Management, BEA of the Company 11 Jun. 2012 Hongkong Union Investment Management Limited , Daiwa Asset Management Hong Kong Limited, Turiya Advisors Asia, Heqi Investment, Janchor Partners Limited VII. Financial Report (I) Audit opinion Has this interim report been audited? □ Yes √ No (II) Financial statements Consolidated statements or not? √ Yes □ No 1. Consolidated balance sheet Prepared by Shenzhen Chiwan Wharf Holdings Limited Unit: Yuan Items Note(s) 30 June 2012 31 December 2011 Current assets: Cash at bank and on hand 790,131,255 478,788,943 Settlement reserve 0 0 Dismantle fund 0 0 Transaction financial asset 0 0 Notes receivable 1,700,000 0 Accounts receivable 235,817,902 230,797,003 Advances to suppliers 5,698,872 3,497,668 Premiums receivable 0 0 9 Abstract of the Semi-Annual Report 2012-Chiwan Wharf Reinsurance premiums 0 0 receivable Receivable reinsurance 0 0 contract reserves Interest receivable 576,788 51,667 Dividends receivable 0 0 Other receivables 15,162,962 11,833,877 Buying back the sale of 0 0 financial assets Inventories 23,170,684 23,500,358 Non-current assets due within 1 0 0 year Other current assets 1,003,913 1,003,913 Total current assets 1,073,262,376 749,473,429 Non-current assets: Loans and advance 0 0 Available-for-sale financial 5,870,000 5,690,000 assets Held to maturity investments 0 0 Long-term receivables 0 0 Long-term equity investments 1,476,552,028 1,436,856,420 Investment properties 34,071,352 34,679,229 Fixed assets 2,568,430,962 2,482,077,688 Construction in progress 524,825,660 517,818,144 Engineering material 0 0 Disposal of fixed assets 0 0 Production biological assets 0 0 Oil-gas assets 0 0 Intangible assets 1,020,478,476 1,038,926,892 Production biological assets 0 0 Goodwill 10,858,898 10,858,898 Long-term prepaid expenses 60,829,394 62,488,532 Deferred tax assets 56,592,308 59,250,919 Other non-current assets 149,191,214 142,108,284 Total non-current assets 5,907,700,292 5,790,755,006 Total assets 6,980,962,668 6,540,228,435 10 Abstract of the Semi-Annual Report 2012-Chiwan Wharf Current liabilities: Short-term borrowings 1,104,030,000 1,418,830,000 Borrowing from Central Bank 0 0 Deposits and sue to banks and 0 0 other financial institutions Call loan received 0 0 Transaction financial liabilities 0 0 Notes payable 2,180,143 8,704,900 Accounts payable 74,755,527 160,112,954 Advances from customers 6,106,710 5,045,311 Financial assets sold for 0 0 repurchase Handling charges and 0 0 commissions payable Employee benefits payable 42,619,933 55,945,867 Taxes payable 78,374,151 121,781,050 Interests payable 6,091,942 1,637,790 Dividends payable 623,066,943 365,161,451 Other payables 58,710,176 50,809,293 Reinsurance premiums payable 0 0 Insurance contract reserves 0 0 Money received for acting 0 0 trading of securities Money paid for acting 0 0 underwriting of securities Current portion of non-current 29,734,456 14,951,750 liabilities Other current liabilities 0 0 Total current liabilities 2,025,669,981 2,202,980,366 Non-current liabilities: Long-term borrowings 170,000,000 90,000,000 Bonds payable 496,142,466 0 Long-term payables 0 0 Special payable 83,901,108 81,790,541 Accrued liabilities 0 0 Deferred tax liabilities 1,187,500 1,142,500 11 Abstract of the Semi-Annual Report 2012-Chiwan Wharf Other non-current liabilities 56,128,848 58,250,957 Total non-current liabilities 807,359,922 231,183,998 Total liabilities 2,833,029,903 2,434,164,364 Owner’s equity: Share capital 644,763,730 644,763,730 Capital surplus 166,361,055 166,226,055 Less: Treasury stock 0 0 Appropriative reserve 0 0 Surplus reserves 464,704,268 421,692,405 Provisions for general risks 0 0 Undistributed profits 2,169,839,880 2,248,722,001 Foreign exchange translation -13,607,440 -13,607,440 differences Total equity attributable to equity 3,432,061,493 3,467,796,751 holders of the Company Minority interests 715,871,272 638,267,320 Total owners' equity 4,147,932,765 4,106,064,071 Total liabilities and owner’s 6,980,962,668 6,540,228,435 equity 2. Balance sheet of the Company Unit: Yuan Items Note(s) 30 June 2012 31 December 2011 Current assets: Cash at bank and on hand 524,294,556 187,090,694 Transaction financial asset 0 0 Notes receivable 0 0 Accounts receivable 27,399,639 16,623,725 Advances to suppliers 1,174,504 1,210,724 Interest receivable 978,651 206,151 Dividends receivable 487,148,749 529,289,881 Other receivables 276,871,104 243,256,537 Inventories 1,138,048 922,921 Non-current assets due within 0 0 1 year Other current assets 0 0 Total current assets 1,319,005,251 978,600,633 12 Abstract of the Semi-Annual Report 2012-Chiwan Wharf Non-current assets: Available-for-sale financial 5,870,000 5,690,000 assets Held to maturity investments 0 0 Long-term receivables 11,004,304 11,004,304 Long-term equity investments 2,016,694,745 2,002,116,574 Investment properties 26,067,446 26,547,149 Fixed assets 150,658,965 156,481,155 Construction in progress 614,894 614,894 Engineering material 0 0 Disposal of fixed assets 0 0 Production biological assets 0 0 Oil-gas assets 0 0 Intangible assets 63,966,597 65,552,356 Production biological assets 0 0 Goodwill 0 0 Long-term prepaid expenses 5,740,235 5,770,046 Deferred tax assets 30,277,687 29,709,461 Other non-current assets 0 0 Total non-current assets 2,310,894,873 2,303,485,939 Total assets 3,629,900,124 3,282,086,572 Current liabilities: Short-term borrowings 334,530,000 584,530,000 Transaction financial liabilities 0 0 Notes payable 2,180,143 7,493,900 Accounts payable 12,366,569 12,225,607 Advances from customers 4,025,361 3,907,291 Employee benefits payable 34,453,595 31,818,160 Taxes payable 1,282,311 1,392,629 Interests payable 8,023,787 2,361,250 Dividends payable 257,905,492 0 Other payables 850,444,424 749,075,206 Current portion of non-current 0 0 liabilities Other current liabilities 0 0 13 Abstract of the Semi-Annual Report 2012-Chiwan Wharf Total current liabilities 1,505,211,682 1,392,804,043 Non-current liabilities: Long-term borrowings 0 0 Bonds payable 496,142,466 0 Long-term payables 0 0 Specific payables 0 0 Accrued liabilities 0 0 Deferred tax liabilities 1,187,500 1,142,500 Other non-current liabilities 0 0 Total non-current liabilities 497,329,966 1,142,500 Total liabilities 2,002,541,648 1,393,946,543 Owner’s equity: Share capital 644,763,730 644,763,730 Capital surplus 153,573,328 153,438,328 Less: Treasury stock 0 0 Appropriative reserve 0 0 Surplus reserve 464,704,268 421,692,405 Undistributed profits 364,317,150 668,245,566 Foreign exchange translation 0 0 differences Total owners' equity 1,627,358,476 1,888,140,029 Total liabilities and owner’s 3,629,900,124 3,282,086,572 equity 3. Consolidated income statement Unit: Yuan Items Note(s) Jan.-Jun. 2012 Jan.-Jun. 2011 I. Revenue 854,104,190 844,983,574 Including: Operating income 854,104,190 844,983,574 Interest income 0 0 Premium income 0 0 Handling charges 0 0 and commission income II. Total cost of sales 528,580,915 500,320,424 Including: Cost of sales 384,494,159 359,809,074 Interests expenses 0 0 Handling charges and 0 0 14 Abstract of the Semi-Annual Report 2012-Chiwan Wharf commission expenses Cash surrender value 0 0 Net amount of claims 0 0 Net amount of withdrawn from the insurance 0 0 contract reserve Expenditure on policy 0 0 dividends Reinsurance premium 0 0 Tax and levies on 34,220,412 34,992,446 operations Selling and distribution 0 0 expenses General and 74,188,318 76,912,960 administrative expenses Finance 35,678,026 28,605,944 income/(expenses) - net Asset impairment 0 0 reversals/(losses) Add: Gain/(loss) from change 0 0 in fair value (“-” means loss) Investment income(“-” 39,695,608 58,444,197 means loss) Including: share of 39,695,608 58,084,197 results of associates Foreign exchange 0 0 difference (“-” means loss) III. Operating profit (“-” means loss) 365,218,883 403,107,347 Add: non-operating income 3,503,559 287,103 Less: non-operating expenses 194,818 97,303 Including: Loss on 104,100 67,124 disposals of non-current assets IV. Total profit (“-” means loss) 368,527,624 403,297,147 Less: Income tax (expenses)/ 68,888,438 66,792,459 income V. Net profit (“-” means loss) 299,639,186 336,504,688 Including: Net profit attributable 0 0 to the merged party before business 15 Abstract of the Semi-Annual Report 2012-Chiwan Wharf combination Attributable to equity 222,035,234 258,357,428 holders of the Company Minority interest 77,603,952 78,147,260 VI. Earnings per share(attributable to equity holders of the -- -- Company) (I) Basic earnings per share 0.344 0.401 (II) Diluted earnings per share 0.344 0.401 Ⅶ.Other comprehensive income 135,000 -934,800 Ⅷ.Total comprehensive income 299,774,186 335,569,888 Attributable to equity holders 222,170,234 257,422,628 of the company Minority interest 77,603,952 78,147,260 4. Income statement of the Company Unit: Yuan Items Note(s) Jan.-Jun. 2012 Jan.-Jun. 2011 I. Revenue 108,222,494 93,475,369 Less: Cost of sales 69,009,886 62,270,145 Tax and levies on 4,455,600 3,935,057 operations Selling and distribution 0 0 expenses General and administrative 30,696,327 34,237,253 expenses Finance income/(expenses) 25,360,143 19,525,431 - net Asset impairment 0 0 reversals/(losses) Add: Gain/(loss) from change 0 0 in fair value (“-” means loss) Investment income (“-” 17,255,283 24,181,344 means loss) Including: share of results 14,578,171 15,614,034 of associates II. Operating profit (“-” means loss) -4,044,179 -2,311,173 Add: non-operating income 29,431 209,757 Less: non-operating expenses 0 23,195 16 Abstract of the Semi-Annual Report 2012-Chiwan Wharf Including: Loss on disposals of 0 23,175 non-current assets III. Total profit (“-” means loss) -4,014,748 -2,124,611 Less: Income tax (expenses)/ -1,003,687 -4,343,674 income IV. Net profit (“-” means loss) -3,011,061 2,219,063 V. Earnings per share -- -- (I) Basic earnings per share 0 0 (II) Diluted earnings per share 0 0 Ⅵ.Other comprehensive income 135,000 -934,800 Ⅶ.Total comprehensive income -2,876,061 1,284,263 5. Consolidated cash flow statement Unit: Yuan Items Jan.-Jun. 2012 Jan.-Jun. 2011 I. Cash flows from operating activities: Cash received from rendering of 843,999,861 769,059,834 services Net increase of deposits from 0 0 customers and dues from banks Net increase of loans from the 0 0 central bank Net increase of funds borrowed 0 0 from other financial institutions Cash received from premium of 0 0 original insurance contracts Net cash received from reinsurance 0 0 business Net increase of savings of policy 0 0 holders and investment fund Net increase of disposal of tradable 0 0 financial assets Cash received from interest, 0 0 handling charges and commissions Net increase of borrowed 0 0 inter-bank funds Net increase of buy-back funds 0 0 Tax refunds received 0 0 Cash received relating to other 9,561,867 13,260,433 17 Abstract of the Semi-Annual Report 2012-Chiwan Wharf operating activities Sub-total of cash inflows 853,561,728 782,320,267 Cash paid for goods and services 219,617,430 198,385,053 Net increase of customer lending 0 0 and advance Net increase of funds deposited in the central bank and amount due from 0 0 banks Cash for paying claims of the 0 0 original insurance contract Cash for paying interest, handling 0 0 charges and commissions Cash for paying policy dividends 0 0 Cash paid to and on behalf of 115,596,097 113,064,057 employees Payments of taxes and levies 147,052,342 143,455,455 Cash paid relating to other 22,308,558 26,034,857 operating activities Sub-total of cash outflows 504,574,427 480,939,422 Net cash flows from operating activities 348,987,301 301,380,845 II. Cash Flows from investing activities: Cash received from disposals of 0 0 investments Cash received from returns on 0 360,000 investments Net cash received from disposals 5,034,352 384,000 of fixed assets and intangible assets Net cash received from disposal of subsidiary or other operating business 0 0 units Other cash received relating to 0 0 investing activities Sub-total of cash inflows 5,034,352 744,000 Cash paid to purchase fixed assets, intangible assets and other long-term 279,090,274 235,549,565 assets Cash paid relating to other 0 0 investing activities 18 Abstract of the Semi-Annual Report 2012-Chiwan Wharf Net increase of pledged loans 0 0 Net cash paid from disposal of 0 100,284,181 subsidiaries and other business units Payment of cash relating to other 0 0 investing activities Sub-total of cash outflows 279,090,274 335,833,746 Net cash flows from investing activities -274,055,922 -335,089,746 III. Cash Flows from Financing Activities: Cash received by investors 0 91,940,000 Including: Cash received in 0 91,940,000 subsidiary by minority shareholders Cash received from borrowings 662,730,000 521,050,000 Cash received from issuance of 496,000,000 0 bonds Other cash received relating to 0 0 financing activities Sub-total of cash inflows 1,158,730,000 612,990,000 Cash repayments of borrowings 882,530,000 410,550,000 Cash payments for interest expenses and distribution of dividends 39,729,067 26,224,557 or profits Including: Distribution of dividends and profits to minority 0 0 shareholders in subsidiary Cash paid relating to other 60,000 1,041,000 activities Sub-total of cash outflows 922,319,067 437,815,557 Net cash flow from financing activities 236,410,933 175,174,443 IV. Effect of foreign exchange rate 0 0 changes on cash and cash equivalents V. Net (decrease)/increase in cash and 311,342,312 141,465,542 cash equivalents Add: Cash and cash equivalents at 478,788,943 781,720,083 beginning of year VI. Cash and cash equivalents at the 790,131,255 923,185,625 end of this period 19 Abstract of the Semi-Annual Report 2012-Chiwan Wharf 6. Cash flow statement of the Company Unit: Yuan Items Jan.-Jun. 2012 Jan.-Jun. 2011 I. Cash flows from operating activities: Cash received from rendering of 96,137,954 82,842,309 services Tax refunds received 0 0 Other cash received relating to 102,777,370 238,196,844 other operating activities Sub-total of cash inflows 198,915,324 321,039,153 Cash paid for goods and services 49,335,471 47,999,210 Cash paid to and on behalf of 31,767,672 31,366,176 employees Payments of taxes and levies 5,126,031 4,601,568 Cash paid relating to other 227,696,304 90,814,629 operating activities Sub-total of cash outflows 313,925,478 174,781,583 Net cash flows from operating activities -115,010,154 146,257,570 II. Cash Flows from investing activities: Cash received from disposals of 190,206,180 270,300,000 investments Cash received from returns on 49,519,615 52,149,964 investments Net cash received from disposals 206,060 169,500 of fixed assets and intangible assets Net cash received from disposal of subsidiary or other operating business 0 0 units Cash received relating to other 0 0 investing activities Sub-total of cash inflows 239,931,855 322,619,464 Cash paid to purchase fixed assets, intangible assets and other long-term 7,359,401 3,389,647 assets Cash paid relating to other 0 319,200,000 investing activities Net cash paid from disposal of 0 0 subsidiaries and other business units 20 Abstract of the Semi-Annual Report 2012-Chiwan Wharf Payment of cash relating to other 0 0 investing activities Sub-total of cash outflows 7,359,401 322,589,647 Net cash flows from investing activities 232,572,454 29,817 III. Cash Flows from Financing Activities: Cash received by investors 0 0 Cash received from borrowings 263,030,000 266,050,000 Cash received from issuance of 496,000,000 0 bonds Other cash received relating to 0 0 financing activities Sub-total of cash inflows 759,030,000 266,050,000 Cash repayments of borrowings 513,030,000 266,050,000 Cash payments for interest expenses and distribution of dividends 26,298,438 20,772,531 or profits Cash paid relating to other 60,000 820,000 activities Sub-total of cash outflows 539,388,438 287,642,531 Net cash flow from financing activities 219,641,562 -21,592,531 IV. Effect of foreign exchange rate 0 0 changes on cash and cash equivalents V. Net (decrease)/increase in cash and 337,203,862 124,694,856 cash equivalents Add: Cash and cash equivalents at 187,090,694 494,364,355 beginning of year VI. Cash and cash equivalents at the 524,294,556 619,059,211 end of this period 7. Consolidated statement of changes in owners’ equity Amount for the reporting period Unit: Yuan Amount of this period Attributable to equity holders of the company Total Items Lessen: Appropr General Undistri Minority Share Capital Surplus owners’ treasury iative risk buted Others interest capital surplus reserve equity stock reserve reserve profits I. Balance at the end of last 644,763 166,226, 421,692 2,248,72 -13,607, 638,267,3 4,106,064, 21 Abstract of the Semi-Annual Report 2012-Chiwan Wharf year ,730 055 ,405 2,001 440 20 071 Add: change of accounting policy Correction of errors in previous period Others II. Balance at the beginning of 644,763 166,226, 421,692 2,248,72 -13,607, 638,267,3 4,106,064, this year ,730 055 ,405 2,001 440 20 071 III. Increase/ decrease of amount in this year (“-” means decrease) 222,035, 77,603,95 299,639,18 (I) Net profit 234 2 6 (II) Other comprehensive 135,000 135,000 income 222,035, 77,603,95 299,774,18 Sub-total of above (I) and (II) 135,000 234 2 6 (III) Input an reduced capital of 0 0 0 0 0 0 0 0 0 0 owners 1. Investment by shareholders 2. Amount of Shares included in the owners’ equity 3. Others 43,011,8 -300,91 -257,905,4 (IV) Profit appropriation 0 0 0 0 0 0 0 63 7,355 92 1. Appropriation to surplus 43,011,8 -43,011, reserve 63 863 2. Withdrawing general risk reserve 3. Profit distribution to equity -257,90 -257,905,4 owners 5,492 92 4. Others (V) Transfer within owners’ 0 0 0 0 0 0 0 0 0 0 equity 1. New increase of capital (or share capital) from capital reserves 2. Convert surplus reserves to capital (or share capital) 22 Abstract of the Semi-Annual Report 2012-Chiwan Wharf 3. Surplus reserves used to offset accumulated losses 4. Others (Ⅵ)Appropriative reserve 0 1.Current year additions 2. Current year reductions (VII)Others IV. Balance at the end of this 644,763 166,361, 464,704 2,169,83 -13,607, 715,871,2 4,147,932, period ,730 055 ,268 9,880 440 72 765 Amount for last year Unit: Yuan Amount of last year Attributable to equity holders of the company Total Items Lessen: Appropr General Undistri Minority Share Capital Surplus owners’ treasury iative risk buted Others interest capital surplus reserve equity stock reserve reserve profits I. Balance at the end of last 644,763 144,909, 383,570 2,079,72 -13,419, 567,608,7 3,807,157, year ,730 755 ,404 4,472 303 74 832 Add:Retrospective adjustment of business combinations involving enterprises under common control Add: change of accounting policy Correction of errors in previous period Others II. Balance at the beginning of 644,763 144,909, 383,570 2,079,72 -13,419, 567,608,7 3,807,157, this year ,730 755 ,404 4,472 303 74 832 III. Increase/ decrease of amount in this year (“-” means decrease) 505,645, 162,130,5 667,775,66 (I) Net profit 137 31 8 (II) Other comprehensive -667,70 -188,13 -855,837 income 0 7 -667,70 505,645, -188,13 162,130,5 666,919,83 Sub-total of above (I) and (II) 0 137 7 31 1 23 Abstract of the Semi-Annual Report 2012-Chiwan Wharf (III) Input an reduced capital of 20,774,0 71,166,00 0 0 0 0 0 0 0 91,940,000 owners 00 0 20,774,0 71,166,00 1. Investment by shareholders 91,940,000 00 0 2. Amount of Shares included in the owners’ equity 3. Others 38,122, -336,64 -163,627, -462,153,5 (IV) Profit appropriation 0 0 0 0 0 0 001 7,608 985 92 1. Appropriation to surplus 38,122, -38,122, reserve 001 001 2. Withdrawing general risk reserve 3. Profit distribution to equity -298,52 -163,627, -462,153,5 owners 5,607 985 92 4. Others (V) Transfer within owners’ 0 0 0 0 0 0 0 0 0 0 equity 1. New increase of capital (or share capital) from capital reserves 2. Convert surplus reserves to capital (or share capital) 3. Surplus reserves used to offset accumulated losses 4. Others (Ⅵ)Appropriative reserve 1.Current year additions 2. Current year reductions 1,210,00 (VII)Others 990,000 2,200,000 0 IV. Balance at the end of this 644,763 166,226, 421,692 2,248,72 -13,607, 638,267,3 4,106,064, period ,730 055 ,405 2,001 440 20 071 8. Statement of changes in owners’ equity of the Company Amount for the reporting period Unit: Yuan Amount of this period Items Share Capital Lessen: Appropriat Surplus General Undistribut Total 24 Abstract of the Semi-Annual Report 2012-Chiwan Wharf capital surplus treasury ive reserve reserve risk ed profits owners’ stock reserve equity 644,763,73 153,438,32 421,692,40 668,245,56 1,888,140, I. Balance at the end of last year 0 8 5 6 029 Add: change of accounting policy Correction of errors in previous period Others II. Balance at the beginning of 644,763,73 153,438,32 421,692,40 668,245,56 1,888,140, this year 0 8 5 6 029 III. Increase/ decrease of amount in this year (“-” means decrease) (I) Net profit -3,011,061 -3,011,061 (II)Other comprehensive income 135,000 135,000 Subtotal of (I) and (II) 135,000 -3,011,061 -2,876,061 (III) Input an reduced capital of 0 0 0 0 0 0 0 0 owners 1. Investment by shareholders 2. Amount of Shares included in the owners’ equity 3. Others -300,917,3 -257,905,4 (IV) Profit appropriation 0 0 0 0 43,011,863 0 55 92 1.Appropriation to surplus -43,011,86 43,011,863 reserves 3 2. Withdrawing general risk reserve 3. Profit distribution to equity -257,905,4 -257,905,4 owners 92 92 4. Others (V) Transfer within owners’ 0 0 0 0 0 0 0 0 equity 1. New increase of capital (or share capital) from capital reserves 2. Convert surplus reserves to capital(or share capital) 25 Abstract of the Semi-Annual Report 2012-Chiwan Wharf 3.Surplus reserves used to offset accumulated losses 4. Others (VI) Appropriative reserve 0 1.Current year additions 2.Current year reductions (VII)Others IV. Balance at the end of this 644,763,73 153,573,32 464,704,26 364,317,15 1,627,358, period 0 8 8 0 476 Amount for last year Unit: Yuan Amount of last year Lessen: General Total Items Share Capital Appropriat Surplus Undistribut treasury risk owners’ capital surplus ive reserve reserve ed profits stock reserve equity 644,763,73 154,106,02 383,570,40 574,774,54 1,757,214, I. Balance at the end of last year 0 8 4 1 703 Add: change of accounting policy Correction of errors in previous period Others II. Balance at the beginning of 644,763,73 154,106,02 383,570,40 574,774,54 1,757,214, this year 0 8 4 1 703 III. Increase/ decrease of amount in this year (“-” means decrease) 430,118,63 430,118,63 (I) Net profit 3 3 (II)Other comprehensive income -667,700 -667,700 430,118,63 429,450,93 Subtotal of (I) and (II) -667,700 3 3 (III) Input an reduced capital of 0 0 0 0 0 0 0 0 owners 1. Investment by shareholders 2. Amount of Shares included in the owners’ equity 3. Others 26 Abstract of the Semi-Annual Report 2012-Chiwan Wharf -336,647,6 -298,525,6 (IV) Profit appropriation 0 0 0 0 38,122,001 0 08 07 1.Appropriation to surplus -38,122,00 38,122,001 reserves 1 2. Withdrawing general risk reserve 3. Profit distribution to equity -298,525,6 -298,525,6 owners 07 07 4. Others (V) Transfer within owners’ 0 0 0 0 0 0 0 0 equity 1. New increase of capital (or share capital) from capital reserves 2. Convert surplus reserves to capital(or share capital) 3.Surplus reserves used to offset accumulated losses 4. Others (VI) Appropriative reserve 1.Current year additions 2.Current year reductions (VII)Others IV. Balance at the end of this 644,763,73 153,438,32 421,692,40 668,245,56 1,888,140, period 0 8 5 6 029 27 Abstract of the Semi-Annual Report 2012-Chiwan Wharf (III) Notes to the financial statements 1. Changes in main accounting policies or estimates, correction of any significant accounting error and the influenced amounts (1)Change of accounting policies Were the main accounting policies changed during the reporting period? □ Yes √ No (2)Change of accounting estimates Were the main accounting estimates changed during the reporting period? □ Yes √ No (3)Correction of accounting errors Was any accounting error made in previous periods discovered in the reporting period? □ Yes √ No 2. Reasons for any change of the consolidation scope □Applicable √Inapplicable 3. If a non-standard audit report is issued, the Company should make relevant notes. □Applicable √Inapplicable For and on behalf of the Board Zheng Shaoping Chairman Shenzhen Chiwan Wharf Holdings Limited Dated 21 August 2012 28