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深赤湾B:2012年第三季度报告正文(英文版)2012-10-25  

						                                                                                     Report for the Third Quarter of 2012-Chiwan Wharf

 Stock code: 000022 /200022         Short form: Chiwan Wharf A/Chiwan Wharf B                   Announcement Serial No. 2012-040

                         SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
                           REPORT FOR THE THIRD QUARTER OF 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 correctness, accuracy and completeness of
      the contents of this report.
(II) All Directors, Supervisors and Senior Management Staff agreed with and guaranteed the correctness,
      accuracy and completeness of the contents of this Report.
(III) All directors attended the board session for reviewing this report.
(IV) This quarterly Financial Statements was un-audited.
(V) Chairman of the Board Mr. Zheng Shaoping, as well as Chief Financial Officer Mr. Zhang Jianguo and
     Financial Manager Ms. Ma Zhihong hereby confirm that the Financial Statements in this report is true and
     complete.
(VI) This report is written in both English and Chinese. In case of any discrepancy between the two versions,
     Chinese version prevails.

II. Company Profile

(I)Major accounting data and financial indexes

Any retrospective adjustment in previous financial statements?
□ Yes √ No □ Inapplicable
                                                          30 Sept. 2012                   31 Dec. 2011                    +/-
Total assets (RMB Yuan)                                         6,606,036,368                  6,540,228,435                     1.01%
Total equity attributable to equity holders of the
                                                                3,575,643,809                  3,467,796,751                     3.11%
Company (RMB Yuan)
Share capital                                                     644,763,730                       644,763,730                  0.00%
Net assets per share attributable to equity holders
                                                                             5.546                        5.378                  3.12%
of the Company (RMB Yuan/share)
                                                                             To corresponding                   To corresponding
                                                      Jul.-Sept. 2012                          Jan.-Sept. 2012
                                                                              period of 2011                     period of 2011
Revenues (RMB Yuan)                                       505,157,389                   15.60%    1,359,261,579             6.03%
Net profit attributable to equity holders of the
                                                          144,399,816                     11.90%         366,435,050             -5.41%
Company (RMB Yuan)
Net cash flow from operating activities (RMB
                                                                        --                     --        531,392,749             -1.91%
Yuan)
Net cash flow per share from operating activities
                                                                        --                     --                 0.824          -1.90%
(RMB Yuan/share)
Basic EPS (RMB Yuan/share)                                       0.224                    12.00%                  0.568          -5.49%
Diluted EPS (RMB Yuan/share)                                     0.224                    12.00%                  0.568          -5.49%
Weighted average ROE (%)                                        4.12%                      4.83%              10.36%            -11.68%
Weighted average ROE after extraordinary gains
                                                                4.11%                      4.58%              10.29%            -12.20%
and losses (%)




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                                                                             Report for the Third Quarter of 2012-Chiwan Wharf

Extraordinary gains and losses
√Applicable □Inapplicable
                                        Item                                         Amount during Jan.-Sept. 2012 (RMB Yuan)
Net gain on disposal of non-current assets                                                                               1,058,852
Government grants in current year profit                                                                                   452,991
Other non-operating incomes /(expenses),net                                                                              2,274,809
Minority interests effects                                                                                               (848,253)
Income tax effects                                                                                                       (262,689)
Total                                                                                                                    2,675,710


(II)Total number of shareholders and top 10 shareholders at the period-end

                                 37,759 shareholders, among which 29,237 being shareholders of A shares and 8,522 being
Total number of shareholders
                                 shareholders of B shares.
                               Top ten shareholders holding shares not subject to trading moratorium

                                                                                                 Type and number of shares
                                                                Number of tradable
                     Name of shareholder
                                                              shares held at period-end
                                                                                                 Type                 Number

CHINA NANSHAN DEVELOPMENT (GROUP) INC.                                     370,878,000        A shares                  370,878,000

KEEN FIELD ENTERPRISES LIMITED                                              55,314,208        B shares                   55,314,208

CMBLSA RE FTIF TEMPLETON ASIAN GRW FD GTI
5496
                                                                            47,914,954        B shares                   47,914,954

GOVERNMENT OF SINGAPORE INV. CORP.- A/C "C"                                   5,519,870       B shares                     5,519,870

EMPLOYEES PROVIDENT FUND                                                      3,586,266       B shares                     3,586,266

OMERS ADMINISTRATION CORPORATION(SC03)                                        3,238,309       B shares                     3,238,309

TEMPLETON CANADA EMERGING MKTS FUND                                           2,671,924       B shares                     2,671,924

TEMPLETON ASIAN GROWTH FUND                                                   2,657,852       B shares                     2,657,852

FTIF-TEMPLETON           EMERGING          MKT      SMALLER
COMPANIES FUND
                                                                              2,522,279       B shares                     2,522,279

CHINA MERCHANTS SECURITIES (HK) CO., LTD.                                     2,369,299       B shares                     2,369,299

                                                              Due to the actual controller of the Company is China Merchants
                                                              Group,China Nanshan Development (Group) Inc. (hereinafter referred
                                                              to as “CND”), Keen Field Enterprises Limited and China Merchants
                                                              Securities     (HK)    Co.,    Ltd.    are   related     parties;  and
                                                              except Keen Field Enterprises Limited      and    China       Merchants
             Notes of particulars of shareholders
                                                              Securities          (HK)            Co.,           Ltd.,          CND
                                                              does not have any relations with the shareholders holding shares not su
                                                              bject to trading moratorium. The Company does not know if there are
                                                              any inter-relations among other shareholders holding shares not
                                                              subject to trading moratorium.




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                                                                                Report for the Third Quarter of 2012-Chiwan Wharf


III. Significant Events

(I)Significant changes in major accounting data, financial highlights and reasons for these
       changes

√Applicable □Inapplicable

                                         30 Sept. 2012       31 Dec. 2011        +/-(%)

Bonds payable                            496,344,110              -             100.00%
The first phase of corporate bonds was issued this May and there was no such an event in the same period of last year.


                                 Jul.-Sept. 2012 Jul.-Sept. 2011       +/-(%)     Jan.-Sept. 2012 Jan.-Sept. 2011        +/-(%)


Investment income                  18,376,580       28,379,161        -35.25%      58,072,188        86,823,358        -33.11%
Investment income decreased because the reporting period saw a poorer performance and a decreased year-on-year profit of
some associates.


                                               Jan.-Sep.2012                    Jan.-Sep.2011                 +/-(%)


    Net cash paid from disposal of                       -                             (220,284,181)                -100.00%
 subsidiaries and other business units

Cash received from issuance of bonds                     496,000,000                      -                          100.00%

    Cash repayment of borrowings                   (1,456,960,000)                     (996,050,000)                     46.27%

 Cash payments for interest expenses
   and distribution of dividends or                   (605,196,586)                    (330,671,304)                     83.02%
                profits
Net cash paid from disposal of subsidiaries and other business units decreased because the Company increased capital to
an associate and increased its shareholding in it in the same period of last year,.
Cash received from bonds increased because the first phase of corporate bonds was issued this May and there was no such an
event in the same period of last year.
Cash repayment of borrowings increased because mature loans increased on a year-on-year basis.
Cash payments for interest expenses and distribution of dividends or profits increased subsidiaries distributed bonuses for
the previous year to minority shareholders while there was no such an event in the same period of last year.
Note: Reasons shall be given for any statement item for financial index with a variation over 30%.


(II)Progress of significant events and its influence, as well as the analysis and explanation
        on solutions

1. About non-standard audit opinion

□Applicable √Inapplicable

2. The Company offers capital to the controlling shareholder or its related parties or provides
   external guarantees in violation of the prescribed procedures.

□Applicable √Inapplicable



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                                                                 Report for the Third Quarter of 2012-Chiwan Wharf


3. Signing and execution of significant contracts concerning routine operation

□Applicable √Inapplicable

4. Others

√Applicable □Inapplicable

 Internal control progress:
 As required by the Circular on Doing a Better Job in Internal Control Regulation Implementation in Listed
 Companies of Shenzhen (Shen-Zheng-Ju-Fa〔2012〕No. 105), the Company has accomplished the internal
 control improvement task set for the third quarter of 2012, with details as follows:
 1. Members of the internal control improvement task groups of the headquarters and the subsidiaries which
    took part in the internal control improvement campaign reviewed the process risks accomplished last year
    and revised them according to changes in business. They also cleared up the new processes newly added
    this year and finished the description of them.
 2. The Company looked for internal control defects through designing and running effectiveness tests and
    drafted a list of internal control defects.
 3. Risk identification is going on through process clearing up and a list for risk identification is being
    produced.
 4. A plan for rectifying internal control defects is being drafted.
 Deloitte has been engaged as the Company’s 2012 internal control auditor. In the third quarter of 2012,
 accountants from Deloitte carried out their first on-site audit for internal control.
 The Company improved internal control in line with the schedule for the internal control improvement plan
 for 2012. The internal control project is right on schedule, with no derivation or delay.


(III)Commitments of the Company or shareholders with an over 5% shareholding made in or carried
       down into the reporting period

□Applicable √Inapplicable

(IV) Predict the 2012 annual operating results

Warnings of possible loss or large-margin change of the accumulated net profit made during the period from the
beginning of the year to the end of the next reporting period compared with the same period of the last year
according to prediction, as well as explanations on the reasons
□Applicable √Inapplicable

(V) Other significant events that need to be explained

1. Securities investment

□Applicable √Inapplicable

2. Investments in derivatives

□Applicable √Inapplicable

3. Derivative investments held at the period-end

□Applicable √Inapplicable



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                                                                          Report for the Third Quarter of 2012-Chiwan Wharf

4. Researches, visits and interviews received in the reporting period

                                                                                                            Main discussion and
  Time of
             Place of reception Way of reception   Time of reception               Visitor               materials provided by the
 reception
                                                                                                                 Company
                                                                       Shanghai Simpleway Asset          Basic operation,
                                                                       Management Co., Ltd.,             investment conditions
              The Office of the     Telephone                          Changjiang Securities, Credit and financial status of the
Sept. 2012                                            Institution
                 Company          communication                        Lyonnais Securities Asia, China Company; brief
                                                                       international capital corporation introduction of the
                                                                       limited                           Company


5. Corporate bonds issued

Any corporate bonds issued in the reporting period?
□Yes √No


IV Appendix(See Attachment)

(Ⅰ) Balance Sheet
(Ⅱ) Income Statement in the report period
(Ⅲ) Income Statement from year-begin to the end of report period
(IV) Cash Flow Statement
(Ⅴ) Report of the auditor's
Opinion of the auditor’s: Un-audited




                                                                       For and on behalf of the Board
                                                                                 Zheng Shaoping
                                                                                      Chairman
                                                                Shenzhen Chiwan Wharf Holdings Limited
                                                                          Dated 26th October, 2012




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