Report for the First Quarter of 2013-Chiwan Wharf Stock code: 000022 /200022 Short form: Chiwan Wharf A/Chiwan Wharf B Announcement Serial No. 2013-029 SHENZHEN CHIWAN WHARF HOLDINGS LIMITED REPORT FOR THE FIRST QUARTER OF 2013 Section I. Important Reminders I. The Board of Directors, the Supervisory Committee, directors, supervisors and senior management staff of Shenzhen Chiwan Wharf Holdings Limited (hereinafter referred to as “the Company”) warrant that this report carries no false record, misleading statement or material omission, and shall be jointly and severally liable for the factuality, 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 have attended the board session for reviewing this report. IV. This quarterly Financial Statements was un-audited. V. Chairman of the Board Mr. Zheng Shaoping, Chief Financial Officer Mr. Zhang Fang and Financial Manager Ms. Ma Zhihong hereby announce that they guarantee the factuality and completeness of the financial statements enclosed in this report. VI. This report is prepared in both Chinese and English. Should there be any understanding discrepancy between the two versions, the Chinese version shall prevail. Section II. Financial Highlights & Change of Shareholders I. Financial highlights Does the Company adjust retrospectively or restate any accounting data of previous years? □ Yes √ No Jan.-Mar. 2013 Jan.-Mar. 2012 +/- Total operating income (RMB Yuan) 412,475,925 400,075,076 3.10% Net profit attributable to shareholders of the parent (RMB Yuan) 130,207,445 113,372,701 14.85% Net profit attributable to shareholders of the parent after extraordinary 129,730,051 111,027,141 16.85% gains and losses (RMB Yuan) Net cash flows from operating activities (RMB Yuan) 141,992,180 132,040,260 7.54% Basic EPS (RMB Yuan/share) 0.202 0.176 14.77% Diluted EPS (RMB Yuan/share) 0.202 0.176 14.77% Weighted average ROE (%) 3.47% 3.22% 0.25% 31 Mar. 2013 31 Dec. 2012 +/- Total assets (RMB Yuan) 7,066,707,546 6,781,130,450 4.21% Total shareholder’s equity attributable to equity holders of the parent 3,809,225,746 3,678,032,083 3.57% (RMB Yuan) 1 Report for the First Quarter of 2013-Chiwan Wharf Items and amounts of extraordinary gains and losses √ Applicable □ Inapplicable Unit: RMB Yuan Item 1 Jan. 2013-31 Mar. 2013 Explanation Profit or loss on disposal of non-current assets (17,801) Government grants recognized in profit or loss 41,739 Other non-operating income and expenses other than the above 922,569 Tax effects (176,661) Minority interests effects (after tax) (292,452) Total 477,394 -- II. Total number of shareholders at the period-end and shareholdings of top 10 shareholders Unit: share Total number of shareholders at the period-end 35,037, with 26,603 being A-share holders, and 8,434 being B-share holders Shareholdings of top 10 shareholders (all non-restricted shareholders) Nature of Shareholdi Number of Number of shareholder ng Type of shares Name of shareholder non-restricted pledged or frozen (state-owned or percentage (A, B, H or other) shares held shares foreign) (%) CHINA NANSHAN DEVELOPMENT 57.52% 370,878,000 0 A-share (GROUP) INC. Foreign KEEN FIELD ENTERPRISES LIMITED 8.58% 55,314,208 Unknown B-share shareholder CMBLSA RE FTIF TEMPLETON ASIAN Foreign 7.43% 47,914,954 Unknown B-share GRW FD GTI 5496 shareholder GOVERNMENT OF SINGAPORE INV. Foreign 0.66% 4,275,390 Unknown B-share CORP.- A/C "C" shareholder Foreign EMPLOYEES PROVIDENT FUND 0.56% 3,586,266 Unknown B-share shareholder Foreign TEMPLETON ASIAN GROWTH FUND 0.41% 2,657,852 Unknown B-share shareholder FTIF-TEMPLETON EMERGING MKT Foreign 0.39% 2,522,279 Unknown B-share SMALLER COMPANIES FUND shareholder Foreign BAYVK A2-FONDS 0.37% 2,410,046 Unknown B-share shareholder KUMPULAN WANG PERSARAAN Foreign 0.37% 2,368,067 Unknown B-share (DIPERBADANKAN) shareholder TEMPLETON CANADA EMERGING MKTS Foreign 0.33% 2,143,368 Unknown B-share FUND shareholder China Merchants Holdings (International) Co., Ltd. is a shareholder of China Nanshan Explanation on associated relationship or Development (Group) Inc. (hereinafter referred to as “CND”). And Keen Field persons acting in concert among the Enterprises Limited is a wholly-funded subsidiary of China Merchants Holdings (International) Co., Ltd.. Other than that, the Company does not know any associated above-mentioned shareholders relationship between the other non-restricted shareholders. 2 Report for the First Quarter of 2013-Chiwan Wharf Section III. Significant Events I. Significant changes of the major accounting statement items and financial indicators for the reporting period, as well as the reasons for these changes Jan.-Mar. 2013 Jan.-Mar. 2012 +/- (%) Administrative expenses 35,093,630 27,795,802 26.26% Payments of all types of taxes 27,351,801 84,153,732 -67.50% Cash payments to acquire or construct fixed assets, intangible assets and other long-term assets 90,259,583 134,916,890 -33.10% Administrative expenses increased mainly because the labor cost increased. Payments of all types of taxes decreased mainly due to the business-tax-to-VAT policy in Nov. 2012. Cash payments to acquire or construct fixed assets, intangible assets and other long-term assets decreased mainly because the 13# expansion project completed in the third quarter of 2012 and there were no such expenses in the reporting period. II. Progress of significant events and analysis & explanations on their influence and solutions Website index Date of for the disclosed Overview of the significant event disclosure relevant interim report On 27 Dec. 2012, the Company’s shareholder CND and Malai Storage signed the “Agreement between China Nanshan Development (Group) Inc. and Shenzhen Malai Storage Co., Ltd. Concerning Transferring Shares of Shenzhen Chiwan Wharf Holdings Limited”, according to which Securities it was agreed that CND transferred 161,190,933 circulating A-shares of the Company (representing a Times, Ta Kung shareholding percentage of 25%) to Malai Storage at the agreed price of RMB 11.088 per share. The 29 Dec. 2012 Pao (HK) and equity transfer announcement (No. 2012-054) was published on Securities Times, Ta Kung Pao (HK) www.cninfo.co and www.cninfo.com.cn dated 29 Dec. 2012. The said transaction was approved by SASAC of the m.cn State Council and the Ministry of Commerce and the approval announcement (No. 2013-019) was published on Securities Times, Ta Kung Pao (HK) and www.cninfo.com.cn dated 12 Mar. 2013. Up to the disclosure day of this quarterly report, the equity transfer procedure is proceeding. III. Commitments made by the Company or any shareholder with a shareholding over 5% in the reporting period or such commitments carried down into the reporting period Commitment Contents of Date of Period of Commitment Execution maker commitment commitment commitment 1. Commitments made by CND and China Merchants Holdings (International) about It is promised share custody; that the 2. Commitment made horizontal China by China Merchants competition Merchants Holdings issue will be Commitment made in an acquisition In the process of Holdings (International) about 20 Sept. 2012 solved through report or a report on equity changes execution (International) guaranteeing the ways such as Co., Ltd. independency of the asset Company; reorganization 3. Commitment made in the coming by China Merchants 3-5 years. Holdings (International) about horizontal competition; 3 Report for the First Quarter of 2013-Chiwan Wharf and 4. Commitment made by China Merchants Holdings (International) about regulating related-party transactions Executed in time or not Yes Is a commitment made concerning any resulted horizontal competition and Yes related-party transaction? Promised time needed to solve the 3-5 years problems It is promised that the horizontal competition issue will be solved through ways such as asset Way of solving the problems reorganization in the coming 3-5 years. Execution In the process of execution IV. Predict the operating results of Jan.-Jun. 2013 Warning of possible loss or considerable YoY change of the accumulated net profit made during the period-begin to the end of the next reporting period according to prediction, as well as explanations on the reasons: □ Applicable √ Inapplicable V. Securities investments □ Applicable √ Inapplicable VI. Derivative investments Derivative investments held at period-end: □ Applicable √ Inapplicable VII. Researches, visits and interviews received in the reporting period Inapplicable VIII. Other Internal control progress: In the first quarter of 2013, according to the work plan for internal control, the Company organized and carried out the self-evaluation of internal control. Via talks and sampling tests, and according to the previously-set evaluation standards, the office evaluated the defects found, prepared a defect evaluation summary sheet, and then offered their rectification advice. It then, according to the results of its aforesaid work, prepared the 2012 annual internal control self-evaluation report, which was later disclosed upon review and approval at the 5th Session of the 7th Board of Directors and the 5th Session of the 7th Supervisory Committee. The Company engaged Deloitte Touche Tohmatsu Certified Public Accountants LLP to audit the effectiveness of its 2012 financial reporting internal control. A standard auditor’s report with unqualified opinion was issued by DDT and later disclosed by the Company. Currently, the Company is filing internal control documents of previous periods to form the complete documentation for the internal control mechanism and solidify the internal control achievements. It is also renewing members of the internal control task groups and working on the internal control work plan for 2013 to prepare for internal control activities in 2013. The Company has completed the internal control work according to the schedule in the internal control work plan for 2012, with no difference or delay. 4 Report for the First Quarter of 2013-Chiwan Wharf Section IV. Financial Statements I. Financial statements (see the attached) 1. Balance sheet 2. Income statement 3. Cash flow statement II. Audit report Is this report audited? □ Yes √ No For and on behalf of the Board Mr. Zheng Shaoping Chairman Shenzhen Chiwan Wharf Holdings Limited Dated 24 April 2013 5