SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
2013 Semi-annual Report
Date of disclosure: 28 August 2013
2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
I. Important Reminders, Catalogue & Explanation
The Board of Directors, the Supervisory Committee as well as all directors, supervisors and senior
management staff of Shenzhen Chiwan Wharf Holdings Limited (hereinafter referred to as “the
Company”) warrant that this report is factual, accurate and complete without any false record,
misleading statement or material omission. And they shall be jointly and severally liable for that.
All directors attended the board session for reviewing this report.
The Company plans not to distribute cash dividends or bonus shares or turn capital reserve into
share capital in the interim of 2013.
Mr. Zheng Shaoping, Chairman of the Board of Directors, Mr. Zhang Fang, CFO, and Ms. Ma
Zhihong, financial manager, hereby confirm that the Financial Report enclosed in this report is
factual, accurate and complete.
The future plans, development strategies and some other forward-looking statements mentioned in
this report shall not be considered as virtual promises of the Company to investors. And investors
are kindly reminded to pay attention to possible risks.
This semi-annual report is prepared in both Chinese and English. Should there be any discrepancy
between the two versions, the Chinese version shall prevail.
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
Catalogue
I. Important Reminders, Catalogue & Explanation....................................................... 1
II. Company Profile ....................................................................................................... 4
III. Accounting & Business Highlights ......................................................................... 5
IV. Report of the Board of Directors ............................................................................. 6
V. Significant Events ................................................................................................... 11
VI. Change in Shares & Shareholders......................................................................... 17
VII. Directors, Supervisors & Senior Management Staff ........................................... 20
VIII. Financial Report (See Attached, Unaudited)...................................................... 22
IX. Documents for Reference...................................................................................... 22
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
Explanation
Term Refers to Contents
Company, the Company or Chiwan Wharf Refers to Shenzhen Chiwan Wharf Holdings Limited
CMHI Refers to China Merchants Holdings (International) Company Limited
CND Group Refers to China Nanshan Development (Group) Inc.
Malai Storage Refers to Shenzhen Malai Storage Co., Ltd.
KFEL Refers to Keen Field Enterprises Limited
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
II. Company Profile
I. Basic information of the Company
Stock abbreviation Chiwan Wharf A, Chiwan Wharf B Stock code 000022, 200022
Stock exchange listed with Shenzhen Stock Exchange
Chinese name of the Company 深圳赤湾港航股份有限公司
Abbr. of the Chinese name of the Company 深赤湾
English name of the Company Shenzhen Chiwan Wharf Holdings Limited
Abbr. of the English name of the Company Chiwan Wharf
Legal representative of the Company Mr. Zheng Shaoping, Chairman
II. Contact information
Company Secretary Securities Affairs Representative
Name Ms. Bu Dan Ms. Hu Jingjing
8/F, Chiwan Petroleum Building, 8/F, Chiwan Petroleum Building,
Contact address
Shenzhen, PRC Shenzhen, PRC
Tel. +86 755 26694222 +86 755 26694222
Fax +86 755 26684117 +86 755 26684117
E-mail cwh@cndi.com cwh@cndi.com
III. Other information
1. Ways to contact the Company
The registered address, office address, postal codes, website address and email address of the
Company did not change during the reporting period.
2. About information disclosure and where this report is placed
The newspapers designated by the Company for information disclosure, the website designated by
CSRC for disclosing this report and the location where this report is placed did not change during
the reporting period.
3. Change of the registered information
The registration date, place of the Company, its business license No., taxation registration No. and
organizational code did not change during the reporting period.
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
III. Accounting & Business Highlights
I. Major accounting data and financial indicators
Unit: RMB
Reporting period Same period of last year YoY +/-
Operating revenues 865,235,792 854,104,190 1.30%
Net profit attributable to
295,594,906 222,035,234 33.13%
shareholders of the Company
Net profit attributable to
shareholders of the Company after 294,817,033 219,634,546 34.23%
extraordinary gains and losses
Net cash flows from operating
357,817,145 348,987,301 2.53%
activities
Basic EPS (RMB Yuan/share) 0.458 0.344 33.14%
Diluted EPS (RMB Yuan/share) 0.458 0.344 33.14%
Weighted average ROE (%) 7.80% 6.24% 1.56%
As at the end of the reporting period As at the end of last year +/-
Total assets 7,410,664,674 6,781,130,450 9.28%
Net assets attributable to
3,741,590,923 3,678,032,083 1.73%
shareholders of the Company
II. Differences between accounting data under domestic and overseas accounting standards
Unit: RMB
Net profit attributable to shareholders of Net assets attributable to
the Company shareholders of the Company
Reporting period Same period of last year Closing amount Opening amount
According to Chinese accounting
295,594,906 222,035,234 3,741,590,923 3,678,032,083
standards
According to international and
N/A
overseas accounting standards
III. Items and amounts of extraordinary gains and losses
Unit: RMB
Item Amount
Gain/loss on the disposal of non-current assets （21,401)
Government grants recognized in current gains and losses 83,478
Non-operating income and expense other than the above 1,412,011
Less: Income tax effects 269,328
Minority interests effects 426,887
Total 777,873
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
IV. Report of the Board of Directors
I. Overview
The Company is principally engaged in the handling, warehousing and transportation of containers
and bulk cargoes, as well as the provision of related services.
The reporting period witnessed a slow recovery of the global economy and a gradual downturn in
foreign trade of China. The container throughput of all ports in the country increased 8.3% from the
same period of last year, with that of Shenzhen Port (mainly engaged in foreign trade) registering a
year-on-year increase of 2.3%. Considering the weak demand from European and American
countries, the Company proactively expanded Asian shipping lines and local demand. As a result,
the Company gave a container performance slightly better than the average of the region, with the
throughput up 2.8% on the year-on-year basis. In terms of the bulk cargo business, demand from
foreign trade was sluggish, so the Company proactively expanded its domestic trade business and
Chiwan Port achieved a growth in business despite limited resources. The capacity of Machong Port
was further released, which effectively increased the operation fare rates. The bulk cargo
throughput of the Company in the first half of the year increased 14.1% from the same period of last
year.
Business highlights of the Company are set out as follows:
Reporting period Same period of last year
Main business indicator YoY +/-
(Jan.-Jun. 2013) (Jan.-Jun. 2012)
Total throughput (thousand tons) 32,868 30,313 8.4%
Among which: Container throughput (thousand TEU) 2,681 2,609 2.8%
Chiwan Port 2,035 1,902 7.0%
Mawan Port (joint venture) 646 707 -8.7%
Throughput of bulk cargo (thousand tons) 5,974 5,235 14.1%
Chiwan Port 3,614 3,238 11.6%
Machong Port 2,360 1,997 18.1%
Hours charged for tow trucks (thousand hours) 585 583 0.3%
Hours charged for tugboats (hour) 15,320 16,097 -4.8%
Currently, major economic organizations in the world such as the World Bank and the International
Monetary Fund have lowered their expectations of the global economic growth for 2013. It is
expected that the global economy will remain sluggish in the near future, domestic economic
growth will slow down and it will be hard for the shipping market to pick up markedly. Due to a
weak foreign demand and the increasingly fierce competition in the region, the container handling
business of the Company will still be under great pressure in the near future. In order to cope with
that, the Company will enhance its efforts in expanding the local container handling demand and the
Asia Pacific near-sea shipping lines and devote itself to improving internal management and client
service so as to maintain the relative stability of the container throughput and the market share. The
bulk cargo business is expected to maintain a steady growth, foreign trade demand in the second
half of the year is expected to improve from the first half of the year, and the newly-built grain
warehouses in Machong Port being put into use will provide room for business growth. The
Company will carry forward lean management and its efforts in cost reduction and efficiency
improvement. It will also try to further increase the resource utilization efficiency and the operation
performance through measures such as optimization of the process flow, technical and R&D
innovation, energy saving and emission reduction.
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
II. Main business analysis
Financial expenses dropped 64.27% mainly because the Company optimized the loan structure to
reduce loan interest and achieved an exchange gain due to RMB appreciation. Net cash flows from
investing activities decreased 46.68% because the extended section of the Berth No. 13 was
completed last year and the capital input for construction of the Dongguan Machong project
decreased. Net cash flows from financing activities decreased 58.57% because the net increase of
borrowings decreased.
Unit: RMB
Reporting period Same period of last year YoY +/-
Operating revenues 865,235,792 854,104,190 1.30%
Operating costs 390,222,277 384,494,159 1.49%
Administrative expenses 73,855,832 74,188,318 -0.45%
Financial expenses 12,749,188 35,678,026 -64.27%
Income tax expenses 54,179,137 68,888,438 -21.35%
Net cash flows from operating activities 357,817,145 348,987,301 2.53%
Net cash flows from investing activities (146,130,430) (274,055,922) -46.68%
Net cash flows from financing activities 97,936,226 236,410,933 -58.57%
Net increase in cash and cash equivalents 308,564,992 311,342,312 -0.89%
No significant changes occurred to the profit structure or sources of the Company during the
reporting period.
In the reporting period, the Company proactively adjusted its business strategy according to market
changes and seized market opportunities arising from the increased cargo handling demand of the
domestic trade of grain and the Asia Pacific shipping lines. As a result, the throughput of both bulk
cargos and containers increased. At the same time, it enhanced cooperation with other ports in the
region to maintain the market order and stable fare rates. Service quality in all business lines of the
Company kept improving and a stable relationship was maintained with main clients in core
business lines.
All construction projects of the Company are proceeding smoothly. The grain warehouses of the
Machong Phase I project have been gradually put into use and trial store has started now. The grain
warehouses being put into use will greatly ease the pressure imposed by limited warehousing
resources and increase the operating ability of the wharfs. And the wharf and stacking yard project
of Machong Phase II is proceeding well as scheduled and expected to complete at the end of the
year.
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
III. Breakdown of main business
Unit: RMB
Increase/decrease of Increase/decrease Increase/decrease
Gross
Operating Operating operating revenues of operating costs of gross profit
profit
revenues costs over the same period over the same rate over the same
rate
of last year period of last year period of last year
Classified by industry:
Cargo handling 812,581,074 367,670,319 54.75% 1.85% 2.35% -0.22%
Classified by region:
Mainland China 862,019,169 385,290,057 55.30% 1.31% 1.25% 0.02%
In the reporting period, Operating revenues, operating costs and the gross profit rate was stable as
the same period of last year.
IV. Core competitiveness analysis
Upon 30 years of development, the Company has gathered a group of experienced professionals and
an excellent managerial team, with its business management highly recognized by shareholders and
clients. With stable client sources and efficient business process flows, the Company is considered a
leader in the sector in terms of operating efficiency. As a mature listed port company in China, the
Company owns an excellent brand and reputation in the market.
V. Investment analysis
1. Investments in equities of external parties
（1） Investments in external parties
The Company did not invest in any new external party during the reporting period.
（2）Equity-holdings in financial enterprises
The Company did not have any new equity-holding in any financial enterprise during the reporting
period.
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
（3）Securities investments
Unit: RMB
Number of Gain/loss
Variety Initial Shareholding Number of Shareholding
Code of Name of shares held Closing for Accounting Source of
of investment percentage at shares held at percentage at
securities securities at period- book value reporting title stock
securities cost period-begin period-end period-end
begin period
Shares held by
legal entity,
Available-
which is
Ninghu for-sale
Stock 600377 1,120,000 1,000,000 0.02% 1,000,000 0.02% 5,390,000 - allowed for
Expressway financial
circulation
assets
after share
reform
Long-term
Petro-chemical Shares held by
Stock 400032 3,500,000 780,000 0.26% 780,000 0.26% 382,200 - equity
A1 legal entity
investment
Long-term
Shares held by
Stock 400009 Guang Jian 1 27,500 20,000 0.02% 20,000 0.02% 17,000 - equity
legal entity
investment
Total 4,647,500 1,800,000 -- 1,800,000 -- 5,789,200 - -- --
2. Wealth management entrustment, derivative investments and entrustment loans
The Company was not involved in any wealth management entrustment, derivative investment or
entrustment loan during the reporting period.
3. Use of raised funds
The Company did not raise funds during the reporting period.
4. Analysis to main subsidiaries and joint stock companies
Unit: RMB
Company Main Operating Operating
Company name Industry Registered capital Total assets Net assets Net profit
variety products/services revenues profit
Chiwan Container
Subsidiary Transportation Container handling USD 95.3 million 2,537,079,623 1,764,496,510 413,260,148 212,585,304 176,316,404
Terminal Co., Ltd.
Shenzhen Chiwan
Harbor Container Subsidiary Transportation Container handling RMB 288.2 million 1,032,916,545 558,111,497 179,545,543 117,116,871 110,225,232
Co. Ltd.
5. Significant projects of investments with non-raised funds
Unit: RMB ’000
Total planned Input for the Cumulative actual input as Project Project
Project name
investment reporting period at the period-end progress earnings
Berth 4# and 5# of
985,180.00 70,653.63 454,176.89 46.10% --
Machong Port
Machong Port Phase I
280,933.66 23,055.67 242,089.05 86.17% --
(warehouses)
Total 1,266,113.66 93,709.30 696,265.94 -- --
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
VI. Implementation of profit allocation during the reporting period
As audited by Deloitte Touche Tohmatsu Certified Public Accountants LLP, the net profit of the
Company (without subsidiaries) for 2012 stood at RMB 189,814,396 and the cumulative
distributable profit at RMB 557,142,607.
1) According to the Company Law and the Articles of Association of the Company, RMB
18,981,440, 10% of the audited net profit of the Company (without subsidiaries) for 2012 was taken
out as statutory surplus reserve.
2) Based on the total 644,763,730 shares as at the end of 2012, a cash dividend of RMB 3.63 (tax
included) was to be distributed for every 10 shares, with a total of RMB 234,049,234 being
distributed.
After the aforesaid allocations, the retained profit of the Company (without subsidiaries) stood at
RMB 304,111,933.
Implementation of the said profit allocation plan was completed on 19 Jul. 2013, with the date of
record for A-shares and the last trading date for B-shares both on 16 Jul. 2013 and the ex-dividend
date on 17 Jul. 2013.
VII. Particulars about researches, visits and interviews received in this reporting period
Place of Way of Main discussion and materials
Time of reception Visitor type Visitor
reception reception provided by the Company
Basic information of operations and
Office of the Individual
Jan.-Jun. 2013 By phone Individual investments of the Company and the
Company investors
financial status of the Company
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
V. Significant Events
I. Corporate governance
Ever since its establishment, the Company has been in strict compliance with the company law and
securities law, as well as relevant laws and regulations issued by CSRC. And it has timely
formulated and amended its relevant management rules according to the Code of Corporate
Governance for Listed Companies, which are conscientiously and carefully executed. An effective
system of internal control has thus taken shape in the Company.
Considering its need to issue short-term financing bonds in the inter-bank market, the Company
formulated in the reporting period the “Information Disclosure Management Rules for the Inter-
bank Debt Financing Instrument of Shenzhen Chiwan Wharf Holdings Limited” according to the
requirement of National Association of Financial Market Institutional Investors, relevant laws,
regulations, the Company’s Management Rules for Information Disclosure, Articles of Association,
etc., which was reviewed and approved at the 4th Special Session for 2013 of the 7th Board of
Directors on 8 Mar. 2013.
In the reporting period, senior management staff of the Company attended the “Work Conference
on Insider Trading Prevention and Control in Listed Companies of Shenzhen” convened by
Shenzhen Regulatory Bureau. After the conference, the Company handed out relevant materials to
its directors, supervisors, senior management staff and other staff that may be exposed to insider
information and carried out a special training on insider trading prevention and control. With help
from the relevant materials and training, the relevant staff became aware of the danger of insider
trading. The awareness of insider trading prevention and control was enhanced among the staff. The
Company will pay more attention to management and secrecy of insider information and keep a file
of information insiders for management in strict accordance with the “Rules for Management of
Insider Information and Information Insiders”.
On 23 Apr. 2013, the “Proposal on Providing Undisclosed Information for the Majority
Shareholder” was reviewed and approved at the 5th Special Session of the 7th Board of Directors for
2013. And the Company has kept a file of information insiders for management in strict accordance
with the “Rules for Management of Insider Information and Information Insiders”.
II. Significant lawsuits or arbitrations or doubts from the media
There was no significant lawsuit, arbitration or doubt from the media in the reporting period.
III. Bankruptcy and reorganization
No bankruptcy and reorganization occurred in the reporting period.
IV. Asset transaction
The Company did not conduct any significant asset transaction in the reporting period.
The “Proposal on the Company Merging Shenzhen Chiwan Terminal Co., Ltd. and Shenzhen
Chiwan Trans-Grains Terminal Limited” was reviewed and approved at the 5th Special Session of
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
th
the 7 Board of Directors for 2013 on 23 Apr. 2013 and later at the 2012 Annual Shareholders’
General Meeting on 21 May 2013, agreeing the Company to merge Shenzhen Chiwan Terminal Co.,
Ltd. and Shenzhen Chiwan Trans-Grains Terminal Limited into itself to operate the bulk cargo
handing business in Chiwan Port under unified management. After the merge, Shenzhen Chiwan
Terminal Co., Ltd. and Shenzhen Chiwan Trans-Grains Terminal Limited will be crossed off and
the Company will become the main operating unit of the bulk cargo handling business in Chiwan
Port. For the relevant resolution announcements, see the announcements (No. 2013-027 and 2013-
034) disclosed on Securities Times, Ta Kung Pao (HK) and www.cninfo.com.cn dated 24 Apr.
2013 and 22 May 2013.
V. Implementation of equity incentive and its influence
The Company did not conduct equity incentive in the reporting period.
VI. Significant related-party transactions
1. Related-party transactions arising from routine operation
Unit: RMB
Proportion
in the total Obtainable
Related Contents of
Type of the Pricing Transaction Transaction amounts of Mode of market price for Disclosure Disclosure
transaction Relation the
transaction principle price amount transactions settlement the transaction date index
party transaction
of the same of the same kind
kind
Announce
Fair market Rent
27 Mar. ment
CND Group Shareholder Lease Land use fee price upon 18,275,318 18,275,318 69.95% payment by 18,275,318
2013 No.：
negotiation month
2013-020
Total -- -- 18,275,318 -- -- -- -- --
2. Credits and liabilities with related parties
Unit: RMB ’000
Non-operating Amount
Variety of
capital Opening incurred in Closing
Related party Relationship credit or Reason occupation or
balance reporting balance
liability
not（Yes/No） period
A director of the Credit
China
Company’s actual receivable
Merchants Bank
controller is also a from No 50,688.70 1,299,672.20 183,401.93
Bank Co., deposits
director of China related
Ltd.
Merchants Bank. party
VII. Significant contracts and their fulfillment
1. Trusteeship, contracting and leasing
The Company did not have any significant trading, trusteeship, contracting or leasing event in the
reporting period.
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
2. Guarantees provided by the Company
Unit: RMB ’000
Guarantees provided by the Company for its subsidiaries
Guarantee
Disclosure date
for a
of relevant Actual occurrence Actual
Guaranteed Amount for Type of Period of Execute related
announcement date (date of guarantee
party guarantee guarantee guarantee d or not party or
on the guarantee agreement) amount
not
amount
(Yes/No)
Shenzhen
18 Jun.
Chiwan Harbor Joint-liability
26 Apr. 2012 100,000 18 Jun. 2013 31,864 2013-17 No No
Container Co. guarantee
Jun. 2014
Ltd.
Total actual occurred
Total guarantee line approved for
amount of guarantee for the
the subsidiaries during the - 31,864
subsidiaries during the
reporting period
reporting period
Total actual guarantee
Total guarantee line that has been
balance for the subsidiaries
approved for the subsidiaries at 300,000 31,864
at the end of the reporting
the end of the reporting period
period
Total guarantee amount provided by the Company
Total guarantee line that has been Total actual guarantee
approved at the end of the 300,000 balance at the end of the 31,864
reporting period reporting period
Proportion of total guarantee amount to the net assets of the
0.85%
Company (%)
Of which:
Amount of guarantee for shareholders, actual controller and
-
related parties
Amount of debt guarantee provided for the guaranteed party
whose asset-liability ratio is not less than 70% directly or -
indirectly
Part of the amount of the total guarantee over 50% of net
-
assets
Total amount of the above three guarantees -
If the subsidiaries use the credit line, the relevant insolvency
Explanation on possible bearing joint responsibility of
responsibility is born by the companies using the credit line
liquidation due to immature guarantee (if any)
actually, and the Company bears joint liability.
Explanation on provision of guarantees for external parties in
N/A
violation of the prescribed procedure (if any)
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
VIII. Commitments made by the Company or shareholders holding over 5% of the
Company’s shares in the reporting period, or such commitments carried down into the
reporting period
Time of
Commitment Period of
Commitment Contents making Fulfillment
maker commitment
commitment
1. Commitments made by CND Group and
It is promised
China Merchants Holdings (International)
that the
about share custody;
horizontal
Commitment 2. Commitment made by China Merchants
competition
in acquisition Holdings (International) about guaranteeing
issue will be In the
reports or the independency of the Company; 20 Sept.
CMHI solved through process of
reports on 3. Commitment made by China Merchants 2012
ways such as execution
equity Holdings (International) about horizontal
asset
changes competition; and
reorganization
4. Commitment made by China Merchants
in the coming 3-
Holdings (International) about regulating
5 years.
related-party transactions
IX. Explanation on other significant events
In the reporting period, the Company disclosed the following significant events on Securities Times,
Ta Kung Pao (HK) and www.cninfo.com.cn:
Announcement No. Title Date
2013-001 Announcement on Resignation of Vice GM & CFO 4 Jan. 2013
2013-002 Announcement on Resignation of Director 8 Jan. 2013
2013-003 Announcement on Resignation of Supervisor 8 Jan. 2013
st th
Announcement on Resolutions Made at the 1 Special Session of the 7 Board of
2013-004 8 Jan. 2013
Directors for 2013
Announcement on Resolutions Made at the 1st Special Session of the 7th
2013-005 8 Jan. 2013
Supervisory Committee for 2013
2013-006 Announcement on the Volume of Business for Dec. 2012 11 Jan. 2013
Announcement on Resolutions Made at the 2nd Special Session of the 7th Board of
2013-007 14 Jan. 2013
Directors for 2013
2013-008 Notice on Convening the 1st Special Shareholders’ General Meeting for 2013 14 Jan. 2013
2013-009 Announcement on Change of the Name of the CPAs Firm 16 Jan. 2013
2013-010 Announcement on Abnormal Fluctuation in Share Trading 24 Jan. 2013
2013-011 Announcement on Share Trading Suspension 28 Jan. 2013
2013-012 Announcement on Clarification & Share Trading Resumption 30 Jan. 2013
st
Announcement on Resolutions Made at the 1 Special Shareholders’ General
2013-013 31 Jan. 2013
Meeting for 2013
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
Announcement on Resolutions Made at the 3rd Special Session of the 7th Board of
2013-014 31 Jan. 2013
Directors for 2013
2013-015 Announcement on the Volume of Business for Jan. 2013 7 Feb. 2013
2013-016 Announcement on the Volume of Business for Feb. 2013 8 Mar. 2013
th th
Announcement on Resolutions Made at the 4 Special Session of the 7 Board of
2013-017 12 Mar. 2013
Directors for 2013
2013-018 Announcement on Change of Accounting Estimate 12 Mar. 2013
Announcement on SASAC of the State Council Replying on Matters Related to
2013-019 12 Mar. 2013
Contractual Transfer of the Company’s State-owned Shares
Announcement on Resolutions Made at the 5th Session of the 7th Board of
2013-020 27 Mar. 2013
Directors
Announcement on Resolutions Made at the 5th Session of the 7th Supervisory
2013-021 27 Mar. 2013
Committee
2013-022 Abstract of the 2012 Annual Report 27 Mar. 2013
2013-023 Announcement on Expected Routine Related-party Transactions for 2013 27 Mar. 2013
2013-024 Notice on Convening the 2012 Annual Shareholders’ General Meeting 27 Mar. 2013
2013-025 Announcement on the Volume of Business for Mar. 2013 10 Apr. 2013
Announcement of Shenzhen Chiwan Wharf Holdings Limited on Payment of
2013-026 19 Apr. 2013
Interest in 2013 for the 2011 Corporate Bonds (Phase I)
Announcement on Resolutions Made at the 5th Special Session of the 7th Board of
2013-027 24 Apr. 2013
Directors for 2013
Announcement on the Wholly-funded Subsidiary Shenzhen Chiwan Harbor
2013-028 24 Apr. 2013
Container Co., Ltd. Providing Guarantee for the Company
2013-029 Report on the First Quarter of 2013 24 Apr. 2013
2013-030 Announcement on Completion of Share Ownership Transfer by Shareholder 27 Apr. 2013
Announcement on Adding Interim Proposals for the 2012 Annual Shareholders’
2013-031 General Meeting & Supplementary Notice on Convening the 2012 Annual 7 May 2013
Shareholders’ General Meeting
2013-032 Announcement on the Volume of Business for Apr. 2013 9 May 2013
Announcement on Registration Approval of the Issue of Short-term Financing
2013-033 10 May 2013
Notes
Announcement on Resolutions Made at the 2012 Annual Shareholders’ General
2013-034 22 May 2013
Meeting
2013-035 Announcement on the Corporate Bonds Follow-up Rating Result 24 May 2013
Suggestive Announcement on Issue of the First Phase of Short-term Financing
2013-036 6 Jun. 2013
Notes for 2013
2013-037 Announcement on the Volume of Business for May 2013 6 Jun. 2013
Announcement on the Issue Result of the First Phase of Short-term Financing
2013-038 18 Jun. 2013
Notes for 2013
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2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
X. Internal control progress
Pursuant to the “Internal Control Rules for Enterprises” and the mating guidelines, the Company
has completed all the preparing work for the internal control project for 2013, with details as
follows:
1. The Company updated the name list of the members of internal control task groups. The
chairman of the board was the head of the internal control project, with divisional leaders and
departmental leaders as the members for the internal control steering committee. At the Company
level, important professionals of all functional departments were the members for the task group. At
the level of a subsidiary, the task group was headed by the general manager of the subsidiary, with
important professionals in the subsidiary as the members for the task group.
2. The work plan for internal control of 2013 was worked out.
3. The subjects and internal control processes included in the internal control improvement task for
2013 were determined. According to its own business characteristics and importance and based on
the internal control process improvement results of the previous two years, subjects included in the
internal control improvement task for 2013 were: the Company, Chiwan Container Terminal Co.,
Ltd., Shenzhen Chiwan Harbor Container Co. Ltd., Shenzhen Chiwan Terminal Co., Ltd., Shenzhen
Chiwan Trans-Grains Terminal Limited, Dongguan Chiwan Wharf Company Limited and
Dongguan Chiwan Terminal Company Limited. Internal control processes included in the internal
control improvement and self-evaluation task for 2013 were: the organizational structure,
development strategy, human resources, social responsibilities, corporate culture, capital operation,
procurement, asset management, marketing, R&D, engineering projects, guarantees, outsourcing,
financial reporting, overall budget, contract management, internal information transmission and the
information system.
As reviewed and approved at the 5th Special Session of the 7th Board of Directors for 2013 on 25
Mar. 2013 and later at the 2012 Annual Shareholders’ General Meeting on 21 May 2013, Deloitte
Touche Tohmatsu Certified Public Accountants LLP was hired as the internal control auditor for the
Company for 2013.
In line with the schedule for the internal control improvement plan for 2013, the Company has
finished all the preparation work. The internal control project is right on schedule, with no
significant derivation or delay.
XI. Other disclosed significant events
1. YoY changes of operating revenues, operating profit and net profit
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012 YoY +/-
Operating revenues 865,235,792 854,104,190 1.30%
Operating profit 431,778,589 365,218,883 18.22%
Net profit (attributable to the Company) 295,594,906 222,035,234 33.13%
16
2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
No significant change occurred to the structures of main business lines and profit during the
reporting period.
Operating revenue increased 1.30% over the same period of last year, due to the growth of business.
Operating profit and net profit attributable to shareholders of the Company went up 18.22% and
33.13% respectively, which was mainly because the “business-tax-to-value-added-tax” policy and
the tax exemption on the gain on the extended section of Berth 13# brought down the taxes paid, the
interest expenses decreased on optimization of the loan structure, the exchange gain increased
considerably on RMB appreciation and the investment gain also increased on growing profits of the
associates.
2. Media Port Investments Limited (hereinafter referred to as “MPIL”) is jointly incorporated at the
British Virgin Islands by Chiwan Wharf Holdings (HK) Ltd. (a wholly-owned subsidiary company
of the Company hereinafter referred to as “CWHK”) and China Merchants Holdings (International)
Company Limited as an investment controlling company. The said two companies hold its 50%
equity separately. MPIL holds 60% equity of Shenzhen Mawan Wharf Co., Ltd., Shenzhen Mawan
Port Service Co., Ltd. and Shenzhen Mawan Terminals Co., Ltd. in total. During the reporting
period, MPIL gained net profit of RMB 53,760,774 through the above-mentioned three companies.
For the reporting period, investment income from MPIL was RMB 26,880,387 accounting for
9.09% of the net profit attributable to the Company’s shareholders.
3. Financial status
1) Asset breakdown and reasons for any significant year-on-year change:
Unit: RMB
Item 30 Jun. 2013 31 Dec. 2012 +/- +/-
Cash at bank and on hand 623,420,560 314,855,568 308,564,992 98%
Other current liabilities 500,000,000 - 500,000,000 -
Other Cash receipts relating to financing
500,000,000 - 500,000,000 -
activities
Reasons for any significant change:
Cash at bank and on hand, other current liabilities and cash received related to other financing
activities increased because the Company issued short-term financing notes of RMB 500 million in
the reporting period.
2) Profit breakdown and reasons for any significant year-on-year change
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012 +/-
Investment income 46,022,294 39,695,608 15.94%
Reasons for any significant change:
Investment income increased because the associates gave a good performance.
17
2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
VI. Change in Shares & Shareholders
I. Change in shares
Unit: share
Before the change Increase（+）/decrease（-） After the change
Issuance Capitalization
Bonus
Amount Proportion of new of public Others Subtotal Amount Proportion
shares
shares reserve fund
I. Restricted shares 735,466 0.114% -50,417 -50,417 685,049 0.106%
1. Shares held by the State
2. Share held by state-owned
corporations
3. Shares held by other
127,254 0.020% 170,286 170,286 297,540 0.046%
domestic investors
Among which:
Shares held by domestic non-
state-owned corporations
Shares held by domestic
127,254 0.020% 170,286 170,286 297,540 0.046%
natural persons
4. Shares held by foreign
investors
Among which:
Shares held by foreign
corporations
Shares held by foreign
natural persons
5. Share held by senior
608,212 0.094% -220,703 -220,703 387,509 0.060%
management staff
II. Non-restricted shares 644,028,264 99.886% 50,417 50,417 644,078,681 99.894%
1. Renminbi ordinary shares 464,789,805 72.087% -25,840 -25,840 464,763,965 72.083%
2. Domestically listed foreign
179,238,459 27.799% 76,257 76,257 179,314,716 27.811%
shares
3. Overseas listed foreign
shares
4. Others
III. Total shares 644,763,730 100% 644,763,730 100%
Reasons for the change in shares:
1. Change in shares resulted from change of directors and senior management staff: Where it has
not been half a year since the departure of directors or senior management staff from the
Company, all of their shareholdings in the Company shall be locked up. When the lock-up
period of half a year expires, all their shareholdings shall be unlocked.
2. Directors and supervisors of the Company sold the unlocked shares.
18
2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
II. Total number of shareholders and their shareholdings
Unit: share
Total number of shareholders at the end of the reporting 34,727 shareholders, including 26,728 A-share holders and 7,999
period B-share holders
Shareholdings of top ten shareholders (all being non-restricted share holders)
Increase/dec Number of Shares Type of
Nature of Percentage of rease in the non-restricted pledged or shares (A,
Name of shareholder
shareholder shareholding reporting shares held at frozen B, H or
period the period-end (share) other)
CHINA NANSHAN -
32.52% 209,687,067 0 A share
DEVELOPMENT (GROUP) INC. 161,190,933
SHENZHEN MALAI STORAGE
25% 161,190,933 161,190,933 0 A share
CO., LTD.
KEEN FIELD ENTERPRISES Foreign
8.58% 0 55,314,208 Unknown B share
LIMITED corporation
CMBLSA RE FTIF TEMPLETON Foreign
7.43% 0 47,914,954 Unknown B share
ASIAN GRW FD GTI 5496 corporation
GOVERNMENT OF SINGAPORE Foreign
0.66% -470,468 4,275,390 Unknown B share
INV. CORP.- A/C "C" corporation
Foreign
BAYVK A2-FONDS 0.58% 2,747,000 3,732,089 Unknown B share
corporation
Foreign
EMPLOYEES PROVIDENT FUND 0.56% 0 3,586,266 Unknown B share
corporation
TEMPLETON ASIAN GROWTH Foreign
0.41% 0 2,657,852 Unknown B share
FUND corporation
KUMPULAN WANG PERSARAAN Foreign
0.37% 2,368,067 2,368,067 Unknown B share
(DIPERBADANKAN) corporation
CMBNA/STICHTING PENS FND Foreign
0.36% 606,000 2,332,848 Unknown B share
ABP corporation
CMHI was a shareholder of CND, Malai Storage was a wholly-
Explanation on associated relationship or/and persons
funded subsidiary of CMHI, and KFEL was also a wholly-funded
acting in concert among the above-mentioned
subsidiary of CMHI.The Company does not know whether the
shareholders:
other non-restricted shareholders are related parties or not.
* On 26 Apr. 2013, the Company received the “Securities Transfer Confirmation” (No. 1304230009) issued by
the Shenzhen branch of China Securities Depository and Clearing Co., Ltd. and provided by the CND Group.
The transfer formalities concerning the CND Group transferring 161,190,933 tradable A-shares of the
Company (a stake of 25%) to Malai Storage were completed on 25 Apr. 2013. As such, all the formalities
concerning the transfer of the Company’s shares by the CND Group were completed. After the share transfer,
China Merchants Holdings (International) Company Limited (“CMHI”) indirectly held 161,190,933 A-shares
of the Company (a stake of 25%) via its wholly-funded subsidiary Malai Storage, and indirectly held
55,314,208 B-shares of the Company (a stake of 8.58%) via its wholly-funded subsidiary Keen Field
Enterprises Limited. As such, CMHI indirectly held a stake of 33.58% in the Company. Meanwhile, CMHI
was entrusted to manage 209,687,067 A-shares of the Company held by the CND Group (a stake of 32.52%).
As such, CMHI controlled a stake of 66.10% in the Company. The actual controller of the Company—China
Merchants Group—remained unchanged. For the relevant details, see the Announcement No. 2013-030
disclosed on Securities Times, Ta Kung Pao (HK) and www.cninfo.com.cn dated 27 Apr. 2013.
III. Change of the controlling shareholder or the actual controller
The controlling shareholder and the actual controller remained the same in the reporting period.
19
2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
VII. Directors, Supervisors & Senior Management Staff
I. Shareholding changes of directors, supervisors and senior management staff
Unit: share
Shares Shares
Shares held at Shares held
Current/ increased in the decreased in
Name Office title the period- at the
former reporting the reporting
begin period-end
period period
Zheng Shaoping Chairman of the Board Current 212,652 0 0 212,652
Zhang Rizhong Director Current 0 0 0 0
Deng Weidong Director Current 0 0 0 0
Wang Zhixian Director Current 0 0 0 0
Li Yubin Director Current 0 0 0 0
Zhang Jianguo Director Current 98,782 0 24,500 74,282
Li Wuzhou Independent director Current 0 0 0 0
Hao Zhujjiang Independent director Current 0 0 0 0
Zhang Jianjun Independent director Current 0 0 0 0
Chairman of the
Yu Liming Current 0 0 0 0
Supervisory Committee
Wen Ling Supervisor Current 0 0 0 0
Zhao Jianli Supervisor Current 0 0 0 0
Zhao
Supervisor Current 64,954 0 0 64,954
Chaoxiong
Ni Keqin Supervisor Current 38,772 0 9,561 29,211
Zhao Qiang GM Current 15,103 0 0 15,103
Vice GM,
Xiong Haiming Current 83,147 0 0 83,147
chief engineering
Pan Ke Vice GM Current 0 0 0 0
Zhang Fang CFO Current 3,267 0 0 3,267
Bu Dan Company secretary Current 0 0 0 0
Tian Junyan Director Former 0 0 0 0
Wang Fen Director Former 82,632 0 0 82,632
Fan Zhaoping Director Former 53,877 0 0 53,877
Yuan Yuhui Director Former 14,040 0 0 14,040
Zhang Ning Director Former 146,991 0 0 146,991
Huang Huizhen Supervisor Former 0 0 0 0
Guo Songhua Supervisor Former 0 0 0 0
Total -- -- 814,217 0 34,061 780,156
20
2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
II. Resignation condition of Directors, supervisors and senior management staff
Name Position Type Date Reason
Tian Junyan Director Resign 30 Jan. 2013 Change of job
Wang Fen Director Resign 30 Jan. 2013 Change of job
Fan Zhaoping Director Resign 30 Jan. 2013 Change of job
Yuan Yuhui Director Resign 30 Jan. 2013 Change of job
Zhang Ning Director Resign 30 Jan. 2013 Change of job
Huang Huizhen Supervisor Resign 7 Jan. 2013 Change of job
Guo Songhua Supervisor Resign 7 Jan. 2013 Change of job
21
2013 Semi-annual Report of Shenzhen Chiwan Wharf Holdings Limited
VIII. Financial Report (See Attached, Unaudited)
IX. Documents for Reference
I. 2013 Semi-Annual Report carrying the signature of Chairman of the Board;
II. 2013 Semi-Annual Financial Report carrying the signatures of the Company’s Legal
Representative, Chief Financial Officer and Financial Manager; and
III. Original copies of all documents and public notices thereof disclosed during the reporting
period on Securities Times and Ta Kung Pao.
For and on behalf of the Board
Zheng Shaoping
Chairman
Shenzhen Chiwan Wharf Holdings Limited
Dated 28 August 2013
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
FOR THE SIX MONTHS ENDED 30 JUNE 2013
Contents Page
The Company and Consolidated balance sheets 1-2
The Company and Consolidated income statements 3-4
The Company and Consolidated cash flow statements 5–6
The Company and Consolidated statements of changes in
shareholders' equity 7-8
Notes to the financial statements 9 - 107
Shenzhen Chiwan Wharf Holdings Limited
FOR THE SIX MONTHS ENDED 30 JUNE 2013
Consolidated Balance Sheet
Unit: RMB
LIABILITIES AND
30 June 31 December SHAREHOLDERS' 30 June 31 December
ASSETS Notes 2013 2012 EQUITY Notes 2013 2012
Current Assets: Current Liabilities:
Currency funds (V)1 623,420,560 314,855,568 Short-term borrowings (V)18 998,139,800 1,180,929,700
Notes receivable 10,150,000 1,680,000 Notes payable (V)19 - 826,000
Accounts receivable (V)2 304,218,482 251,420,961 Accounts payable (V)20 98,042,018 145,987,941
Prepayments (V)3 1,366,420 1,623,037 Advances (V)21 1,107,124 299,453
Employee benefits
Other receivables (V)4 16,891,958 15,984,053 (V)22 41,929,261 65,535,790
payable
Inventories (V)5 22,430,373 21,325,571 Taxes payable (V)23 49,875,562 40,854,861
Other current assets 7,883,745 8,956,589 Interest payable (V)24 4,794,731 18,541,173
Total current assets 986,361,538 615,845,779 Dividends payable (V)25 234,049,234 -
Non-current Assets: Other payables (V)26 242,965,056 41,574,838
Available-for-sale Non-current liabilities
(V)6 5,390,000 5,210,000 (V)27 4,727,207 39,727,207
financial assets due within one year
Long-term equity
(V)7,8 1,571,238,716 1,544,951,108 Other current liabilities (V)28 500,000,000 -
investments
Investment property (V)9 32,855,599 33,463,476 Total current liabilities 2,175,629,993 1,534,276,963
Fixed assets (V)10 2,631,118,193 2,701,093,453 Non-current Liabilities:
Construction in
(V)11 705,054,464 609,932,609 Long-term borrowings (V)29 - 150,000,000
progress
Intangible assets (V)12 1,009,100,007 1,007,534,028 Bonds payable (V)30 496,940,274 496,545,753
Goodwill (V)13 10,858,898 10,858,898 Special payables (V)31 74,581,766 80,622,976
Long-term prepaid
(V)14 265,675,708 60,962,668 Deferred tax liabilities (V)15 1,067,500 1,022,500
expenses
Other non-current
Deferred tax assets (V)15 74,637,098 67,969,034 (V)32 50,548,150 53,652,356
liabilities
Other non-current Total non-current
(V)16 118,374,453 123,309,397 623,137,690 781,843,585
assets liabilities
Total non-current assets 6,424,303,136 6,165,284,671 TOTAL LIABILITIES 2,798,767,683 2,316,120,548
SHAREHOLDERS'
EQUITY:
Share capital (V)33 644,763,730 644,763,730
Capital reserve (V)34 166,001,055 165,866,055
Special reserve (V)35 3,353,074 1,394,832
Surplus reserve (V)36 483,685,708 464,704,268
Unappropriated profit (V)37 2,457,472,148 2,414,907,916
Translation differences
arising on translation of
financial statements (13,684,792) (13,604,718)
denominated in foreign
currencies
Total shareholders' equity
attributable to equity 3,741,590,923 3,678,032,083
holders of the parent
Minority interests 870,306,068 786,977,819
TOTAL
SHAREHOLDERS' 4,611,896,991 4,465,009,902
EQUITY:
TOTAL LIABILITIES
TOTAL ASSETS 7,410,664,674 6,781,130,450 AND SHAREHOLDER' 7,410,664,674 6,781,130,450
EQUITY
The accompanying notes form part of the financial statements.
The financial statements on pages 1 to 107 were signed by the following:
Legal Representative: Zheng Shaoping
Person in Charge of the Accounting Body: Zhang Fang
Chief Accountant: Ma Zhihong
-1-
Shenzhen Chiwan Wharf Holdings Limited
FOR THE SIX MONTHS ENDED 30 JUNE 2013
Balance Sheet of the Parent Company
Unit: RMB
LIABILITIES AND
30 June 31 December SHAREHOLDERS' 30 June 31 December
ASSETS Notes 2013 2012 EQUITY Notes 2013 2012
Current Assets: Current Liabilities:
Currency funds 400,200,343 149,792,425 Short-term borrowings 328,995,800 334,901,700
Notes receivable 3,800,000 200,000 Accounts payable 9,661,481 13,264,803
Accounts receivable (XII)1 20,152,854 17,754,009 Advances 972,666 246,980
Prepayments 93,006 93,006 Employee benefits payable 34,881,894 42,214,995
Interest receivable 218,084 218,084 Taxes payable 4,158,579 2,213,148
Dividends receivable 145,359,112 145,359,112 Interest payable 6,918,725 21,204,530
Other receivables (XII)2 755,017,705 358,588,904 Dividends payable 234,049,234 -
Inventories 1,145,950 860,702 Other payables 664,905,331 369,642,044
Other current assets - 323,406 Other current liabilities 500,000,000 -
Total current assets 1,325,987,054 673,189,648 Total current liabilities 1,784,543,710 783,688,200
Non-current Assets: Non-current Liabilities:
Available-for-sale
5,390,000 5,210,000 Bonds payable 496,940,274 496,545,753
financial assets
Long-term receivables 11,004,285 11,004,285 Deferred tax liabilities 1,067,500 1,022,500
Long-term equity
(XII)3 2,229,521,069 2,131,519,862 Total non-current liabilities 498,007,774 497,568,253
investments
Investment property 25,108,041 25,587,744 TOTAL LIABILITIES 2,282,551,484 1,281,256,453
SHAREHOLDERS'
Fixed assets 140,703,378 144,059,820
EQUITY
Construction in progress 1,452,894 687,894 Share capital 644,763,730 644,763,730
Intangible assets 60,787,224 62,376,911 Capital reserve 153,213,328 153,078,328
Long-term prepaid
7,100,446 7,488,719 Special reserve 290,399 240,349
expenses
Deferred tax assets 49,850,160 40,060,852 Surplus reserve 483,685,708 464,704,268
Total non-current assets 2,530,917,497 2,427,996,087 Unappropriated profit 292,399,902 557,142,607
TOTAL
SHAREHOLDERS' 1,574,353,067 1,819,929,282
EQUITY
TOTAL LIABILITIES
TOTAL ASSETS 3,856,904,551 3,101,185,735 AND SHAREHOLDERS' 3,856,904,551 3,101,185,735
EQUITY
The accompanying notes form part of the financial statements.
-2-
Shenzhen Chiwan Wharf Holdings Limited
FOR THE SIX MONTHS ENDED 30 JUNE 2013
Consolidated Income Statement
Unit: RMB
ITEM Notes Jan.-Jun. 2013 Jan.-Jun. 2012
I. Total operating income 865,235,792 854,104,190
Including: Operating income (V)38 865,235,792 854,104,190
II. Total operating costs 479,479,497 528,580,915
Including: Operating costs (V)38 390,222,277 384,494,159
Business taxes and levies (V)39 2,702,574 34,220,412
Administrative expenses 73,855,832 74,188,318
Financial expenses (V)40 12,749,188 35,678,026
Impairment losses of assets (V)41 (50,374 ) -
Add: Gains from changes in fair values - -
Investment income (V)42 46,022,294 39,695,608
Including: Income from investments in associates
(V)42 46,022,294 39,695,608
and joint ventures
III. Operating profit 431,778,589 365,218,883
Add: Non-operating income (V)43 1,656,133 3,503,559
Less: Non-operating expenses (V)44 182,045 194,818
Including: Losses from disposal of non-current assets (V)44 21,401 104,100
IV. Total Profit 433,252,677 368,527,624
Less: Income tax expenses (V)45 54,179,137 68,888,438
V. Net profit 379,073,540 299,639,186
Net profit attributable to shareholders of the parent 295,594,906 222,035,234
Profit or loss attributable to minority interests 83,478,634 77,603,952
VI. Earnings per share: (V)48
(I) Basic earnings per share 0.458 0.344
(II) Diluted earnings per share 0.458 0.344
VII. Other comprehensive income (V)49 54,926 135,000
VIII.Total comprehensive income attributable to: 379,128,466 299,774,186
Shareholders of the parent 295,649,832 222,170,234
Minority interests 83,478,634 77,603,952
The accompanying notes form part of the financial statements.
-3-
Shenzhen Chiwan Wharf Holdings Limited
FOR THE SIX MONTHS ENDED 30 JUNE 2013
Income Statement of the Parent Company
Unit: RMB
ITEM Notes Jan.-Jun. 2013 Jan.-Jun. 2012
I. Total operating income (XII)4 57,073,983 108,222,494
Less: Operating costs (XII)4 60,691,738 69,009,886
Business taxes and levies 1,054,080 4,455,600
Selling and distribution expenses - -
Administrative expenses 29,623,251 30,696,327
Financial expenses 5,043,119 22,683,030
Impairment loss of assets 161,951 -
Add: Gains from changes in fair values - -
Investment income (XII)5 17,735,893 14,578,171
Including: Income from investments in associates
(XII)5 17,735,893 14,578,171
and joint ventures
II. Operating profit (21,764,263) (4,044,179)
Add: Non-operating income 262,924 29,431
Less: Non-operating expenses - -
Including: Losses from disposal of non-current assets - -
III. Total Profit (21,501,339) (4,014,748)
Less: Income tax expenses (9,789,308 ) （1,003,687)
IV. Net profit (11,712,031) (3,011,061)
V. Earnings per share:
(I) Basic earnings per share N/A N/A
(II) Diluted earnings per share N/A N/A
VI. Other comprehensive income 135,000 135,000
VII. Total comprehensive income (11,577,031) (2,876,061)
The accompanying notes form part of the financial statements.
-4-
Shenzhen Chiwan Wharf Holdings Limited
FOR THE SIX MONTHS ENDED 30 JUNE 2013
Consolidated Cash Flow Statement
Unit: RMB
ITEM Notes Jan.-Jun. 2013 Jan.-Jun. 2012
I. Cash Flows from Operating Activities:
Cash receipts from the sale of goods and the rendering of services 827,242,215 843,999,861
Receipts of tax refunds - -
Other cash receipts relating to operating activities (V)50 3,127,877 9,561,867
Sub-total of cash inflows 830,370,092 853,561,728
Cash payments for goods purchased and services received 226,856,623 219,617,430
Cash payments to and on behalf of employees 131,661,746 115,596,097
Payments of all types of taxes 65,385,352 147,052,342
Other cash payments relating to operating activities (V)50 48,649,226 22,308,558
Sub-total of cash outflows 472,552,947 504,574,427
Net Cash Flow from Operating Activities (V)51 357,817,145 348,987,301
II. Cash Flows from Investing Activities:
Cash receipts from disposals and returns of investments - -
Cash receipts from investments income 19,734,687 -
Net cash receipts from disposals of fixed assets, intangible assets
139,400 5,034,352
and other long-term assets
Sub-total of cash inflows 19,874,087 5,034,352
Cash payments to acquire or construct fixed assets, intangible
166,004,517 279,090,274
assets and other long-term assets
Net cash payments for acquisitions of subsidiaries and other - -
business units
Sub-total of cash outflows 166,004,517 279,090,274
Net Cash Flow from Investing Activities (146,130,430) (274,055,922)
III. Cash Flows from Financing Activities:
Cash receipts from investors' capital contribution - -
Including: cash receipts from minorities' capital contribution - -
Cash receipts from borrowings 177,804,000 662,730,000
Cash receipts from issue of bonds - 496,000,000
Other cash receipts relating to financing activities (V)50 500,000,000
Sub-total of cash inflows 677,804,000 1,158,730,000
Cash repayments of borrowings 527,460,000 882,530,000
Cash payments for distribution of dividends or profit or interest 50,802,466 39,729,067
Including: payments for distribution of dividends or profit to
- -
minorities
Other cash payments relating to financing activities (V)50 1,605,308 60,000
Sub-total of cash outflows 579,867,774 922,319,067
Net Cash Flow from Financing Activities 97,936,226 236,410,933
IV. Effect of Foreign Exchange Rate Changes on Cash and Cash
(1,057,949) -
Equivalents
V. Net Increase in Cash and Cash Equivalents 308,564,992 311,342,312
Add: Opening balance of Cash and Cash Equivalents (V)51 314,855,568 478,788,943
VI. Closing Balance of Cash and Cash Equivalents (V)51 623,420,560 790,131,255
The accompanying notes form part of the financial statements.
-5-
Shenzhen Chiwan Wharf Holdings Limited
FOR THE SIX MONTHS ENDED 30 JUNE 2013
Cash Flow Statement of the Parent Company
Unit: RMB
ITEM Notes Jan.-Jun. 2013 Jan.-Jun. 2012
I. Cash Flows from Operating Activities:
Cash receipts from the sale of goods and the rendering of
53,257,694 96,137,954
services
Other cash receipts relating to operating activities 184,863,649 292,983,550
Sub-total of cash inflows 238,121,343 389,121,504
Cash payments for goods purchased and services received 21,783,195 49,335,471
Cash payments to and on behalf of employees 39,423,952 31,767,672
Payments of all types of taxes 2,188,530 5,126,031
Other cash payments relating to operating activities 305,007,978 227,696,304
Sub-total of cash outflows 368,403,655 313,925,478
Net Cash Flow from Operating Activities (XII)7 (130,282,312) 75,196,026
II. Cash Flows from Investing Activities:
Cash receipts from investments income 19,734,687 49,519,615
Net cash receipts from disposals of fixed assets,
- 206,060
intangible assets and other long-term assets
Sub-total of cash inflows 19,734,687 49,725,675
Cash payments to acquire or construct fixed assets,
4,476,861 7,359,401
intangible assets and other long-term assets
Cash payments to acquire investments 100,000,000 -
Sub-total of cash outflows 104,476,861 7,359,401
Net Cash Flow from Investing Activities (84,742,174) 42,366,274
III. Cash Flows from Financing Activities:
Cash receipts from borrowings - 263,030,000
Cash receipts from issue of bonds - 496,000,000
Other cash receipts relating to financing activities 500,000,000 -
Sub-total of cash inflows 500,000,000 759,030,000
Cash repayments of borrowings - 513,030,000
Cash payments for distribution of dividends or profit or
32,701,230 26,298,438
interest
Other cash payments relating to financing activities 1,605,307 60,000
Sub-total of cash outflows 34,306,537 539,388,438
Net Cash Flow from Financing Activities 465,693,463 219,641,562
IV. Effect of Foreign Exchange Rate Changes on Cash
(261,059) -
and Cash Equivalents
V. Net Increase in Cash and Cash Equivalents 250,407,918 337,203,862
Add: Opening balance of Cash and Cash Equivalents (XII)7 149,792,425 187,090,694
VI. Closing Balance of Cash and Cash Equivalents (XII)7 400,200,343 524,294,556
The accompanying notes form part of the financial statements.
-6-
Shenzhen Chiwan Wharf Holdings Limited
FOR THE SIX MONTHS ENDED 30 JUNE 2013
Consolidated Statement of Changes in Shareholders’ Equity
Unit: RMB
Amount of Jan.-Jun.2013 Amount of last year
Attributable to shareholders of the parent Attributable to shareholders of the parent
Total Total
Special Surplus Unappropriated Minority shareholders' Special Surplus Unappropriated Minority shareholders'
ITEM Share capital Capital reserve reserve reserve profit Others interests equity Share capital Capital reserve reserve reserve profit Others interests equity
I. Closing balance of the preceding
644,763,730 165,866,055 1,394,832 464,704,268 2,414,907,916 (13,604,718) 786,977,819 4,465,009,902 644,763,730 166,226,055 - 421,692,405 2,248,722,001 (13,607,440) 638,267,320 4,106,064,071
year
Add: Changes in accounting policies - - - - - - - - - - - - - - - -
Corrections of prior period errors - - - - - - - - - - - - - - - -
Others - - - - - - - - - - - - - - - -
II. Opening balance of the period 644,763,730 165,866,055 1,394,832 464,704,268 2,414,907,916 (13,604,718) 786,977,819 4,465,009,902 644,763,730 166,226,055 - 421,692,405 2,248,722,001 (13,607,440) 638,267,320 4,106,064,071
III. Changes for the period - 135,000 1,958,242 18,981,440 42,564,232 (80,074) 83,328,249 146,887,089 - (360,000) 1,394,832 43,011,863 166,185,915 2,722 148,710,499 358,945,831
(I) Net profit - - - - 295,594,906 83,478,634 379,073,540 - - - - 467,103,270 - 148,666,240 615,769,510
(II) Other comprehensive income - 135,000 - - - (80,074) - 54,926 - (360,000) - - - 2,722 - (357,278)
Subtotal of (I) and (II) - 135,000 - - 295,594,906 (80,074) 83,478,634 379,128,466 - (360,000) - - 467,103,270 2,722 148,666,240 615,412,232
(III) contributions and reduction in
- - - - - - - - - - - - - - - -
capital
1. Capital contribution from
- - - - - - - - - - - - - - - -
shareholders
2. Share-based payment recognised in
- - - - - - - - - - - - - - - -
shareholders' equity
3. Others - - - - - - - - - - - - - - - -
(IV) Profit distribution - - - 18,981,440 (253,030,674) - - (234,049,234) - - - 43,011,863 (300,917,355) - - (257,905,492)
1. Transfer to surplus reserve - - - 18,981,440 (18,981,440) - - - - - - 43,011,863 (43,011,863) - - -
2. Transfer to general reserve - - - - - - - - - - - - - -
3. Distributions to shareholders - - - (234,049,234) - - (234,049,234) - - - - (257,905,492) - - (257,905,492)
4. Others - - - - - - - - - - - - - - - -
(V) Transfers within shareholders' - - - - - - - - - - - - - - - -
equity
1. Capitalisation of capital reserve - - - - - - - - - - - - - - - -
2. Capitalisation of surplus reserve - - - - - - - - - - - - - - - -
3. Loss made up by surplus reserve - - - - - - - - - - - - - - - -
4. Others - - - - - - - - - - - - - - - -
(VI) Special reserve - - 1,958,242 - - - (150,385 ) 1,807,857 - - 1,394,832 - - - 44,259 1,439,091
1. Withdrawn in the period - - 7,396,030 - - - 2,423,810 9,819,840 - - 10,853,324 - - - 3,953,633 14,806,957
2. Utilized in the period - - (5,437,788) - - - (2,574,195) (8,011,983 ) - - (9,458,492) - - - (3,909,374) (13,367,866)
(VII) Others - - - - - - - - - - - - - - - -
IV. Closing balance of the period 644,763,730 166,001,055 3,353,074 483,685,708 2,457,472,148 (13,684,792 ) 870,306,068 4,611,896,991 644,763,730 165,866,055 1,394,832 464,704,268 2,414,907,916 (13,604,718) 786,977,819 4,465,009,902
The accompanying notes form part of the financial statements.
-7-
Shenzhen Chiwan Wharf Holdings Limited
FOR THE SIX MONTHS ENDED 30 JUNE 2013
Statement of Changes in Shareholders' Equity of the Parent Company
Unit: RMB
Amount of Jan.-Jun.2013 Amount of last year
Share capital Capital reserve Special Surplus reserve Unappropriated Total shareholders' Share capital Capital reserve Special Surplus reserve Unappropriated Total shareholders'
reserve profit equity reserve profit equity
I. Closing balance of the preceding year 644,763,730 153,078,328 240,349 464,704,268 557,142,607 1,819,929,282 644,763,730 153,438,328 - 421,692,405 668,245,566 1,888,140,029
Add: Changes in accounting policies - - - - - - - - - - - -
Corrections of prior period errors
- - - - - - - - - - - -
Others - - - - - - - - - - - -
II. Opening balance of the period 644,763,730 153,078,328 240,349 464,704,268 557,142,607 1,819,929,282 644,763,730 153,438,328 - 421,692,405 668,245,566 1,888,140,029
III. Changes for the period - 135,000 50,050 18,981,440 (264,742,705) (245,576,215) - (360,000) 240,349 43,011,863 (111,102,959) (68,210,747)
(I) Net profit - - - - (11,712,031) (11,712,031) - - - - 189,814,396 189,814,396
(II) Other comprehensive income - 135,000 - - - 135,000 - (360,000) - - - (360,000)
Subtotal of (I) and (II) - 135,000 - - (11,712,031) (11,577,031) - (360,000) - - 189,814,396 189,454,396
(III) Shareholders' contributions and reduction
in capital - - - - - - - - - - - -
1. Capital contribution from shareholders - - - - - - - - - - - -
2. Share-based payment recognised in
shareholders' equity - - - - - - - - - - - -
3. Others - - - - - - - - - - - -
(IV) Profit distribution - - - 18,981,440 (253,030,674) (234,049,234) - - - 43,011,863 (300,917,355) (257,905,492)
1. Transfer to surplus reserve - - - 18,981,440 (18,981,440) - - - - 43,011,863 (43,011,863) -
2. Transfer to general reserve - - - - - - - - - - - -
3. Distributions to shareholders - - - - (234,049,234) (234,049,234) - - - - (257,905,492) (257,905,492)
4. Others - - - - - - - - - - - -
(V) Transfers within shareholders' equity - - - - - - - - - - - -
1. Capitalisation of capital reserve - - - - - - - - - - - -
2. Capitalisation of surplus reserve - - - - - - - - - - - -
3. Loss made up by surplus reserve - - - - - - - - - - - -
4. Others - - - - - - - - - - - -
(VI) Special reserve - - 50,050 - -- 50,050 - - 240,349 - - 240,349
1. Withdrawn in the period - - 997,270 - - 997,270 - - 1,431,301 - - 1,431,301
2. Utilized in the period - - (947,220) - - (947,220) - - (1,190,952) - - (1,190,952)
(VII) Others - - - - - - - - - - - -
IV. Closing balance of the period 644,763,730 153,213 ,328 290,399 483,685,708 292,399,902 1,574,353,067 644,763,730 153,078,328 240,349 464,704,268 557,142,607 1,819,929,282
The accompanying notes form part of the financial statements.
-8-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(I) GENERAL
Shenzhen Chiwan Wharf Holdings Limited (the "Company") was a joint stock limited company
reorganized from Shenzhen Chiwan Wharf Co.,Ltd on 16 January 1993 as approved by General
Office of Shenzhen Municipal People's Government (filed as Shen Fu Ban Fu [1993] No. 357).
On 18 February 1993, under the approval released by People's Bank of China Shenzhen Branch
(filed as Shen Ren Yin Fu Zi [1993] No.038), the Company issued, by public offering, the
ordinary shares of 310,470,000 shares, including the domestic shares ("A shares") of 46,000,000
share, and domestically listed foreign shares ("B shares") of 40,000,000 shares. Both shares were
listed on Shenzhen Stock Exchange on 5 May 1993.
As of 31 December 2005, the total shares of the Company amounted to 644,763,730, after several
times of capitalization of capital reserves and additional issuances during the period between 1993
and 2005.
On 26 May 2006, the stockholders' meeting of the Company approved the spilt-share reform
under which a consideration comprising of every 1 A-share, cash of RMB11.5 and 8 put warrants
was granted by China Nanshan Development (Group) Incorporation ("Nanshan Group"), the non-
circulating shareholder of the Company, to each circulating shareholder holding 10 A-shares of
the Company. After implementation of the split-share reform, the total number of A-shares
remained unchanged with 370,802,900 shares held by Nanshan Group, occupying 57.51% of the
total shares.
On 13 July 2011, Nanshan Group obtained 75,100 shares of A shares in the secondary market; as
a result, the number of A-shares held by Nanshan Group arrived at 370,878,000, occupying
57.52% of the total shares.
On 17 September 2012, China Merchants Holdings International Company Limited (the "CMHI")
signed a shareholding entrustment agreement with Nanshan Group, subject to which Nanshan
Group entrusted CMHI with its holding in Shenzhen Chiwan Wharf of A-shares of 370,878,000
shares (57.52% of the total shares). Additionally, 55,314,200 B-shares indirectly held by CMHI
via Jing Feng Co., Ltd, a subsidiary of CMHI, plus the voting rights obtained via entrustment,
make up of 66.10% of the voting right of the Company.
On 1 November 2012, the China Securities Regulatory Commission ("CSRC") approved the
Announcement of China Merchants Holdings International Company Limited Concerning the
Purchase Report of Shenzhen Chiwan Wharf Holding Limited and the Exemption of the Offer
Obligation (filed as Zhen Jian Xu Ke [2012] No.1428), exempting CMHI from the offer
obligation resulted from the fact of controlling Shenzhen Chiwan Wharf's 370,878,000 shares
through stock custody.
On 27 December 2012, Nanshan Group signed an equity transfer agreement with Shenzhen Malai
Warehouse Co., Ltd, a subsidiary of CMHI, subject to which Nanshan Group would transfer
161,190,933 A-shares of the Company to Shenzhen Malai Warehouse Co., Ltd.
-9-
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(I) BASIC INFORMATION ABOUT THE GROUP- continued
On 6 March 2013, the Company received the Reply on Certain Issues Regarding Agreed Transfer
of State-owned Shares of Shenzhen Chiwan Wharf Holdings Ltd. released by the State-owned
Assets Supervision and Administration Commission (filed as Guo Zi Chan Quan [2013] No. 94),
which approved Nanshan Group to transfer 161,190,933 A-shares of the Company to Shenzhen
Malai Warehouse Co., Ltd.
On 26 April 2013 ， the Company received the “Securities Transfer confirmation”
（No.1304230009）issued by the Shenzhen branch of China Securities Depository and Clearing
Co., Ltd. and provided by Nanshan Group. Nanshan Group transferred 161,190,933 tradable A-
shares of the Company held by it (a stake of 25%) to Shenzhen Malai Storage Co., Ltd.And the
transfer formalities were completed on 25 Apr. 2013,making the completion of all the relevant
formalities of Nanshan Group’s transfer of the Company’s shares.
Therefore, the parent of the Company has been changed from Nanshan Group to CMHI since 1
November 2012, with the ultimate actual controller of the Company having always been China
Merchants Group ("CMG").
The headquarters of the Company is located in Shenzhen Guangdong Province. The Company
and its subsidiaries (collectively the "Group") are principally engaged in the provision of cargo
handling, warehousing, land and sea transportation services, cargo packing, agency business and
the other services.
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES AND PRIOR PERIOD ERRORS
1. Basis of preparation of financial statements
The Group has adopted the Accounting Standards for Business Enterprises issued by the Ministry
of Finance (MoF) on 15 February 2006. In addition, the Group has disclosed relevant financial
information in accordance with Information Disclosure and Presentation Rules for Companies
Offering Securities to the Public No. 15-General Provisions on Financial Reporting (Revised in
2010).
Basis of accounting and principle of measurement
The Group has adopted the accrual basis of accounting. Except for certain financial instruments
which are measured at fair value, the Group adopts the historical cost as the principle of
measurement of the financial statements. Upon being restructured into a stock company, the fixed
assets and intangible assets initially contributed by the state-owned shareholders are recognized
based on the valuation amounts confirmed by the state-owned assets administration department.
Where assets are impaired, provisions for asset impairment are made in accordance with the
relevant requirements.
- 10 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS – continued
2. Statement of compliance with the ASBE
The financial statements of the Company have been prepared in accordance with Accounting
Standards for Business Enterprises, and present truly and completely, the Company's and
consolidated financial position as of 30 June 2013, and the Company's and consolidated results of
operations and cash flows for the six months ended 30 June 2013
3. Accounting period
The Group has adopted the calendar year as its accounting year, from 1 January to 31 December.
4. Functional currency
Renminbi ("RMB") is the currency of the primary economic environment in which the Company
and its domestic subsidiaries operate. Therefore, the Company and its domestic subsidiaries
choose RMB as their functional currency. The Company's foreign subsidiary chooses Currency
RMB or Currency HKD as its functional currency on the basis of the primary economic
environment in which it operates. The Group adopts RMB to prepare its financial statements.
5. The accounting treatment of business combinations involving enterprises under common
control and business combinations not involving enterprises under common control
Business combinations are classified into business combinations involving enterprises under
common control and business combinations not involving enterprises under common control.
5.1 Business combinations involving enterprises under common control
A business combination involving enterprises under common control is a business combination in
which all of the combining enterprises are ultimately controlled by the same party or parties both
before and after the combination, and that control is not transitory.
Assets and liabilities obtained shall be measured at their respective carrying amounts as recorded
by the combining entities at the date of the combination. The difference between the carrying
amount of the net assets obtained and the carrying amount of the consideration paid for the
combination is adjusted to the share premium in capital reserve. If the share premium is not
sufficient to absorb the difference, any excess shall be adjusted against retained earnings.
Costs that are directly attributable to the combination are charged to profit or loss in the period in
which they are incurred.
- 11 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS – continued
5. The accounting treatment of business combinations involving enterprises under common
control and business combinations not involving enterprises under common control – continued
5.2 Business combinations not involving enterprises under common control and goodwill
A business combination not involving enterprises under common control is a business
combination in which all of the combining enterprises are not ultimately controlled by the same
party or parties before and after the combination.
The cost of combination is the aggregate of the fair values, at the acquisition date, of the assets
given, liabilities incurred or assumed, and equity securities issued by the acquirer, in exchange for
control of the acquire, the intermediary expenses (fees in respect of auditing, legal services,
valuation and consultancy services, etc.) and other administrative expenses attributable to the
business combination are recognized in profit or loss in the periods when they are incurred.
Where a business combination not involving enterprises under common control is achieved in
stages that involves multiple transactions, the cost of combination is the sum of the consideration
paid at the acquisition date and the fair value of the equity in the acquire held before the
acquisition. The equity held in the acquire before the acquisition date is remeasured at its fair
value at the acquisition date, with any difference between its fair value and its carrying amount
being recognized as investment income, and the other comprehensive income relating to the
equity held in the acquire before the acquisition date being transferred to investment income.
The acquiree's identifiable assets, liabilities and contingent liabilities acquired by the acquirer in a
business combination that meet the recognition criteria shall be measured at fair value at the
acquisition date. Where the cost of combination exceeds the acquirer's interest in the fair value of
the acquiree's identifiable net assets, the difference is treated as an asset and recognized as
goodwill, which is measured at cost on initial recognition. Where the cost of combination is less
than the acquirer's interest in the fair value of the acquiree's identifiable net assets, the acquirer
reassesses the measurement of the fair values of the acquiree's identifiable assets, liabilities and
contingent liabilities and measurement of the cost of combination. If after that reassessment, the
cost of combination is still less than the acquirer's interest in the fair value of the acquiree's
identifiable net assets, the acquirer recognizes the remaining difference immediately in profit or
loss for the current period.
Goodwill arising on a business combination is measured at cost less accumulated impairment
losses, and is presented separately in the consolidated financial statements. It is tested for
impairment at least at the end of each year.
For the purpose of impairment testing, goodwill is considered together with the related assets
groups, i.e., goodwill is reasonably allocated to the related assets groups or each of assets groups
expected to benefit from the synergies of the combination. In testing an assets group with
goodwill for impairment, an impairment loss is recognized if the recoverable amount of the assets
group or sets of assets groups (including goodwill) is less than its carrying amount. The
impairment loss is firstly allocated to reduce the carrying amount of any goodwill allocated to
such assets group or sets of assets groups, and then to the other assets of the group pro-rata basis
on the basis of the carrying amount of each asset (other than goodwill) in the group.
- 12 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS – continued
5. The accounting treatment of business combinations involving enterprises under common
control and business combinations not involving enterprises under common control – continued
The recoverable amount of an asset is the higher of its fair value less costs of disposal and the
present value of the future cash flows expected to be derived from the asset. An asset's fair value
is the price in a sale agreement in an arm's length transaction. If there is no sale agreement but an
asset is traded in an active market, fair value is the current bid price. If there is no sale agreement
or active market for an asset, fair value is assessed based on the best information available. Costs
of disposal include legal costs related to the disposal of the asset, related taxes, costs of removing
the asset and direct costs to bring the asset into condition for its sale. The present value of
expected future cash flows of an asset shall be determined by estimating the future cash flows to
be derived from continuing use of the asset and from its ultimate disposal and applying the
appropriate discount rate to those future cash flows.
The impairment of goodwill is recognized in profit or loss for the period in which it is incurred
and will not be reversed in any subsequent period.
6. Preparation of consolidated financial statements
The scope of consolidation in the consolidated financial statements is determined on the basis of
control. Control is the power to govern the financial and operating policies of an enterprise so as
to obtain benefits from its operating activities.
For a subsidiary already disposed of by the Group, the operating results and cash flows before the
date of disposal (the date when control is lost) are included in the consolidated income statement
and consolidated statement of cash flows, as appropriate.
For subsidiaries acquired through a business combination involving enterprises not under
common control, the operating results and cash flows from the acquisition date (the date when
control is obtained) are included in the consolidated income statement and consolidated statement
of cash flows, as appropriate, and no adjustment is made to the opening balances and comparative
figures in the consolidated financial statements.
No matter when the business combination occurs in the reporting period, subsidiaries acquired
through a business combination involving enterprises under common control are included in the
Group's scope of consolidation as if they had been included in the scope of consolidation from the
date when they first came under the common control of the ultimate controlling party. Their
operating results and cash flows from the date when they first came under the common control of
the ultimate controlling party are included in the consolidated income statement and consolidated
statement of cash flows, as appropriate.
The significant accounting policies and accounting periods adopted by the subsidiaries are
determined based on the uniform accounting policies and accounting periods set out by the
Company.
All significant intra-group balances and transactions are eliminated on consolidation.
- 13 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
6. Preparation of consolidated financial statements- continued
The portion of subsidiaries' equity that is not attributable to the parent is treated as minority
interests and presented as "minority interests" in the consolidated balance sheet within
shareholders' equity. The portion of net profits or losses of subsidiaries for the period attributable
to minority interests is presented as "minority interests" in the consolidated income statement
below the "net profit" line item.
When the amount of loss for the period attributable to the minority shareholders of a subsidiary
exceeds the minority shareholders' portion of the opening balance of shareholders' equity of the
subsidiary, the excess amount are still allocated against minority interests.
Acquisition of minority interests or disposals of interests in a subsidiary that do not result in the
loss of control over the subsidiary are accounted for as equity transactions. The carrying amounts
of the parent's interests and minority interests are adjusted to reflect the changes in their relative
interests in the subsidiary. The difference between the amount by which the minority interests are
adjusted and the fair value of the consideration paid or received is adjusted to shareholders' equity
(capital reserve). If the capital reserve is not sufficient to absorb the difference, the excess are
adjusted against retained earnings.
When the group loses control over a subsidiary due to disposal of equity investment or other
reason, any retained interest is re-measured at its fair value at the date when control is lost. The
difference between (i) the aggregate of the consideration received on disposal and the fair value of
any retained interest and (ii) the share of the former subsidiary's net assets cumulatively calculated
from the acquisition date according to the original proportion of ownership interests is recognized
as investment income in the period in which control is lost. Other comprehensive income
associated with investment in the former subsidiary is reclassified to investment income in the
period in which control is lost.
7. Recognition criteria of cash and cash equivalents
Cash comprises cash on hand and deposits that can be readily withdrawn on demand. Cash
equivalents are the Group's short-term, highly liquid investments that are readily convertible to
known amounts of cash and which are subject to an insignificant risk of changes in value.
- 14 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
8. Translation of transactions and financial statements denominated in foreign currencies
8.1 Transactions denominated in foreign currencies
A foreign currency transaction is recorded, on initial recognition, by applying the spot exchange
rate on the date of the transaction.
At the balance sheet date, foreign currency monetary items are translated into RMB using the spot
exchange rates at the balance sheet date. Exchange differences arising from the differences
between the spot exchange rates prevailing at the balance sheet date and those on initial
recognition or at the previous balance sheet date are recognized in profit or loss for the period,
except that (1) exchange differences related to a specific-purpose borrowing denominated in
foreign currency that qualify for capitalization are capitalized as part of the cost of the qualifying
asset during the capitalization period; (2) exchange differences related to hedging instruments for
the purpose of hedging against foreign currency risks are accounted for using hedge accounting;
(3) exchange differences arising from change in the carrying amounts other than the amortized
cost of available-for-sale monetary items are recognized as other comprehensive income and
included in capital reserve.
Foreign currency non-monetary items measured at historical cost are translated to the amounts in
functional currency at the spot exchange rates on the dates of the transactions; the amounts in
functional currency remain unchanged. Foreign currency non-monetary items measured at fair
value are re-translated at the spot exchange rate on the date the fair value is determined.
Difference between the re-translated functional currency amount and the original functional
currency amount is treated as changes in fair value including changes of exchange rate and is
recognized in profit and loss or as other comprehensive income included in capital reserve.
- 15 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
8. Translation of transactions and financial statements denominated in foreign currencies
- continued
8.2 Translation of financial statements denominated in foreign currencies
For the purpose of preparing the consolidated financial statements, financial statements of a
foreign operation are translated from the foreign currency into RMB using the following method:
assets and liabilities on the balance sheet are translated at the spot exchange rate prevailing at the
balance sheet date; shareholders' equity items except for retained earnings are translated at the
spot exchange rates at the dates on which such items arose; all items in the income statement as
well as items reflecting the amount of profit distributed are translated at the spot exchange rates
on the dates of the transactions; the opening balance of retained earnings is the translated closing
balance of the previous year's retained earnings; the closing balance of retained earnings is
calculated and presented on the basis of each translated income statement and profit distribution
item. The difference between the translated assets and the aggregate of liabilities and
shareholders' equity items is separately presented, as the translation difference of financial
statements denominated in foreign currencies, under the shareholders' equity in the balance sheet.
Cash flows arising from transaction in a foreign currency and the cash flows of a foreign
subsidiary are translated at the spot exchange rate on the date of the cash flows. The effect of
exchange rate changes on cash and cash equivalents is regarded as a reconciling item and
presented separately in the cash flow statement as "effect of exchange rate changes on cash and
cash equivalents ".
The opening balances and the comparative figures of previous year are presented at the translated
amounts of previous year's financial statements.
On disposal of the Group's entire interest in a foreign operation, or disposal of certain interest or
due to other reasons resulting in a loss of control over a foreign operation, the Group transfers the
accumulated translation differences attributable to the shareholders' equity of the parent that
relating to translation of the financial statements of that foreign operation, presented under
shareholders' equity, to profit or loss in the period in which the disposal occurs.
In case of a disposal or other reason that does not result in the Group losing control over a foreign
operation, the proportionate share of accumulated translation differences are re-attributed to non-
controlling interests and are not recognized in profit and loss. For partial disposals of associates or
joint ventures, the proportionate share of the accumulated translation differences is reclassified to
profit or loss.
- 16 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
9. Financial instruments
Financial assets and financial liabilities are recognized when the Group becomes a party to the
contractual provisions of the instrument. Financial assets and financial liabilities are initially
measured at fair value. For financial assets and financial liabilities at fair value through profit or
loss, transaction costs are immediately recognized in profit or loss. For other financial assets and
financial liabilities, transaction costs are included in their initial recognized amounts.
9.1 Determination of fair value
Fair value is the amount for which an asset could be exchanged, or a liability settled, between
knowledgeable, willing parties in an arm's length transaction. For a financial instrument which
has an active market, the Group uses the quoted price in the active market to establish its fair
value. For a financial instrument which has no active market, the Group establishes fair value by
using a valuation technique. Valuation techniques include using recent arm's length market
transactions between knowledgeable, willing parties, reference to the current fair value of another
instrument that is substantially the same, discounted cash flow analysis and option pricing models.
9.2 Effective interest method
The effective interest method is a method of calculating the amortized cost of a financial asset or a
financial liability (or a group of financial assets or financial liabilities) and of allocating the
interest income or interest expense over the relevant period, using the effective interest rate. The
effective interest rate is the rate that exactly discounts estimated future cash flows through the
expected life of the financial asset or financial liability or, where appropriate, a shorter period to
the net carrying amount of the financial asset or financial liability.
When calculating the effective interest rate, the Group estimates future cash flows considering all
contractual terms of the financial asset or financial liability (without considering future credit
losses), and also considers all fees paid or received between the parties to the contract giving rise
to the financial asset and financial liability that are an integral part of the effective interest rate,
transaction costs, and premiums or discounts etc.
9.3 Classification, recognition and measurement of financial assets
On initial recognition, the Group’s financial assets are classified into one of the four categories,
including financial assets at fair value through profit or loss ("FVTPL"), held-to-maturity
investments, loans and receivables, and available-for-sale financial assets. All regular way
purchases or sales of financial assets are recognized and derecognized on a trade date basis.
- 17 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
9. Financial instruments - continued
9.3 Classification, recognition and measurement of financial assets - continued
9.3.1 Financial Assets at Fair Value through Profit or Loss ("FVTPL")
Financial assets at fair value through profit or loss ("FVTPL") include financial assets held for
trading and those designated as at fair value through profit or loss.
A financial asset is classified as held for trading if one of the following conditions is satisfied: (1)
It has been acquired principally for the purpose of selling in the near term; or (2) On initial
recognition it is part of a portfolio of identified financial instruments that the Group manages
together and there is objective evidence that the Group has a recent actual pattern of short-term
profit-taking; or (3) It is a derivative that is not designated and effective as a hedging instrument,
or a financial guarantee contract, or a derivative that is linked to and must be settled by delivery
of an unquoted equity instrument (without a quoted price in an active market) whose fair value
cannot be reliably measured.
A financial asset may be designated as at FVTPL upon initial recognition only when one of the
following conditions is satisfied: (1) Such designation eliminates or significantly reduces a
measurement or recognition inconsistency that would otherwise result from measuring assets or
recognizing the gains or losses on them on different bases; or (2) The financial asset forms part of
a group of financial assets or a group of financial assets and financial liabilities, which is managed
and its performance is evaluated on a fair value basis, in accordance with the Group's documented
risk management or investment strategy, and information about the grouping is reported to key
management personnel on that basis.
Financial assets at FVTPL are subsequently measured at fair value. Any gains or losses arising
from changes in the fair value and any dividend or interest income earned on the financial assets
are recognized in profit or loss.
9.3.2 Held-to-maturity investments
Held-to-maturity investments are non-derivative financial assets with fixed or determinable
payments and fixed maturity dates that the Group's management has the positive intention and
ability to hold to maturity.
Held-to-maturity investments are subsequently measured at amortized cost using the effective
interest method. Gain or loss arising from derecognition, impairment or amortization is
recognized in profit or loss.
9.3.3 Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments
that are not quoted in an active market. Financial assets classified as loans and receivables by the
Group include notes receivable, accounts receivable, interest receivable, dividends receivable, and
other receivables.
Loans and receivables are subsequently measured at amortized cost using the effective interest
method. Gain or loss arising from derecognition, impairment or amortization is recognized in
profit or loss.
- 18 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
9. Financial instruments - continued
9.3 Classification, recognition and measurement of financial assets - continued
9.3.4 Available-for-sale financial assets
Available-for-sale financial assets include non-derivative financial assets that are designated on
initial recognition as available for sale, and financial assets that are not classified as financial
assets at fair value through profit or loss, loans and receivables or held-to-maturity investments.
Available-for-sale financial assets are subsequently measured at fair value, and gains or losses
arising from changes in the fair value are recognized as other comprehensive income and included
in the capital reserve, except that impairment losses and exchange differences related to amortized
cost of financial assets are recognized in profit or loss, until the financial assets are derecognized,
at which time the gains or losses are released and recognized in profit or loss.
Interests obtained and the dividends declared by the investee during the period in which the
available-for-sale financial assets are held, are recognized in investment gains.
For investments in equity instruments that do not have a quoted market price in an active market
and whose fair value cannot be reliably measured, and derivative financial assets that are linked to
and must be settled by delivery of such unquoted equity instruments, they are measured at cost.
9.4 Impairment of financial assets
The Group assesses at each balance sheet date the carrying amounts of financial assets other than
those at fair value through profit or loss. If there is objective evidence that a financial asset is
impaired, the Group determines the amount of any impairment loss. Objective evidence that a
financial asset is impaired is evidence that, arising from one or more events that occurred after the
initial recognition of the asset, the estimated future cash flows of the financial asset, which can be
reliably measured, have been affected.
Objective evidence that a financial asset is impaired includes the following observable events:
(1) Significant financial difficulty of the issuer or obligor;
(2) A breach of contract by the borrower, such as a default or delinquency in interest or principal
payments;
(3) The Group, for economic or legal reasons relating to the borrower's financial difficulty,
granting a concession to the borrower;
(4) It becoming probable that the borrower will enter bankruptcy or other financial
reorganizations;
(5) The disappearance of an active market for that financial asset because of financial difficulties
of the issuer;
- 19 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
9. Financial instruments - continued
9.4 Impairment of financial assets - continued
(6) Upon an overall assessment of a group of financial assets, observable data indicates that there
is a measurable decrease in the estimated future cash flows from the group of financial assets
since the initial recognition of those assets, although the decrease cannot yet be identified
with the individual financial assets in the group. Such observable data includes:
- Adverse changes in the payment status of borrower in the group of assets;
- Economic conditions in the country or region of the borrower which may lead to a failure to
pay the group of assets;
(7) Significant adverse changes in the technological, market, economic or legal environment in
which the issuer of equity instruments operates, indicating that the cost of the investment in
the equity instrument may not be recovered by the investor;
(8) A significant or prolonged decline in the fair value of an investment in an equity instrument
below its cost;
(9) Other objective evidence indicating there is an impairment of a financial asset.
- Impairment of financial assets measured at amortized cost
If financial assets carried at cost or amortized cost are impaired, the carrying amounts of the
financial assets are reduced to the present value of estimated future cash flows (excluding future
credit losses that have not been incurred) discounted at the financial asset's original effective
interest rate. The amount of reduction is recognized as an impairment loss in profit or loss. If,
subsequent to the recognition of an impairment loss on financial assets carried at amortized cost,
there is objective evidence of a recovery in value of the financial assets which can be related
objectively to an event occurring after the impairment is recognized, the previously recognized
impairment loss is reversed. However, the reversal does not result in a carrying amount of the
financial asset that exceeds what the amortized cost would have been had the impairment not been
recognized at the date the impairment is reversed.
For a financial asset that is individually significant, the Group assesses the asset individually for
impairment. For a financial asset that is not individually significant, the Group assesses the asset
individually for impairment or includes the asset in a group of financial assets with similar credit
risk characteristics and collectively assesses them for impairment. If the Group determines that no
objective evidence of impairment exists for an individually assessed financial asset (whether
significant or not), it includes the asset in a group of financial assets with similar credit risk
characteristics and collectively assesses them for impairment. Assets for which an impairment
loss is individually recognized are not included in a collective assessment of impairment.
- 20 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
9. Financial instruments - continued
9.4 Impairment of financial assets - continued
- Impairment of available-for-sale financial assets
When an available-for-sale financial asset is impaired, the cumulative loss arising from decline in
fair value previously recognized directly in capital reserve is reclassified from the capital reserve
to profit or loss. The amount of the cumulative loss that is reclassified from capital reserve to
profit or loss is the difference between the acquisition cost (net of any principal repayment and
amortization) and the current fair value, less any impairment loss on that financial asset
previously recognized in profit or loss.
If, subsequent to the recognition of an impairment loss on available-for-sale financial assets, there
is objective evidence of a recovery in value of the financial assets which can be related
objectively to an event occurring after the impairment is recognized, the previously recognized
impairment loss is reversed. The amount of reversal of impairment loss on available-for-sale
equity instruments is recognized as other comprehensive income and included in the capital
reserve, while the amount of reversal of impairment loss on available-for-sale debt instruments is
recognized in profit or loss.
- Impairment of financial assets measured at cost
If an impairment loss has been incurred on an investment in unquoted equity instrument (without
a quoted price in an active market) whose fair value cannot be reliably measured, or on a
derivative financial asset that is linked to and must be settled by delivery of such an unquoted
equity instrument, the carrying amount of the financial asset is reduced to the present value of
estimated future cash flows discounted at the current market rate of return for a similar financial
asset. The amount of reduction is recognized as an impairment loss in profit or loss. The
impairment loss on such financial asset is not reversed once it is recognized.
9.5 Transfer of financial assets
The Group derecognizes a financial asset if one of the following conditions is satisfied: (1) the
contractual rights to the cash flows from the financial asset expire; or (2) the financial asset has
been transferred and substantially all the risks and rewards of ownership of the financial asset is
transferred to the transferee; or (3) although the financial asset has been transferred, the Group
neither transfers nor retains substantially all the risks and rewards of ownership of the financial
asset but has not retained control of the financial asset.
- 21 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
9. Financial instruments - continued
9.5 Transfer of financial assets - continued
If the Group neither transfers nor retains substantially all the risks and rewards of ownership of a
financial asset, and it retains control of the financial asset, it recognizes the financial asset to the
extent of its continuing involvement in the transferred financial asset and recognizes an associated
liability. The extent of the Group's continuing involvement in the transferred asset is the extent to
which it is exposed to changes in the value of the transferred asset.
For a transfer of a financial asset in its entirety that satisfies the derecognition criteria, the
difference between (1) the carrying amount of the financial asset transferred; and (2) the sum of
the consideration received from the transfer and any cumulative gain or loss that has been
recognized in other comprehensive income, is recognized in profit or loss.
If a part of the transferred financial asset qualifies for derecognition, the carrying amount of the
transferred financial asset is allocated between the part that continues to be recognized and the
part that is derecognized, based on the respective fair values of those parts. The difference
between (1) the carrying amount allocated to the part derecognized; and (2) the sum of the
consideration received for the part derecognized and any cumulative gain or loss allocated to the
part derecognized which has been previously recognized in other comprehensive income, is
recognized in profit or loss.
9.6 Classification and recognition of financial liabilities
Debt and equity instruments issued by the Group are classified into financial liabilities or equity
on the basis of the substance of the contractual arrangements and definitions of financial liability
and equity instrument.
On initial recognition, financial liabilities are classified into financial liabilities at fair value
through profit or loss and other financial liabilities.
9.6.1 Financial liabilities at fair value through profit or loss
Financial liabilities at FVTPL consist of financial liabilities held for trading and those designated
as at FVTPL on initial recognition.
A financial liability is classified as held for trading if one of the following conditions is satisfied:
(1) It has been acquired principally for the purpose of repurchasing in the near term; or (2) On
initial recognition it is part of a portfolio of identified financial instruments that the Group
manages together and there is objective evidence that the Group has a recent actual pattern of
short-term profit-taking; or (3) It is a derivative, except for a derivative that is a designated and
effective hedging instrument, or a financial guarantee contract, or a derivative that is linked to and
must be settled by delivery of an unquoted equity instrument (without a quoted price in an active
market) whose fair value cannot be reliably measured.
- 22 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
9. Financial instruments - continued
9.6 Classification and recognition of financial liabilities - continued
9.6.1 Financial liabilities at fair value through profit or loss - continued
A financial liability may be designated as at FVTPL upon initial recognition only when one of the
following conditions is satisfied: (1) Such designation eliminates or significantly reduces a
measurement or recognition inconsistency that would otherwise result from measuring liabilities
or recognizing the gains or losses on them on different bases; or (2) The financial liability forms
part of a group of financial liabilities or a group of financial assets and financial liabilities, which
is managed and its performance is evaluated on a fair value basis, in accordance with the Group's
documented risk management or investment strategy, and information about the grouping is
reported to key management personnel on that basis.
Financial liabilities at FVTPL are subsequently measured at fair value, any gains or losses arising
from changes in the fair value or any dividend or interest expense related with the financial
liabilities are recognized in profit or loss.
9.6.2 Other financial liabilities
For a derivative liability that is linked to and must be settled by delivery of an unquoted equity
instrument (without a quoted price in an active market) whose fair value cannot be reliably
measured, it is subsequently measured at cost. Other financial liabilities are subsequently
measured at amortized cost using the effective interest method, with gain or losses arising from
derecognition or amortization recognized in profit or loss.
9.6.3 Financial guarantee contracts
A financial guarantee contract is a contract by which the guarantor and the lender agree that the
guarantor would settle the debts or bear obligations in accordance with terms of the contract in
case the borrower fails to settle the debts. Financial guarantee contracts that are not designated as
financial liabilities at fair value through profit or loss, are initially measured at their fair values
less the directly attributable transaction costs. Subsequent to initial recognition, they are measured
at the higher of: (i) the amount determined in accordance with "Accounting Standard for Business
Enterprises No. 13 - Contingencies"; and (ii) the amount initially recognized less cumulative
amortization recognized in accordance with the principles set out in "Accounting Standard for
Business Enterprises No. 14 - Revenue".
- 23 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
9. Financial instruments - continued
9.7 Derecognition of Financial Liabilities
The Group derecognizes a financial liability (or part of it) only when the underlying present
obligation (or part of it) is discharged. An agreement between the Group (an existing borrower)
and an existing lender to replace the original financial liability with a new financial liability with
substantially different terms is accounted for as an extinguishment of the original financial
liability and the recognition of a new financial liability.
When the Group derecognizes a financial liability or a part of it, it recognizes the difference
between the carrying amount of the financial liability (or part of the financial liability)
derecognized and the consideration paid (including any non-cash assets transferred or new
financial liabilities assumed) in profit or loss.
9.8 Derivatives and embedded derivatives
Derivative financial instruments include forward exchange contracts, currency swaps, interest rate
swaps and foreign exchange options, etc. Derivatives are initially measured at fair value at the
date when the derivative contracts are entered into and are subsequently re-measured to fair value.
The resulting gain or loss is recognized in profit or loss unless the derivative is designated and
highly effective as a hedging instrument, in which case the timing of the recognition in profit or
loss depends on the nature of the hedge relationship.
An embedded derivative is separated from the hybrid instrument, where the hybrid instrument is
not designated as a financial asset or financial liability at fair value through profit or loss, and
treated as a standalone derivative if 1) the economic characteristics and risks of the embedded
derivative are not closely related to the economic characteristics and risks of the host contract; and
2) a separate instrument with the same terms as the embedded derivative would meet the
definition of a derivative. If the Group is unable to measure the embedded derivative separately
either at acquisition or at a subsequent balance sheet date, it designates the entire hybrid
instrument as a financial asset or financial liability at fair value through profit or loss.
9.9 Offsetting financial assets and financial liabilities
Where the Group has a legal right that is currently enforceable to set off the recognized amounts,
and intends either to settle on a net basis, or to realize the financial asset and settle the financial
liability simultaneously, a financial asset and a financial liability shall be offset and the net
amount presented in the balance sheet. Except for the circumstances above, financial assets and
financial liabilities shall be presented separately in the balance sheet and shall not be offset.
- 24 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
9. Financial instruments - continued
9.10 Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of the Group
after deducting all of its liabilities. The consideration received from issuing equity instruments,
net of transaction costs, are added to shareholders' equity.
All types of distributions (excluding stock dividends) made by the Group to holders of equity
instruments are deducted from shareholders' equity. The Group does not recognize any changes in
the fair value of equity instruments.
10. Receivables
10.1 Receivables that are individually significant and for which bad debt provision is individually
assessed
Basis or monetary criteria for Top five balances of receivables are deemed as
determining individually individually significant receivables by the Group.
significant receivables
For receivables that are individually significant, the Group
assesses the receivables individually for impairment; for a
Provision methods for receivables financial asset that is not impaired individually, the Group
that are individually significant includes the asset in a group of financial assets with
and for which bad debt provision similar credit risk characteristics and collectively assesses
is individually assessed them for impairment. Receivables for which an
impairment loss is individually recognized are not
included in a collective assessment of impairment.
10.2 Receivables for which bad debt provision is collectively assessed
Basis for determining a portfolio
Portfolio 1 The portfolio primarily includes amounts due from related
parties of the Group, deposits and petty cash etc. The risk
characteristics of such receivables are different from those
of portfolio 2. The Group individually assesses receivables
in this portfolio and determines the bad debt provision.
Portfolio 2 This portfolio excludes amounts due from related parties of
the Group, deposits and petty cash etc. The Group
collectively assesses receivables in this portfolio with
aging analysis method, by taking historical experience into
consideration.
Bad debt provision methods for a portfolio
Portfolio 1 Specific identification Method
Portfolio 2 Aging Analysis Method
- 25 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
10. Receivables - continued
10.2.1 Portfolios that use aging analysis for bad debt provision:
Aging analysis
Provision proportion for Provision proportion for
Aging accounts receivable (%) other receivables (%)
Within 90 days (inclusive) 0 0
More than 91 days but not exceeding 183 0-3 0-3
days
More than 184 days but not exceeding 1 5 5
year
More than 1 year but not exceeding 2 20 20
years
More than 2 years but not exceeding 3 50 50
years
More than 3 years 100 100
10.3 Accounts receivable that are not individually significant but for which individual bad debt
provision is individually assessed:
Reasons for making individual As objective evidence indicates the Group is unable to
bad debt provision collect the receivables under original terms, the company
makes individual bad debt provision.
Bad debt provision methods Under bad debt provision method, the provision is
recognized by the differences between the expected present
value of future cash flows and carrying value.
11. Inventories
11.1 Categories of inventories
Inventories include spare parts, fuel, and low value consumables. Inventories are initially
measured at cost. Cost of inventories comprises all costs of purchase, costs of conversion and
other expenditures incurred in bringing the inventories to their present location and condition.
11.2 Valuation method of inventories upon delivery
The actual cost of inventories upon delivery is calculated using the weighted average method.
- 26 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
11. Inventories - continued
11.3 Basis for determining net realizable value of inventories and provision methods for decline
in value of inventories
At the balance sheet date, inventories are measured at the lower of cost and net realizable value. If
the cost of inventories is higher than the net realizable value, a provision for decline in value of
inventories is made.Net realizable value is the estimated selling price in the ordinary course of
business less the estimated costs of completion, the estimated costs necessary to make the sale and
relevant taxes. Net realizable value is determined on the basis of clear evidence obtained, and
takes into consideration the purposes of inventories being held and effect of post balance sheet
events.
Provision for decline in value of other inventories is made based on the excess of cost of
inventory over its net realizable value on an item-by-item basis.
After the provision for decline in value of inventories is made, if the circumstances that
previously caused inventories to be written down below cost no longer exist so that the net
realizable value of inventories is higher than their cost, the original provision for decline in value
is reversed and the reversal is included in profit or loss for the period.
11.4 Inventory count system
The perpetual inventory system is maintained for stock system.
11.5 Amortization methods for low cost and short-lived consumable items and packaging
materials
Packaging materials and low cost and short-lived consumable items are amortized using the
immediate write-off method.
12. Long-term equity investments
12.1 Determination of investment cost
For a long-term equity investment acquired through a business combination involving enterprises
under common control, the investment cost of the long-term equity investment is the attributable
share of the carrying amount of the shareholders' equity of the acquiree at the date of combination.
For a long-term equity investment acquired through business combination not involving
enterprises under common control, the investment cost of the long-term equity investment
acquired is the cost of acquisition. The long-term equity investment acquired otherwise than
through a business combination is initially measured at its cost.
- 27 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
12. Long-term equity investments - continued
12.2 Subsequent measurement and recognition of profit or loss
12.2.1 A long-term equity investment accounted for using the cost method
For long-term equity investments over which the Group does not exercise joint control or
significant influence and those without quoted prices in an active market and the fair values
cannot be reliably measured, the Group accounts for such long-term equity investments using the
cost method. Besides, long-term equity investments in subsidiaries are accounted for using the
cost method in the Company's separate financial statements. A subsidiary is an investee that is
controlled by the Group.
Under the cost method, a long-term equity investment is measured at initial investment cost.
Except for cash dividends or profits already declared but not yet paid that are included in the price
or consideration actually paid upon acquisition of the long-term equity investment, investment
income is recognized in the period in accordance with the attributable share of cash dividends or
profit distributions declared by the investee.
12.2.2 A long-term equity investment accounted for using the equity method
The Group accounts for investment in associates and joint ventures using the equity method. An
associate is an entity over which the Group has significant influence and a joint venture is an
entity over which the Group exercises joint control along with other investors.
Under the equity method, where the initial investment cost of a long-term equity investment
exceeds the Group's share of the fair value of the investee's identifiable net assets at the time of
acquisition, no adjustment is made to the initial investment cost. Where the initial investment cost
is less than the Group's share of the fair value of the investee's identifiable net assets at the time of
acquisition, the difference is recognized in profit or loss for the period, and the cost of the long-
term equity investment is adjusted accordingly.
Under the equity method, the Group recognizes its share of the net profit or loss of the investee
for the period as investment income or loss for the period. The Group recognizes its share of the
investee's net profit or loss based on the fair value of the investee's individual separately
identifiable assets at the acquisition date after making appropriate adjustments to conform to the
Group's accounting policies and accounting period. Unrealized profits or losses resulting from the
Group's transactions with its associates and joint ventures are recognized as investment income or
loss to the extent that those attributable to the Group's, equity interest are eliminated. However,
unrealized losses resulting from the Group's transactions with its associates and joint ventures
which represent impairment losses on the transferred assets are not eliminated. Changes in
shareholder's equity of the investee other than net profit or loss are correspondingly adjusted to
the carrying amount of the long-term equity investment, and recognized as other comprehensive
income which is included in the capital reserve.
- 28 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
12. Long-term equity investments - continued
12.2 Subsequent measurement and recognition of profit or loss - continued
12.2.2 A long-term equity investment accounted for using the equity method - continued
The Group discontinues recognizing its share of net losses of the investee after the carrying
amount of the long-term equity investment together with any long-term interests that in substance
form part of its net investment in the investee are reduced to zero. Except that if the Group has
incurred obligations to assume additional losses, a provision is recognized according to the
obligation expected, and recorded in the investment loss for the period. Where net profits are
subsequently made by the investee, the Group resumes recognizing its share of those profits only
after its share of the profits exceeds the share of losses previously not recognized.
12.2.3 Disposal of long-term equity investments
On disposal of a long term equity investment, the difference between the proceeds actually
received and receivable and the carrying amount is recognized in profit or loss for the period. For
a long-term equity investment accounted for using the equity method, the amount included in the
shareholders' equity and attributable to the percentage interest disposed is transferred to profit or
loss for the period.
12.3 Basis for determining joint control and significant influence over investee
Control is the power to govern the financial and operating policies of an entity so as to obtain
benefits from its activities. Joint control is the contractually agreed sharing of control over an
economic activity, and exists only when the strategic financial and operating policy decisions
relating to the activity require the unanimous consent of the parties sharing control. Significant
influence is the power to participate in the financial and operating policy decisions of the investee
but is not control or joint control over those policies. When determining whether an investing
enterprise is able to exercise control or significant influence over an investee, the effect of
potential voting rights of the investee (for example, warrants and convertible debts) held by the
investing enterprises or other parties that are currently exercisable or convertible shall be
considered.
12.4 Impairment assessment and provision method for impairment loss
The Group reviews the long-term equity investments at each balance sheet date to determine
whether there is any indication that they have suffered an impairment loss. If an impairment
indication exists, the recoverable amounts are estimated. If such recoverable amount is less than
its carrying amount, a provision for impairment losses in respect of the deficit is recognized in
profit or loss for the period.
Once an impairment loss is recognized for a long-term equity investment, it will not be reversed
in any subsequent period.
- 29 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
13. Investment properties
Investment property is property held to earn rentals or for capital appreciation or both. It includes
a land use right that is leased out; a land use right held for transfer upon capital appreciation; and
a building that is leased out.
An investment property is measured initially at cost. Subsequent expenditures incurred for such
investment property are included in the cost of the investment property if it is probable that
economic benefits associated with an investment property will flow to the Group and the
subsequent expenditures can be measured reliably, other subsequent expenditures are recognized
in profit or loss in the period in which they are incurred.
The Group uses the cost model for subsequent measurement of investment property, and adopts a
depreciation or amortization policy for the investment property which is consistent with that for
buildings or land use rights.
The Group reviews the investment properties at each balance sheet date to determine whether
there is any indication that they have suffered an impairment loss. If an impairment indication
exists, the recoverable amounts are estimated. Recoverable amount is estimated on individual
basis. If it is not practical to estimate the recoverable amount of an individual asset, the
recoverable amount of the asset group to which the asset belongs will be estimated. If such
recoverable amount is less than its carrying amount, a provision for impairment losses in respect
of the deficit is recognized in profit or loss for the period.
Once an impairment loss is recognized for an investment property, it will not be reversed in any
subsequent period.
When an investment property is sold, transferred, retired or damaged, the Group recognizes the
amount of any proceeds on disposal net of the carrying amount and related taxes in profit or loss
for the period.
14. Fixed assets
14.1 Recognition criteria for fixed assets
Fixed assets are tangible assets that are held for use in the production or supply of goods or
services, for rental to others, or for administrative purposes, and have useful lives of more than
one accounting year. A fixed asset is recognized only when it is probable that economic benefits
associated with the asset will flow to the Group and the cost of the asset can be measured reliably.
Fixed assets are initially measured at cost. Upon being restructured into a stock company, the
fixed assets initially contributed by the state-owned shareholders are recognized based on the
valuation amounts confirmed by the state-owned assets administration department.
- 30 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
14. Fixed assets - continued
14.1 Recognition criteria for fixed assets - continued
Subsequent expenditures incurred for the fixed asset are included in the cost of the fixed asset and
if it is probable that economic benefits associated with the asset will flow to the Group and the
subsequent expenditures can be measured reliably. Meanwhile the carrying amount of the
replaced part is derecognized. Other subsequent expenditures are recognized in profit or loss in
the period in which they are incurred.
14.2 Depreciation of each category of fixed assets
A fixed asset is depreciated over its useful life using the straight-line method since the month
subsequent to the one in which it is ready for intended use. The useful life, estimated net residual
value rate and annual depreciation rate of each category of fixed assets are as follows:
Estimated Estimated Annual
Category useful lives residual value depreciation rate
Harbor facilities 5 - 50 years 10% 1.8%-18%
Warehouses, container
5 - 40 years 10% 2.25%-18%
yards and buildings
Machinery and
5 - 15 years 10% 6%-18%
equipments
Motor vehicles, cargo
5 - 20 years 10% 4.5%-18%
ships and tugboats
Other equipments 5 years 10% 18%
Estimated net residual value of a fixed asset is the estimated amount that the Group would
currently obtain from disposal of the asset, after deducting the estimated costs of disposal, if the
asset were already of the age and in the condition expected at the end of its useful life.
14.3 The method of impairment test and provision for impairment losses of fixed assets
The Group assesses at the balance sheet date whether there is any indication that the fixed assets
may be impaired. If there is any indication that such assets may be impaired, recoverable amounts
are estimated for such assets. Recoverable amount is estimated on individual basis. If it is not
practical to estimate the recoverable amount of an individual asset, the recoverable amount of the
asset group to which the asset belongs will be estimated. If the recoverable amount of an asset or
an asset group is less than its carrying amount, the deficit is accounted for as an impairment loss
and is recognized in profit or loss.
Once the impairment loss of such assets is recognized, it is not be reversed in any subsequent
period.
- 31 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
14. Fixed assets - continued
14.4 Other explanations
The Group reviews the useful life and estimated net residual value of a fixed asset and the
depreciation method applied at least once at each financial year-end, and account for any change
as a change in an accounting estimate.
If a fixed asset is upon disposal or no future economic benefits are expected to be generated from
its use or disposal, the fixed asset is derecognized. When a fixed asset is sold, transferred, retired
or damaged, the amount of any proceeds on disposal of the asset net of the carrying amount and
related taxes is recognized in profit or loss for the period.
15. Construction in progress
Construction in progress is measured at its actual costs. The actual costs include various
construction expenditures during the construction period, borrowing costs capitalized before it is
ready for intended use and other relevant costs. Construction in progress is not depreciated.
Construction in progress is transferred to a fixed asset when it is ready for intended use.
The Group assesses at the balance sheet date whether there is any indication that construction in
progress may be impaired. If there is any indication that such assets may be impaired, recoverable
amounts are estimated for such assets. Recoverable amount is estimated on individual basis. If it
is not practical to estimate the recoverable amount of an individual asset, the recoverable amount
of the asset group to which the asset belongs will be estimated. If the recoverable amount of an
asset or an asset group is less than its carrying amount, the deficit is accounted for as an
impairment loss and is recognized in profit or loss.
Once the impairment loss of construction in progress is recognized, it is not be reversed in any
subsequent period.
16. Borrowing Costs
Borrowing costs directly attributable to the acquisition, construction or production of qualifying
asset are capitalized when expenditures for such asset and borrowing costs are incurred and
activities relating to the acquisition, construction or production of the asset that are necessary to
prepare the asset for its intended use or sale have commenced. Capitalization of borrowing costs
ceases when the qualifying asset being acquired, constructed or produced becomes ready for its
intended use or sale. Capitalization of borrowing costs is suspended during periods in which the
acquisition, construction or production of a qualifying asset is interrupted abnormally and when
the interruption is for a continuous period of more than 3 months. Capitalization is suspended
until the acquisition, construction or production of the asset is resumed. Other borrowing costs are
recognized as an expense in the period in which they are incurred.
- 32 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS – continued
16. Borrowing Costs– continued
Where funds are borrowed under a specific-purpose borrowing, the amount of interest to be
capitalized is the actual interest expense incurred on that borrowing for the period less any bank
interest earned from depositing the borrowed funds before being used on the asset or any
investment income on the temporary investment of those funds. Where funds are borrowed under
general-purpose borrowings, the Group determines the amount of interest to be capitalized on
such borrowings by applying a capitalization rate to the weighted average of the excess of
cumulative expenditures on the asset over the amounts of specific-purpose borrowings. The
capitalization rate is the weighted average of the interest rates applicable to the general-purpose
borrowings.
During the capitalization period, exchange differences related to a specific-purpose borrowing
denominated in foreign currency are all capitalized. Exchange differences in connection with
general-purpose borrowings are recognized in profit or loss in the period in which they are
incurred.
17. Intangible assets
17.1 Intangible assets
Intangible assets include land use rights, coastal line use rights and computer software.
An intangible asset is measured initially at cost. Upon being restructured into a stock company,
the intangible assets initial contributed by the state-owned shareholders are recognized based on
the valuation amounts confirmed by the state-owned assets administration department. When an
intangible asset with a finite useful life is available for use, its original cost is amortized over its
estimated useful life.
For an intangible asset with a finite useful life, the Group reviews the useful life and amortization
method at the end of the period, and makes adjustments when necessary.
17.2 The method of impairment test and provision for impairment losses of intangible assets
The Group assesses at the balance sheet date whether there is any indication that the intangible
assets with a finite useful life may be impaired. If there is any indication that such assets may be
impaired, recoverable amounts are estimated for such assets. Recoverable amount is estimated on
individual basis. If it is not practical to estimate the recoverable amount of an individual asset, the
recoverable amount of the asset group to which the asset belongs will be estimated. If the
recoverable amount of an asset or an asset group is less than its carrying amount, the deficit is
accounted for as an impairment loss and is recognized in profit or loss.
Intangible assets with indefinite useful life and intangible assets not yet available for use are
tested for impairment annually, irrespective of whether there is any indication that the assets may
be impaired.
- 33 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS – continued
17. Intangible assets– continued
Once the impairment loss of such asset is recognized, it is not be reversed in any subsequent
period.
18. Long-term prepaid expenses
Long-term prepaid expenses represent expenses incurred that should be borne and amortized over
the current and subsequent periods (together of more than one year). Long-term prepaid expenses
are amortized using the straight-line method over the expected periods in which benefits are
derived.
19. Revenue
19.1 Revenue from rendering of services
The Group provides load and unload services, tugboat and trailer services, logistics agency and
other related harbor services to customers. Revenue from rendering of services is recognized
when (1) the amount of revenue can be measured reliably; (2) it is probable that the associated
economic benefits will flow to the enterprise; and (3) the associated costs incurred or to be
incurred can be measured reliably.
19.2 Rental income
The operating lease income of investment property should be recognized in the lease terms at the
price stated in contract and agreements with straight-line method.
19.3 Interest income
Interest income is calculated by taking it into consideration that the time occupying the Group's
currency funds by external users and effective interest rate.
20. Government grants
Government grants are transfer of monetary assets or non-monetary assets from the government to
the Group at no consideration. A government grant is recognized only when the Group can
comply with the conditions attaching to the grant and the Group will receive the grant.
If a government grant is in the form of a transfer of a monetary asset, it is measured at the amount
received or receivable. If a government grant is in the form of a non-monetary asset, it is
measured at fair value. If the fair value cannot be reliably determined, it is measured at a nominal
amount. A government grant measured at a nominal amount is recognized immediately in profit
or loss for the period.
A government grant related to an asset is recognized as deferred income, and evenly amortized to
profit or loss over the useful life of the related asset.
- 34 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
20. Government grants - continued
For a government grant related to income, if the grant is a compensation for related expenses or
losses to be incurred in subsequent periods, the grant is recognized as deferred income, and
recognized in profit or loss over the periods in which the related costs are recognized. If the grant
is a compensation for related expenses or losses already incurred, the grant is recognized
immediately in profit or loss for the period.
21. Deferred tax assets/ deferred tax liabilities
The income tax expenses include current income tax and deferred income tax.
21.1 Current Income Tax
At the balance sheet date, current income tax liabilities (or assets) for the current and prior periods
are measured at the amount expected to be paid (or recovered) according to the requirements of
tax laws.
21.2 Deferred tax assets and deferred tax liabilities
For temporary differences between the carrying amounts of certain assets or liabilities and their
tax base, or between the nil carrying amount of those items that are not recognized as assets or
liabilities and their tax base that can be determined according to tax laws, deferred tax assets and
liabilities are recognized using the balance sheet liability method.
Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred
tax assets for deductible temporary differences are recognized to the extent that it is probable that
taxable profits will be available against which the deductible temporary differences can be utilized.
However, for temporary differences associated with the initial recognition of goodwill and the
initial recognition of an asset or liability arising from a transaction ( not a business combination)
that affects neither the accounting profit nor taxable profits (or deductible losses) at the time of
transaction, no deferred tax asset or liability is recognized.
For deductible losses and tax credits that can be carried forward, deferred tax assets are
recognized to the extent that it is probable that future taxable profits will be available against
which the deductible losses and tax credits can be utilized.
Deferred tax liabilities are recognized for taxable temporary differences associated with
investments in subsidiaries and associates, and interests in joint ventures, except where the Group
is able to control the timing of the reversal of the temporary difference and it is probable that the
temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from
deductible temporary differences associated with such investments and interests are only
recognized to the extent that it is probable that there will be taxable profits against which to utilize
the benefits of the temporary differences and they are expected to reverse in the foreseeable future.
- 35 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
21. Deferred tax assets/ deferred tax liabilities - continued
21.2 Deferred tax assets and deferred tax liabilities - continued
At the balance sheet date, deferred tax assets and liabilities are measured at the tax rates.
According to tax laws, that are expected to apply in the period in which the asset is realized or the
liability is settled.
Current and deferred tax expenses or income are recognized in profit or loss for the period, except
when they arise from transactions or events that are directly recognized in other comprehensive
income or in equity, in which case they are recognized in other comprehensive income or in
equity, and when they arise from business combinations, in which case they adjust the carrying
amount of goodwill.
At the balance sheet date, the carrying amount of deferred tax assets is reviewed and reduced if it
is no longer probable that sufficient taxable profits will be available in the future to allow the
benefit of deferred tax assets to be utilized. Any such reduction in amount is reversed when it
becomes probable that sufficient taxable profits will be available.
When the Group has a legal right to settle on a net basis and intends either to settle on a net basis
or to realize the assets and settle the liabilities simultaneously, current tax assets and current tax
liabilities are offset and presented on a net basis.
When the Group has a legal right to settle current tax assets and liabilities on a net basis, and
deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation
authority on either the same taxable entity or different taxable entities which intend either to settle
current tax assets and liabilities on a net basis or to realize the assets and liabilities simultaneously,
in each future period in which significant amounts of deferred tax assets or liabilities are expected
to be reversed, deferred tax assets and deferred tax liabilities are offset and presented on a net
basis.
22. Operating leases and finance leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the
risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
22.1 The Group as lessee under operating leases
Operating lease payments are recognized on a straight-line basis over the term of the relevant
lease, and are either included in the cost of related asset or charged to profit or loss for the period.
Initial direct costs incurred are charged to profit or loss for the period. Contingent rents are
charged to profit or loss in the period in which they are actually incurred.
- 36 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
22. Operating leases and finance leases - continued
22.2 The Group as lessor under operating leases
Rental income from operating leases is recognized in profit or loss on a straight-line basis over the
term of the relevant lease. Initial direct costs with more than an insignificant amount are
capitalized when incurred, and are recognized in profit or loss on the same basis as rental income
over the lease term. Other initial direct costs with an insignificant amount are charged in profit or
loss in the period in which they are incurred. Contingent rents are charged to profit or loss in the
period in which they actually arise.
23. Safety Production Cost
According to the Administrative Rules on Provision and Use of Enterprise Safety Production Cost
jointly issued by the Ministry of Finance and the State Administration of Work Safety on 14
February 2012 (filed as Cai Qi [2012] No. 16), safety production cost set aside by the Group is
directly included in the cost of relevant products or recognized in profit or loss for the period, as
well as the special reserve. When safety production cost set aside is utilized, if the costs incurred
can be categorized as expenditure, the costs incurred should be charged against the special reserve.
If the costs set aside are used to build up fixed assets, the costs should be charged to construction
in progress, and reclassified to fixed assets when the safety projects reach the stage when it is
ready for intended use. Meantime, expenditures in building up fixed assets are directly charged
against the special reserve with the accumulated depreciation recognized at the same amount.
Depreciation will not be made in the future period on such fixed assets.
24. Other significant accounting policies, accounting estimates, and preparation of financial
statements
24.1 Employee benefits
In an accounting period in which an employee has rendered service to the Group, the Group
recognizes the employee benefits for that service as a liability, except for compensation for
termination of employment relationship with the employees.
The Group participates in the employee social security systems, such as basic pensions, medical
insurance, housing funds and other social securities established by the government in accordance
with relevant requirements. The related expenditures are either included in cost of related assets or
charged to profit or loss for the period when they occur.
When the Group terminates the employment relationship with employees before the expiry of the
employment contracts or provides compensation as an offer to encourage employees to accept
voluntary redundancy, if the Group has a formal plan for termination of employment relationship
or has made an offer for voluntary redundancy which will be implemented immediately, and the
Group cannot unilaterally withdraw from the termination plan or the redundancy offer, a
provision for the compensation payable arising from the termination of employment relationship
with employees is recognized with a corresponding charge to the profit or loss for the period.
- 37 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(II) THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES, ACCOUNTING
ESTIMATES, AND PRIOR PERIOD ERRORS - continued
25. Critical judgments in applying accounting policies and key assumptions and
uncertainties in accounting estimates
In the application of accounting policies as set out below, the Company is required to make
judgments, estimates and assumptions about the carrying amounts of items in the financial
statements that cannot be measured accurately, due to the internal uncertainty of the operating
activities. These judgments, estimates and assumptions are based on historical experiences of the
Company's management as well as other factors that are considered to be relevant. Actual results
may differ from these estimates.
The company does regular review for the judgments, estimates and assumptions on a going
concern basis, changes in accounting estimates which only affect the current should be recognized
in current period; for those changes which not only affects the current but the future period, they
should be recognized in current and future period also. At the balance sheet date, accounting
estimate which is likely to lead to key assumptions and uncertainties changes relating to assets
and debts book value are:
25.1 Goodwill Impairment
At 30 June 2013, the book value of goodwill is RMB10, 858,898. For the purpose of impairment
testing, goodwill is considered together with the related assets group(s), the recoverable amount of
an asset is the higher of its fair value less costs of disposal and the present value of the future cash
flows expected to be derived from the asset.
25.2 Recognition of Deferred tax
The Group calculates and accrues the provision for deferred income tax liabilities according to the
provisions of the profit distribution plan of subsidiary companies, associate companies and the
joint venture company and the related law, and for retained earnings which is not allocated by the
investment company, since the profits will be used to invest the company's daily operation and
future development, so no deferred income tax liabilities is recognized. If the actual quota of
future profits exceeds expectation, corresponding deferred income tax liabilities will be declared
at the earlier periods between date of changing allocation of profits and the declaration date, and
recognized in the profit and loss of current period.
Deferred tax assets are recognized based on the deductible temporary difference and the
corresponding tax rate, to the extent that it has become probable that future taxable profit will be
available for the deductible temporary difference. If in the future the actual taxable income does
not coincide with the amount currently expected, the deferred tax assets resulting will be
recognized or reversed in the period when actually incurred, and recognized in profit or loss.
- 38 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(III) TAXES
1. Major categories of taxes and tax rates
Category of tax Basis of tax computation Tax rate
Enterprise income Taxable profit
Note1
tax
Value-add Tax Load and unload income, tugboat income, trailer income,
6%(Note 2)
warehousing income, agency income and rental income
Taxable income from vehicle maintenance and utilities
13% and17%
supplies on ships in shore
Taxable income from sales of scraps 3%
Business tax Taxable load and unload income, tugboat income and trailer
3 %( Note 2)
income
Taxable warehousing, agency and rental income 5 %( Note 2)
Urban maintenance VAT and Business tax paid 5% and 7 %( Note
and construction tax 3)
Education surplus VAT and Business tax paid 3%
Regional education VAT and Business tax paid
2%
surplus
Note 1: The income tax rate applicable to the Company and these subsidiaries for 2013 is 25%.
(2012: 25%)
Chiwan Wharf Holdings (H.K.) Limited and Chiwan Shipping (H.K.) Company Limited
are subject to Hong Kong CIT income tax rate at 16.5% .
The applicable enterprise income tax rate for the subsidiaries located in Dongguan city is
25%.
On 21 February 2012, Machong Branch of National Taxation Bureau in Dongguan City
approved that Dongguan Chiwan Wharf Co., Ltd (DGW), a subsidiary of the Group, was
subjected to tax preference of "3 year exemption and 3 year half reduction "commencing
from year2010. 2013 is its fourth tax-exemption year; hence, DGW has calculated its
income tax at a rate of 12.5% (2012:0).
According to Doc. [2004] No.538 issued by the Third Branch of Local Taxation Bureau in
Shenzhen, the profit derived from berth #12 of Chiwan Container Terminal Company
Limited which has been under construction and put into operation by stages, is entitled to
full exemption from income tax for five years commencing from its first profit making
year and a 50% exemption for the following five years when certain requirements are met.
2013 is the tenth profit-making year of berth #12; hence, Chiwan Container Terminal
Company Limited has calculated its income tax at a rate of 12.5% (2012: 12.5%).
- 39 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(III) TAXES- continued
1. Major categories of taxes and tax rates - continued
According to Doc. [2007] No.40 issued by Shekou Local Taxation Bureau in Shenzhen,
the profit derived from berth #13 of Chiwan Container Terminal Company Limited which
has been under construction and put into operation by stages, is entitled to full exemption
from income tax for five years commencing from its first profit making year and a 50%
exemption for the following five years when certain requirements are met. 2013 is the
ninth profit-making year of berth #13; hence, Chiwan Container Terminal Company
Limited has calculated its income tax at a rate of 12.5% (2012: 12.5%).
According to Doc. [2013] No.3 issued by Shekou Local Taxation Bureau In Shenzhen, the
profits derived from berth #13A of Shenzhen Chiwan Harbour Container Company
Limited, is entitled to full exemption from income tax for three years commencing from
its first profit making year and 50% exemption for the following three year when certain
requirements are met. 2013 is the second tax-exemption year of berth #13A; hence, it has
been exempted from enterprise income tax.
Note 2: According to the Notice on Pilot Transforming Business Tax to Value Added Tax in
Transportation and Certain Modern Service Sectors in 8 Provinces/Municipalities issued
by the Ministry of Finance and State Administration of Taxation (filed as Cai Shui [2012]
No.71), the load and unload income and trailer income of the Group is subject to VAT
rate of 6% applicable in modern service industry instead of business tax, since the date of
November 1st 2012.
According to the Notice on Taxable Services Subject to "VAT" Tax Rate of Zero and
Exemption issued by the Ministry of Finance and State Administration of Taxation (filed
as Cai Shui [2011] No.131),and approvals released by Shekou National Taxation Bureau
in Shenzhen (filed as Jian Mian Bei [2012] No.0686, No.0693, No.0834 and No.0760
respectively), Container Terminal Company Limited, Shenzhen Chiwan Harbor Container
Company Limited and Shenzhen Chiwan Shipping and Transportation Company Limited,
the subsidiaries of the Company, are exempt from "VAT" when providing logistics
support service (except for warehousing service).
Note 3: The Company and subsidiaries set up in Shenzhen are provided at an urban maintenance
and construction tax rate of 7%, and those set up in Dongguan are provided at an urban
maintenance and construction tax rate of 5%.
- 40 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(IV) BUSINESS COMBINATIONS AND CONSOLIDATED FINANCIAL STATEMENTS
1. Information of subsidiaries
(1) Subsidiaries established or acquired through investments
Unit: RMB
Registered Balance of other the amount of the
Capital(in ten items substantively Proportion minority interest used
thousand Yuan Actual capital constitutes net of Proportion to absorb profit or loss
Type of the Place of Nature of unless otherwise Business contribution at the investments in the ownership of voting Consolida Minority attributable to minority
Full name of the subsidiary subsidiary incorporation business stated) scope end of the period subsidiary Interest (%) power (%) ted or not interests interest
Logistics
Shenzhen Chiwan International Limited liability
Shenzhen, PRC support 550 Shipping agency service 5,500,000 - 100 100 Yes N/A N/A
Freight Agency Company Limited Company
services
Logistics
Shenzhen Chiwan Terminal Company Limited liability
Shenzhen, PRC support 5,000 Port services 50,000,000 - 100 100 Yes N/A N/A
Limited Company
services
Logistics
Shenzhen Chiwan Trains-Grains Limited liability
Shenzhen, PRC support 4,500 Warehousing of grains 45,000,000 - 100 100 Yes N/A N/A
Terminal Company Limited Company
services
Limited liability Hong Kong SAR,
Chiwan Wharf Holdings (H.K.) Limited Investments HKD1,000,000 Shipping agency service 1,070,000 11,004,285 100 100 Yes N/A N/A
Company PRC
Logistics
Dongguan Chiwan Wharf Company Limited liability Port services, warehousing and
Dongguan, PRC support 45,000 382,500,000 - 85 85 Yes 75,495,274 -
Limited Company supporting services
services
Logistics
Dongguan Chiwan Terminal Limited liability Port services, warehousing and
Dongguan, PRC support 40,000 400,000,000 - 100 100 Yes N/A N/A
Company Limited Company supporting services
services
Limited liability British Virgin
Grossalan Investments Limited Investments USD 1 Investment holding 8 - 100 100 Yes N/A N/A
Company Islands
Hinwin Development Company Limited liability Hong Kong SAR,
Investments HKD10,000 Investment holding 6,278,500 94,014,181 100 100 Yes N/A N/A
Limited Company PRC
- 41 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(IV) BUSINESS COMBINATIONS AND CONSOLIDATED FINANCIAL STATEMENTS
- continued
1. Information of subsidiaries - continued
(2) Subsidiaries acquired through a business combination involving enterprises under common control
Unit: RMB
Registered Balance of other Proportion the amount of the
Capital(in ten items substantively of minority interest used to
thousand Yuan Actual capital constitutes net ownership Proportion absorb profit or loss
Type of the Place of Nature of unless otherwise Business contribution at the investments in the interest of voting Consolidated attributable to minority
Full name of the subsidiary subsidiary incorporation business stated) scope end of the period subsidiary (%) power (%) or not Minority interests interest
Logistics
Shenzhen Chiwan Harbour Container Limited liability Container handling and other
Shenzhen, PRC support 28,820 250,920,000 - 100 100 Yes N/A N/A
Company Limited Company port services
services
Logistics container transportation, vehicle
Shenzhen Chiwan Transportation Limited liability
Shenzhen, PRC support 1,500 and port machinery 7,000,000 - 100 100 Yes N/A N/A
Company Limited Company
services s maintenance
Logistics
Chiwan Container Terminal Limited liability Container handling and other
Shenzhen, PRC support USD 95,300,000 485,990,004 - 55 55 Yes 794,810,794 N/A
Company Limited Company port services
services
Logistics
Shenzhen Chiwan Shipping and Limited liability
Shenzhen, PRC support 2,400 Cargo shipping 24,000,000 - 100 100 Yes N/A N/A
Transportation Company Limited Company
services
Logistics
Chiwan Shipping (H.K.) Company Limited liability Hong Kong SAR,
support HKD 800,000 Shipping agency service 856,000 - 100 100 Yes N/A N/A
Limited Company PRC
services
- 42 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(IV) BUSINESS COMBINATIONS AND CONSOLIDATED FINANCIAL STATEMENTS
- continued
2. No new entities that have been consolidated in the current period or entities that are
excluded from consolidation in the current period
3. No subsidiaries reduced in the current period due to the sale of equity interest which
resulting in a loss of control
4. Exchange rate for translating major financial statement items of foreign operations
Unit: RMB
Currency Balance Sheet Income statement
HKD 0.7966 0.8044
(V) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. Currency Fund
Unit: RMB
Closing balance Opening balance
Original Exchange Amount in Original Exchange Amount in
Item currency rate RMB currency rate RMB
Cash:
RMB 10,689 1.0000 10,689 12,058 1.0000 12,058
USD 71 6.1787 439 71 6.2855 446
HKD 2,177 0.7966 1,734 2,326 0.8109 1,886
Subtotal 12,862 14,390
Bank deposit:
RMB 565,913,657 1.0000 565,913,657 182,788,276 1.0000 182,788,276
USD 4,972,126 6.1787 30,721,277 4,459,141 6.2855 28,027,932
HKD 31,466,439 0.7966 25,066,166 126,184,467 0.8109 102,322,985
Subtotal 621,701,100 313,139,193
Other currency funds:
(Note)
RMB 1,693,019 1.0000 1,693,019 1,688,162 1.0000 1,688,162
USD - 6.1787 - - 6.2855 -
HKD 17,047 0.7966 13579 17,047 0.8109 13,823
Subtotal 1,706,598 1,701,985
Total 623,420,560 314,855,568
Note: The balance of other currency funds is mainly the amount deposited in the securities
settlement account.
- 43 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
2. Accounts receivable
(1) Disclosure of accounts receivable by categories:
Unit: RMB
Closing balance Opening balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Proportion Proportion Proportion Proportion
Item Amount (%) Amount (%) Amount (%) Amount (%)
Accounts receivable that are individually
significant and for which bad debt provision - - - - - - - -
has been assessed individually(Note)
Accounts receivable for which bad debt provision has been assessed by portfolios
Portfolio 1 6,042,633 1.99 - - 4,854,248 1.93 - -
Portfolio 2 298,298,431 98.01 122,582 0.04 246,890,646 98.07 323,933 0.13
Subtotal of portfolios 304,341,064 100.00 122,582 0.04 251,744,894 100.00 323,933 0.13
Total 304,341,064 100.00 122,582 0.04 251,744,894 100.00 323,933 0.13
Note: Top five balances of accounts receivable are deemed as individually significant accounts
receivable by the Group.
Aging analysis of accounts receivable is as follows:
Unit: RMB
Closing balance Opening balance
Carrying Proportion Bad debt Carrying Proportion Bad debt
Aging amount (%) provision Book value amount (%) provision Book value
Within 1 year 303,230,195 99.63 38,875 303,191,320 251,172,094 99.77 147,781 251,024,313
More than 1 year
1,049,954 0.34 22,792 1,027,162 495,810 0.20 99,162 396,648
but not exceeding 2 years
More than 2 years
- - - - - - - -
but not exceeding 3 years
More than 3 years 60,915 0.03 60,915 - 76,990 0.03 76,990 -
Total 304,341,064 100.00 122,582 304,218,482 251,744,894 100.00 323,933 251,420,961
Accounts receivable portfolios for which bad debt provision has been assessed using the
aging analysis approach:
Unit: RMB
Closing balance Opening balance
Carrying Proportion Bad debt Carrying Proportion Bad debt
Aging amount (%) provision Book value amount (%) provision Book value
Within 1 year 298,123,554 99.94 38,875 298,084,679 246,317,846 99.77 147,781 246,170,065
More than 1 year
113,962 0.04 22,792 91,170 495,810 0.20 99,162 396,648
but not exceeding 2 years
More than 2 years
- - - - - - - -
but not exceeding 3 years
More than 3 years 60,915 0.02 60,915 - 76,990 0.03 76,990 -
Total 298,298,431 100.00 122,582 298,175,849 246,890,646 100.00 323,933 246,566,713
- 44 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
2. Accounts receivable - continued
(2) Top five companies with the largest balances of accounts receivable:
Unit: RMB
Proportion of the
Relationship amount to the
with the total accounts
Name of customer Company Amount Aging receivable (%)
Customer A Customer 95,579,823 Within 1 year 31.41
Customer B Customer 69,025,862 Within 1 year 22.68
Customer C Customer 17,099,670 Within 1 year 5.62
Customer D Customer 8,576,238 Within 1 year 2.82
Customer E Customer 6,690,695 Within 1 year 2.20
Total 196,972,288 64.73
(3) As at 30 June 2013, no balances included in above accounts receivable are due from the
shareholders of the Company who hold over 5% voting right. Please see Note (VI) 6 for
receivables due from related parties.
3. Prepayments
(1) Aging analysis of prepayments is as follows:
Unit: RMB
Closing balance Opening balance
Proportion Proportion
Item Amount (%) Amount (%)
Within 1 year 1,366,420 100 1,623,037 100
(2) Disclosure of Prepayments by categories:
Unit: RMB
Item Closing balance Opening balance
Insurance Fee 497,935 1,375,092
Prepayment for Equipment 775,479 138,439
Decoration Fee 93,006 93,006
Consultancy and Advisory Fee - 16,500
Total 1,366,420 1,623,037
(3) As at 30 June 2013, no balances included in above prepayments are due from the shareholders
of the Company who hold over 5% voting right.
- 45 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
4. Other receivables
(1) Disclosure of other receivables by categories:
Unit: RMB
Closing balance Opening balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Proportion Proportion Proportion Proportion
Category Amount (%) Amount (%) Amount (%) Amount (%)
Other receivables that are individually
significant and for which bad debt provision - - - - - - - -
has been assessed individually
Other receivables for which bad debt provision has been assessed by portfolios
Portfolio 1 11,524,032 66.42 - - 9,923,060 60.91 89,569 0.90
Portfolio 2 5,824,453 33.58 456,527 7.84 6,368,240 39.09 217,678 3.42
Subtotal of portfolios 17,348,485 100.00 456,527 2.64 16,291,300 100.00 307,247 1.89
Total 17,348,485 100.00 456,527 2.64 16,291,300 100.00 307,247 1.89
Note: Top five balances of other receivables are deemed as individually significant other
receivables by the Group.
Aging analysis of other receivables is as follows:
Unit: RMB
Closing balance Opening balance
Carrying Proportion Bad debt Carrying Proportion Bad debt
Aging amount (%) provision Book value amount (%) provision Book value
Within 1 year 13,292,373 76.62 26,354 13,266,019 9,629,103 59.10 26,071 9,603,032
More than 1 year
but not exceeding 2 years 1,408,830 8.12 21,223 1,387,607 3,743,931 22.98 55,669 3,688,262
More than 2 years
but not exceeding 3 years 448,844 2.59 - 448,844 1,439,452 8.84 195,728 1,243,724
More than 3 years 2,198,438 12.67 408,950 1,789,488 1,478,814 9.08 29,779 1,449,035
Total 17,348,485 100.00 456,527 16,891,958 16,291,300 100.00 307,247 15,984,053
Other receivables portfolios for which bad debt provision has been assessed using the aging
analysis
Unit: RMB
Closing balance Opening balance
Carrying Proportion Bad debt Carrying Proportion Bad debt
Aging amount (%) provision Book value amount (%) provision Book value
Within 1 year 5,309,388 91.16 26,354 5,283,034 5,984,783 93.98 25,950 5,958,833
More than 1 year
- - - -
but not exceeding 2 years 106,115 1.83 21,223 84,892
More than 2 years
383,457 6.02 191,728 191,729
but not exceeding 3 years - - - -
More than 3 years 408,950 7.01 408,950 - - - - -
Total 5,824,453 100 456,527 5,367,926 6,368,240 100.00 217,678 6,150,562
- 46 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
4. Other receivables - continued
(2) Top five companies with the largest balances of other receivables:
Unit: RMB
Proportion of the
amount to the total
Relationship with accounts receivable
Name of company the Company Amount Aging (%)
Dongguan Sea Dragon Paper Industries
Customer 1,785,703 Within 1 year 10.57
Co.,Ltd
Shenzhen Nanshan Real Estate
Related party 1,696,367 Within 1 year 10.04
Development Co., Ltd.
China Merchant Bonded Logistics Co.,
Related party 1,616,725 Within 1 year 9.57
Ltd.("CMBL")
PetroChina (Shenzhen) Oil Product
Customer 481,920 Within 1 year 2.85
Supply Co., Ltd.(Chiwan)
Shenzhen Mawan Wharf Co.,
Related party 460,914 Within 1 year 2.73
Ltd.("SMW")
Total 6,041,629 35.76
(3) As at 30 June 2013, no balances included in above other receivables are due from the
shareholders of the Company who hold over 5% voting right. Please see Note (VI).6 for
receivables due from related parties.
5. Inventories
(1) Categories of inventories
Unit: RMB
Closing Balance Opening Balance
Provision for Provision for
Carrying decline in value Carrying decline in value
Item amount of inventories Book value amount of inventories Book value
Spare parts 21,859,425 792,118 21,067,307 20,457,425 792,118 19,665,307
Fuel 1,313,784 - 1,313,784 1,635,457 - 1,635,457
Low value consumables 49,282 - 49,282 24,807 - 24,807
Total 23,222,491 792,118 22,430,373 22,117,689 792,118 21,325,571
(2) Movement of inventories is analyzed as follows:
Unit: RMB
Increase in the Decreased in the
Item Opening balance current period current period Closing balance
Spare parts 20,457,425 14,695,882 13,293,882 21,859,425
Fuel 1,635,457 20,052,103 20,373,776 1,313,784
Low value consumables 24,807 529,208 504,732 49,283
Total 22,117,689 35,277,193 34,172,391 23,222,491
(3) Provision for decline in value of inventories
Unit: RMB
Increase in the Decreased in the current period
Item Opening balance current period Reversals Written off Closing balance
Spare parts 792,118 - - - 792,118
- 47 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
6. Available-for-sale financial assets
Unit: RMB
Item Closing balance Opening balance
Available-for-sale financial assets (Note) 5,390,000 5,210,000
Note: The value of Available-for-sale financial assets held by the company is the closing market
price of last trading day for the six months ended 30 June 2013 of the Jiang Su Ninghu
Expressway Company Ltd.
7. Investments in joint ventures and associates
Unit: RMB
Proportion
Proportion of voting
of power in
ownership the
interests investee
held by held by Investee's total Investee's total Total operating
the entity the entity assets at the end of liabilities at the end Total net assets at income for the Net profit for the
Investee (%) (%) the period of the period the end of the period period period
I. Joint ventures
China Overseas Harbor
Affairs (Laizhou) Co., 40 40 2,120,206,901 259,038,755 1,861,168,146 157,277,899 39,995,506
Ltd.(Note 1)
II. Associates
China Merchants Holdings
(international) information 23.16 23.16 92,267,990 29,533,112 62,734,878 24,456,252 1,030,532
technology company Ltd.
CMBL 40 40 1,631,694,620 965,722,746 665,971,874 92,002,103 7,030,068
Media Port Investments
50 50 HKD 269,473,845 HKD1,293,100 HKD 268,180,745 HKD0 HKD (300)
Limited("MPIL")(Note 2)
China Development Finance
20 20 N/A N/A N/A N/A N/A
Co., Ltd. (Note 3)
Note 1: The Company holds 40% equity interests in China Overseas Harbor Affairs (Laizhou) Co.,
Ltd. According to the investment agreement with shareholders of China Overseas Harbor
Affairs (Laizhou) Co., Ltd (hereinafter "COHA (Laizhou)") and its constitutions,
significant affairs in its business operation can only be effective when approved by
directors of Chiwan Wharf, therefore COHA (Laizhou) is deemed to be under common
control of Chiwan Wharf and its other shareholders, accordingly COHA (Laizhou) is
accounted for as a joint-venture.
Note 2: At 30 September 2002, China Merchants Holdings (International) Company Limited (the
"CMHI", a listed company in Hong Kong) and Shenzhen South Oil (Group) Company
Limited (the "SSOG") entered into an agreement called the "Agreement on Cooperation
and Development of Mawan Port" (the "Development Agreement") to incorporate three
joint ventures, namely SMW, SMP and Shenzhen Mawan Terminals Co., Ltd. ("SMT")
(together referred to as "Mawan Companies"), to construct and operate the berth 0#, 5#,
6#, 7# and 8# in Mawan Port. According to the Development Agreement, CMHI and the
Group will jointly set up Media Port Investments Limited (the "MPIL") with equal
percentage of equity held respectively. MPIL then incorporates the abovementioned three
joint ventures together with SSOG, and MPIL has 60% equity in each of the three joint
ventures.
- 48 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
7. Investments in joint ventures and associates - continued
The Company has 50% equity of MPIL which is the investment holding company. Thus,
MPIL is accounted for as an associate and the share of equity in its consolidated financial
statements is based on proportion of shareholding since the Company holds 30% voting
rights in Mawan Company despite no director being sent to MPIL.
Note 3: In June 2012, the Company and Nanshan Group, China Petroleum Supply Base Co., Ltd.
and Yahgee Modular House Co., Ltd., entered into an agreement to jointly set up a new
company named China Nanshan Development Group Finance Co., Ltd. The Company
contributes RMB100, 000,000, holding 20% equity interests. On 18 Jul. 2013, China
Banking Regulatory Commission issued the “CBRC Reply on Opening of Zhongkai
Finance Co., Ltd .”(YJF【2013】No. 360), approving with the opening of Zhongkai
Finance Co., Ltd.According to the Reply , Zhongkai Finance Co., Ltd. registered with
the Market Supervision Administration of Shenzhen Municipality and obtained the
business license.
8. Long-term equity investments
(1) Categories of Long-term equity investment
Unit: RMB
Increase in the Decreased in the
Item Opening Balance current period current period Closing Balance
Joint ventures 820,062,280 16,091,209 19,734,686 816,418,803
Associates 710,979,628 29,931,085 - 740,910,713
Other long-term equity investment 17,037,500 - - 17,037,500
Subtotal 1,548,079,408 46,022,294 19,734,686 1,574,367,016
Less: Provision for impairment of
3,128,300 - - 3,128,300
long-term equity investments
Net amount 1,544,951,108 46,022,294 19,734,686 1,571,238,716
As at 30 June 2013, the long-term equity investments of the Group were not subject to restriction
on disposal or remittance of return on investments.
- 49 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
8. Long-term equity investments - continued
(2) Details of long-term equity investments are as follows:
Unit: RMB
Investee Accounting Investment cost Opening balance Changes Closing balance Proportion of Proportion Explanation of the Provision Provision for Cash dividends
method (increase/ ownership of voting proportion of for impairment for the period
decrease) interests in power in ownership impairment losses for the
the investee the investee interests being not losses period
(%) (%) consistent with
the proportion of
voting power
China Overseas Harbor Affairs Equity method
749,655,300 820,062,280 (3,643,477) 816,418,803 40 40 N/A - - 19,734,686
(Laizhou) Co., Ltd
China Merchants Holdings Equity method
(international) information 1,875,000 13,682,516 238,671 13,921,187 23.16 23.16 N/A - - -
technology company Ltd
CMBL Equity method 280,000,000 299,116,308 2,812,027 301,928,335 40 40 N/A - - -
MPIL Equity method 139,932 298,180,804 26,880,387 325,061,191 50 50 N/A - - -
China Development Finance Co., Ltd Equity method 100,000,000 100,000,000 - 100,000,000 20 20 N/A - - -
China Ocean Shipping Agency Cost method
13,510,000 13,510,000 - 13,510,000 15 15 N/A - - -
(Shenzhen) Company Limited
Shenzhen Petro-chemical Industry Cost method
3,500,000 3,500,000 - 3,500,000 0.26 0.26 N/A 3,117,800 - -
(Group) Company Limited.
Guangdong Guang Jian Group Cost method
27,500 27,500 - 27,500 0.02 0.02 N/A 10,500 - -
Company Limited
Total 1,548,079,408 26,287,608 1,574,367,016 3,128,300 - 19,734,686
- 50 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
(3) Long-term equity investment under equity method
Unit: RMB
Income adjustment
Changes in Accrued Other
Investment Opening Investment profit and Dividends in the equity Closing
Investee cost balance cost loss year changes Balance
Joint ventures
China Overseas Harbor Affairs
749,655,300 820,062,280 - 16,091,209 (19,734,686) - 816,418,803
(Laizhou) Co., Ltd
Associates
China Merchants Holdings
(international) information 1,875,000 13,682,516 - 238,671 - - 13,921,187
technology company Ltd
CMBL 280,000,000 299,116,308 - 2,812,027 - - 301,928,335
MPIL 139,932 298,180,804 - 26,880,387 - - 325,061,191
China Development Finance Co.,
100,000,000 100,000,000 - - - - 100,000,000
Ltd
Total 1,131,670,232 1,531,041,908 - 46,022,294 (19,734,686) - 1,557,329,516
(4) Long-term equity investment under cost method
Unit: RMB
Increase in the Decrease in the
Item Accounting method Investment cost Opening balance current period current period Closing balance
China Overseas Harbor Affairs (Laizhou)
Cost method 13,510,000 13,510,000 - - 13,510,000
Co., Ltd
Shenzhen Petro-chemical Industry (Group)
Cost method 3,500,000 3,500,000 - - 3,500,000
Company Limited.
Guangdong Guang Jian Group Company
Cost method 27,500 27,500 - - 27,500
Limited
Total 17,037,500 17,037,500 - - 17,037,500
(5) Provision for impairment loss of assets
Unit: RMB
Increase in the Decrease in the
Item Opening balance current period current period Closing balance
Shenzhen Petro-chemical Industry (Group)
Company Limited. 3,117,800 - - 3,117,800
Guangdong Guang Jian Group Company
Limited 10,500 - - 10,500
Total 3,128,300 - - 3,128,300
- 51 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
9. Investment properties
Unit: RMB
Opening Closing
carrying Increase in the Decrease in the carrying
Item amount current period current period amount
I. Total original carrying amount 65,028,138 - - 65,028,138
1. Buildings 33,519,173 - - 33,519,173
2. Land use right 31,508,965 - - 31,508,965
II. Total accumulated depreciation and
amortization 31,564,662 607,877 - 32,172,539
1. Buildings 17,292,090 300,994 - 17,593,084
2. Land use right 14,272,572 306,883 - 14,579,455
III. Total net book value of investment
property 33,463,476 32,855,599
1. Buildings 16,227,083 15,926,089
2. Land use right 17,236,393 16,929,510
IV. Total accumulated amount of
provision for impairment losses of - - - -
investment property
1. Buildings - - - -
2. Land use right - - - -
V. Total carrying value of investment
property 33,463,476 32,855,599
1. Buildings 16,227,083 15,926,089
2. Land use right 17,236,393 16,929,510
Note 1: Depreciation and amortization for the first half of 2013 period is RMB607, 877.
Note 2: As at 30 June 2013, the Group has no investment property used as mortgage.
Note 3: As at 30 June 2013, the Group had not obtained any ownership certificates of investment
properties. Please see the Note (V) 12 for the reasons and management countermeasures.
- 52 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
10. Fixed assets
(1) Fixed assets
Unit: RMB
Opening carrying Increase in the Decrease in the Closing carrying
Item amount current period current period amount
I. Total original carrying amount 4,539,939,385 14,166,029 663,446 4,553,441,968
Including: Harbor facilities 1,384,171,756 3,218,010 - 1,387,389,766
Warehouses, container yards
730,414,587 480,196 - 730,894,783
and buildings
Machinery and equipments 2,019,829,746 2,400,855 65,401 2,022,165,200
Motor vehicles, cargo ships 297,261,097 6,785,575 415,797 303,630,875
and tugboats
Other equipments 108,262,199 1,281,393 182,248 109,361,344
II. Total accumulated depreciation 1,778,150,551 84,016,744 538,901 1,861,628,394
Including: Harbor facilities 262,152,795 12,990,991 - 275,143,786
Warehouses, container yards 227,850,148 7,019,376 - 234,869,524
and buildings
Machinery and equipments 1,071,021,822 53,926,046 55,620 1,124,892,248
Motor vehicles, cargo ships 140,891,604 6,363,975 374,217 146,881,362
and tugboats
Other equipments 76,234,182 3,716,356 109,064 79,841,474
III. Total net book value of fixed assets 2,761,788,834 2,691,813,574
Including: Harbor facilities 1,122,018,961 1,112,245,980
Warehouses, container yards
502,564,439 496,025,259
and buildings
Machinery and equipments 948,807,924 897,272,952
Motor vehicles, cargo ships
156,369,493 156,749,513
and tugboats
Other equipments 32,028,017 29,519,870
IV. Total provision for impairment 60,695,381 - - 60,695,381
losses
Including: Harbor facilities - - - -
Warehouses, container yards 60,695,381 - - 60,695,381
and buildings
Machinery and equipments - - - -
Motor vehicles, cargo ships - - - -
and tugboats
Other equipments - - - -
V. Total carrying value of fixed assets 2,701,093,453 2,631,118,193
Including: Harbor facilities 1,122,018,961 1,112,245,980
Warehouses, container yards 441,869,058 435,329,878
and buildings
Machinery and equipments 948,807,924 897,272,953
Motor vehicles, cargo ships 156,369,493 156,749,513
and tugboats
Other equipments 32,028,017 29,519,869
Note 1: New acquisition of fixed assets during the period amounted to RMB10,244,905 and
construction in progress transferred to fixed assets during the period was RMB3,921,124,
which composed the total increase in original carrying amount. Disposal of fixed assets
during the period amounted to RMB663,446, which composed the total decrease in
original carrying amount.
- 53 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
10. Fixed assets - continued
(1) Fixed assets - continued
Note 2: Of the increase in accumulated depreciation, depreciation of RMB84,016,744 was made
during the period. And decrease in accumulated depreciation during the period was
composed of RMB538,901, resulted from disposal of fixed assets .
Note 3: At 30 June 2013, there are no restrictions on title of fixed assets.
Note 4: At 30 June 2013, ownership certificates for certain buildings of the Group with net book
value of RMB147,062,290 (cost: RMB253,450,165) have not yet been obtained. Among
them, fixed assets with net book value of RMB35,130,713 (cost: RMB134,434,332) are
located within the scope of Chiwan watershed, please refer to Note (V) 12 for the reasons
and management countermeasures; the ownership certificate for the remainder is under
the process.
(2) Other Events
Unit: RMB
Item Amount Note
The original amounts of fixed assets fully depreciated but still
736,043,187
in use at 30 JUNE 2013
Closing original amount of temporary idle fixed assets -
Fixed assets disposed or scrapped in the current year
(1)Original amount of fixed assets disposed or scrapped in
663,446
the current year
(2)Net book value of fixed assets disposed or scrapped in
124,545
the current year
(3)Gain or loss on disposal or scrap of fixed assets (21,401)
11. Construction in progress
(1) Details of construction in progress are as follows:
Unit: RMB
Closing Balance Opening Balance
Carrying Provision for Carrying Provision for
Item amount impairment Book value amount impairment Book value
Berth 4#-5#, Machong Port 454,176,892 - 454,176,892 383,523,257 - 383,523,257
Berth 2#-3#, Machong Port 242,089,049 - 242,089,049 219,033,381 - 219,033,381
Others 8,788,523 - 8,788,523 7,375,971 - 7,375,971
Total 705,054,464 - 705,054,464 609,932,609 - 609,932,609
- 54 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
11. Construction in progress - continued
(2) Changes in significant construction in progress
Unit: RMB
Proportion of Amount of Including: Interest
construction accumulated capitalised capitalisation
Budget Increase in the Transfer to fixed Transfer to investment in Construction capitalised interest for the rate for the
Item amount Opening balance current period assets intangible assets budget progress interest period period (%) Capital source Closing balance
Self-Funding
Berth 4#-5#, Machong Port 985,180,000 383,523,257 70,653,635 - - 46% 46% 11,653,376 6,752,306 4.25
and loan 454,176,892
Self-Funding
Berth 2#-3#, Machong Port 280,933,660 219,033,381 23,055,668 - - 86% 86% 10,567,518 4,068,010 4.25
and loan 242,089,049
Self-Funding
Tug Construction 35,564,030 - - - - 100% 100% 1,185,055 - -
and loan -
CTOS Software 619,101 - 619,101 - - 100% 100% - - - Self-Funding 619,101
Others 12,941,154 7,375,970 4,714,575 3,921,124 - 93% 93% - - - Self-Funding 8,169,422
Total 609,932,609 99,042,979 3,921,124 23,405,949 10,820,316 705,054,464
- 55 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
12. Intangible assets
Unit: RMB
Opening carrying Increase in the Decrease in the Closing carrying
Item amount current period current period amount
I. Total original carrying amount 1,541,937,875 21,339,171 - 1,563,277,046
Land use rights - prepaid under
1,296,536,073 - 1,296,536,073
lease (Note 2)
Land use rights - prepaid under
122,623,476 - - 122,623,476
investment (Note 2)
Land use rights - purchased 19,343,189 21,339,171 - 40,682,360
Computer software 30,549,000 - - 30,549,000
Coastal line use rights 72,886,137 - - 72,886,137
II. Total accumulated amortization 534,403,847 19,773,192(Note1) - 554,177,039
Land use rights - prepaid under
457,734,970 16,654,820 - 474,389,790
lease (Note 2)
Land use rights - prepaid under
50,071,253 1,226,235 - 51,297,488
investment (Note 2)
Land use rights - purchased 2,229,803 532,505 - 2,762,308
Computer software 19,604,005 545,632 - 20,149,637
Coastal line use rights 4,763,816 814,000 - 5,577,816
III. Total net book value of
1,007,534,028 - - 1,009,100,007
intangible assets
Land use rights - prepaid under
838,801,103 - - 822,146,283
lease (Note 2)
Land use rights - prepaid under
72,552,223 - - 71,325,988
investment (Note 2)
Land use rights - purchased 17,113,386 - - 37,920,052
Computer software 10,944,995 - - 10,399,363
Coastal line use rights 68,122,321 - - 67,308,321
IV. Total provision for impairment - - - -
Land use rights - prepaid under
- - - -
lease
Land use rights - prepaid under
- - - -
investment
Land use rights - purchased - - - -
Computer software - - - -
Coastal line use rights - - - -
V. Total carrying value of
1,007,534,028 1,009,100,007
intangible assets
Land use rights - prepaid under
838,801,103 822,146,283
lease (Note 2)
Land use rights - prepaid under
72,552,223 71,325,988
investment (Note 2)
Land use rights - purchased 17,113,386 37,920,052
Computer software 10,944,995 10,399,363
Coastal line use rights 68,122,321 67,308,321
Note 1: Amortization for the current period is RMB19,773,192.
- 56 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
12. Intangible assets - continued
Note 2: The Group has obtained the land use right from Nanshan Group in connection with
several plots of land with a total area of 1,049,946 square meters within Chiwan port for a
use term ranging between 20 - 50 years with original amount of RMB1,400,288,984. The
lands are located within the scope of Chiwan watershed, comprising of a land of 2.2
square kilometers injected by Shenzhen Investment Holding Corporation, the parent of
Nanshan Group, and a land arising from marine reclamation by Nanshan Group.
An area of 270,692 sq. meters (RMB122,623,476) was injected by Nanshan Group as
capital contribution at the moment of corporate restructuring. The rest land use right was
obtained from Nanshan Group by long-term leasing.
Until now, no official certificates for above lands were obtained by Nanshan Group.
Correspondingly, the buildings located on such lands have not obtained relevant real
estate certificates.
At 20 March 2001, 18 June 2003 and 29 September 2004,Nanshan Group committed on
all the land use right obtained by the group from it: Nanshan Group has no right to
withdraw and will agree in any condition that ,when the group suffer loss ,bear expense
and liability, be claimed to compensation or run into lawsuit, caused by any actually or
potentially illegal and unconductable issues generated by land use right agreements and
their relevant documents, signed or will be signed by Nanshan Group,Nanshan group will
guarantee that the acquiring party and its inheritor of those land use right will be fully
exempted from above issues mentioned. Based on the situations above, directors of the
company believed there is no significant impairment risk will be caused by the absence of
land use right certificate and no significant contingency exist.
The management learned that Nanshan Group is active in process of resolve the historical
problem with relevant government department, however it cannot predict the exact time
of obtaining legal certificates of land and relevant real estate certificates.
13. Goodwill
Unit: RMB
Opening Increase in the Decrease in the Closing
Investee balance current period current period balance
Chiwan Container Terminal
10,858,898 - - 10,858,898
Company Limited
- 57 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
Note: The goodwill arose from the acquisition of the minority interests in Chiwan Container
Terminal Company Limited, being the difference of the additional cost of investment and
the Group's share of the fair value of the identifiable net assets in Chiwan Container
Terminal Company Limited. Based on past years operation relating to these assets groups
and the forecast of the Company, the Management hold the opinion that these is no need to
allocate impairment to goodwill arising from Chiwan Container Terminal Company
Limited investment.
14. Long-term prepaid expenses
Unit: RMB
Residual
Opening Increase in the Amortization Other Closing useful
Item balance period for the period reductions balance Original Cost Period
Construction expenditure of
55,337,140 - 922,286 - 54,414,854 64,560,000 30 years
Tonggu sea-route (Note 1)
Foresea packing ground 1,208,184 - 604,091 - 604,093 5,537,510 1 year
Golf membership 1,668,206 - 119,653 - 1,548,553 2,443,549 1-9 years
Building decoration 1,899,138 5,117 358,047 - 1,546,208 2,208,924 2-5 years
Others(Note 2) 850,000 208,800,000 2,088,000 - 207,562,000 209,650,000 5-50years
Total 60,962,668 208,805,117 4,092,077 - 265,675,708 284,399,983
Note 1: In 2007, the Shenzhen municipal government commenced the construction work of the
public sea route connecting Tonggu sea route, Shekou port area, Chiwan port area,
Mawan port area, Qianhaiwan port area and Dachanwan port area ("Tonggu Sea Route").
As required by a decision by the government, 60% of construction expenditure would be
allocated to the port operators while the remaining 40% born by the government. The
port operators in Western Shenzhen port areas were allocated 35% of the total
expenditure, and subsequently agreed the portion to each operator, taking into accounts
of the factors including the function, waterfront length, berthing ship of each porter etc.
The total expenditure of RMB64,560,000 were allocated to the Group and accounted for
as Long term prepaid expenses, being amortized on a straight line basis over 35 years
which is the expected useful live of Tonggu Sea Route starting from 2008 when the
Tonggu Sea Route was ready for use.
Note 2: The reporting period saw new long-term prepaid expensese of RMB 208,800,000,which
were temporarily estimated amortization of the land fare of Berth 13A invested by the
Company’s wholly-funded subsidiary Shenzhen Chiwan Harbor Container Co., Ltd.
- 58 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
15. Deferred tax assets/deferred tax
(1) Deferred tax assets or deferred tax liabilities that are presented at the net amount after offset
and correspondingly deductible or temporary differences
Unit: RMB
Item Closing balance Closing balance Opening balance Opening balance
of deferred tax of deductible or of deferred tax of deductible or
assets or deferred taxable temporary assets or deferred taxable temporary
tax liabilities differences after tax liabilities differences after
after offsetting offsetting after offsetting offsetting
Deferred tax assets:
Provision for impairment losses
15,135,841 61,932,830 15,155,785 62,012,607
of assets
Depreciation of Fixed assets
and Amortization of Intangible 9,479,406 37,974,765 9,479,406 37,974,765
Assets
Deductible losses 37,512,439 150,049,758 25,606,726 102,426,904
Accrued expenses 8,164,462 32,778,512 13,382,167 58,360,664
Pre-operational expenses 1,390,282 7,077,804 1,390,282 7,077,804
Others 2,954,668 13,009,019 2,954,668 13,009,019
Subtotal 74,637,098 302,822,688 67,969,034 280,861,763
Deferred tax liabilities
Change in fair value of
available for sale equity
1,067,500 4,270,000 1,022,500 4,090,000
financial assets recorded in
capital surplus
Subtotal 1,067,500 4,270,000 1,022,500 4,090,000
(2) Details of offsetting deferred tax assets and deferred tax liabilities
Unit: RMB
Item The amount of offset
Current period:
Depreciation of Fixed assets and Amortization of Intangible Assets 1,794,113
Prior period:
Depreciation of Fixed assets and Amortization of Intangible Assets 1,794,113
(3) Details of unrecognized deferred tax assets
Unit: RMB
Item Closing balance Opening balance
Deductible temporary differences 3,214,708 3,234,372
Deductible losses 14,634,276 12,406,662
Total 17,848,984 15,641,034
Note: Abovementioned deductible temporary differences and deductible losses that are not
recognized as deferred tax assets due to uncertainty on whether sufficient taxable profits
will be available in the future shall be presented.
- 59 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
15. Deferred tax assets/deferred tax - continued
(4) Deductible losses for which no deferred tax assets are recognized and will expire in the
following years
Unit: RMB
Year Closing balance Opening balance Note
2013 379,817 379,817
2014 4,707,158 4,707,158
2015 3,403,289 3,403,289
2016 3,832,744 3,832,744
2017 2,311,268 -
Total 14,634,276 12,323,008
16. Other non-current assets
Unit: RMB
Item Closing balance Opening balance
Coast Line Use Right (Note) 36,375,000 36,375,000
Land Use Right (Note) 65,598,122 86,934,397
Prepayment of facility 16,401,331 -
Total 118,374,453 123,309,397
Note : The Company entered into the agreement of "Frame contract for cooperation on usage of
quay and land for berth 2#- 5# at Machong Port in Dongguan" and its supplements with
Dongguan Humen Port Administration Commission to purchase a land with an area of
800,000 square meters and area of water with depth of 700 meters from the front of
terminal, together with the use right of 1,200 meters coast line, for berth 2# to berth 5# in
Dongguan Machong Port at a consideration of RMB260,000,000, respectively in March
2006, October 2006 and November 2007. Up to 30 JUNE 2013, the relevant payments of
the first four installments of the coastline use right and land use right as agreed in the
contracts, respectively RMB36,375,000 and RMB65,589,122. As the Group has not
obtained the land use right certificate, the relevant payments were therefore recognized as
other non-current assets.The reporting period saw a prepayment of RMB 16,401,331 for
construction,which was the prepayment for construction of Berth 4# and 5# in Machong
Port.
- 60 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
17. Details of provision for impairment losses of assets
Unit: RMB
Increase Decreased in the Foreign
Opening in the current period exchange Closing
carrying current translation carrying
Item amount period Reversals Write-off differences amount
I. Bad debts provision 631,180 252,103 302,477 - (1,697) 579,109
Including: Bad debts provision of
323,933 18,977 219,089 - (1,239) 122,582
Account Receivable
Including: Bad debts provision of
307,247 233,126 83,388 - (458) 456,527
Other Receivables
II.Provision for decline in value of
792,118 - - - - 792,118
inventories
III.Provision for impairment losses of
- - - - - -
available-for-sale financial assets
IV.Provision for impairment losses of
- - - - - -
held-to-maturity investments
V. Provision for impairment losses of
3,128,300 - - - - 3,128,300
long-term equity investments
VI. Provision for impairment losses of
- - - - - -
investment properties
VII. Provision for impairment losses
60,695,381 - - - - 60,695,381
of fixed assets
Total 65,246,979 252,103 302,477 - (1,697) 65,194,908
18. Short-term borrowings
Unit:RMB
Item Closing balance Opening balance
Credit loans 966,275,800(Note 1) 1,080,929,700
Guarantee loans 31,864,000 (Note 2) 100,000,000
Total 998,139,800 1,180,929,700
Note 1: The above bank loans consisted of 1,253,000,000 denominated in HKD (equal to
RMB998,139,800). Included in short-term borrowings was loan of HKD100,000,000
(RMB79,660,000), which should be due over one year according to the loan contracts.
However it is reclassified as short-term borrowings on the grounds that the loan contracts
contain the clause that the bank can recall the loan before the maturity at the bank's sole
discretion.
Note 2: Shenzhen Chiwan Harbor Container Co., Ltd. a subsidiary of the Company holds a bank
loan of RMB40,000,000,the principal outstanding of which is fully guaranteed by the
Company.
19. Notes payable
Unit: RMB
Item Closing balance Opening balance
Bank acceptance notes - 826,000
Amounts due in next accounting period is RMB0.
- 61 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
20. Accounts payable
(1) Details of accounts payable are as follows:
Unit: RMB
Item Closing balance Opening balance
Construction amounts 46,083,100 83,690,612
Service amounts 34,882,610 29,011,736
Material purchase amounts 12,595,684 20,316,663
Equipment payables 2,178,809 12,288,707
Rental payables 1,620,665 661,119
Machinery procurement amounts 681,150 19,104
Total 98,042,018 145,987,941
(2) As at 30 June 2013, the Group did not have any accounts payable balances which were due to
parties having 5% or above voting rights in the Company. Payables due to other related parties
refer to (VI) 6.
(3) Details of significant accounts payable aged more than one year as follows:
Unit: RMB
Closing Reasons for Subsequent
Name of entity balance Aging unpayment Payment
China First Metallurgical Group Remaining
6,583,321 1-2 year -
Co., Ltd construction costs
Fujian Hui Dong Construction Remaining
4,118,633 1-2 year -
Engineering Co., Ltd construction costs
Tonggu sea-route Construction Remaining
2,560,000 5 years -
Office construction costs
Accrued railway
Railage 1,622,650 2-3 year -
freight subsides
Total 14,884,604
21. Advances
(1) Details of advances are as follows:
Unit: RMB
Item Closing balance Opening balance
Service fee receipt in advance 1,107,124 299,453
(2) As at 30 June 2013, the Group did not have any advance from customers' balances which were
due to parties having 5% or above shareholdings in the Company.
- 62 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
22. Employee benefits payable
Unit:RMB
Opening Decrease in Closing
carrying Increase in the the current carrying
Item amount current period period amount
I. Wages and salaries, bonuses, allowances
56,065,184 82,336,660 106,870,230 31,531,614
and subsidies
II. Staff welfare - 2,504,421 2,504,421 -
III. Social security contributions 3,244 16,694,183 16,697,025 402
Including: Medical insurance - 2,977,610 2,977,610 -
Basic pension 3,244 8,838,375 8,841,619 -
Supplementary pension (Note1 ) - 3,913,271 3,913,271 -
Unemployment insurance - 261,973 261,973 -
Employment injury insurance - 408,156 407,754 402
Generational insurance - 240,076 240,076 -
Other Insurance - 54,722 54,722 -
IV. Housing funds 810 4,998,936 4,999,746 -
V. Labor union and employee education
9,466,552 4,277,057 3,346,364 10,397,245
funds
VI. Non-monetary benefits - - - -
VII. Termination benefits - - - -
VIII. Others - 5,178,437 5,178,437 -
Total 65,535,790 115,989,694 139,596,223 41,929,261
Note 1: At 3 June 2008, the Group participated in a group defined contribution plan of Nanshan
Group approved by Shenzhen government. The above supplementary pension
contributions were paid into the plan through Nanshan Group.
Note 2: There are no amounts in arrears under the employee benefits payable.
Note 3: Pursuant to the resolution of 2010 general meeting of shareholders on 27 May 2011, the
management team will be granted a performance reward scheme based on the current
year net profit attributable to the parent and yearly net asset return ratio. The Company
has provided RMB9,342,065 of management reward in 2013 (2012: RMB10,112,903).
23. Taxes payable
Unit: RMB
Opening carrying Increase in the Decrease in the Closing carrying
Item amount current period current period amount
Enterprise income tax payable 26,849,101 60,847,202 54,537,172 33,159,131
Withholding tax payable(Note) 9,104,558 - - 9,104,558
Business tax 226,309 1,469,484 1,410,580 285,213
Value-added-tax payable 919,597 6,474,769 7,290,069 104,297
Others 3,755,296 12,253,115 8,786,048 7,222,363
Total 40,854,861 81,044,570 72,023,869 49,875,562
Note: Withholding tax represents the tax provided by the Group at a rate of 5% or 10% when
paying out dividends to foreign shareholders.
- 63 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
24. Interest payable
Unit: RMB
Item Closing balance Opening balance
Interest of debentures 4,484,384 18,009,863
Interest payable of short-term borrowings 310,347 531,310
Total 4,794,731 18,541,173
25. Dividends payable
Unit: RMB
Reasons for not
paying dividends for
Name of entity Closing balance Opening balance more than one year
Nanshan Group 134,628,714 - N/A
Public A Shares 34,118,479 - N/A
Public B Shares 65,302,041 - N/A
Total 234,049,234 -
Note: As at 30 June 2013 the dividends payable referred to the cash dividends distributed by the
Company in Jul.2013.
26. Other payables
(1) Details of other payables are as follows:
Unit: RMB
Item Closing balance Opening balance
Temporary receipts 16,818,134 23,025,327
Security expense payable 1,702,698 3,620,546
Deposits received 2,503,546 2,746,130
Professional service fee - 1,910,376
Service fees 8,682,530 1,313,873
Due to employees 1,190,890 1,297,015
Insurance indemnity 2,358,030 955,033
Land fare 208,800,000 -
Others 909,228 6,706,538
Total 242,965,056 41,574,838
- 64 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
(2) The aging of other payables based on their recording dates is analyzed as follows:
Unit: RMB
Closing balance Opening balance
Proportion Proportion
Aging Amount (%) Amount (%)
Within 1 year 236,640,896 97.40 36,254,316 87.20
More than 1 year
1,328,157 0.55 1,353,934 3.26
but not exceeding 2 years
More than 2 years
1,752,244 0.72 1,300,464 3.13
but not exceeding 3 years
More than 3 years 3,243,759 1.33 2,666,124 6.41
Total 242,965,056 100.00 41,574,838 100.00
26. Other payables - continued
(3) Significant other payables aged more than one year
Unit: RMB
Name of entity Amount Reason for non-settle
Qingdao Yaran Trading Co., Ltd. 1,026,750 Business in progress
(4) As at 30 June 2013, the Group did not have any other payables which were due to parties
having 5% or above shareholdings in the Company. Payables due to related parties refer to (VI) 6.
27. Current portion of non-current liabilities
(1) Details of Current portion of non-current liabilities are as follows:
Unit: RMB
Item Closing balance Opening balance
Current portion of long-term borrowings - 35,000,000
Current portion of deferred revenue 4,727,207(Note) 4,727,207
Total 4,727,207 39,727,207
Note: Please refer to (V) 32.
- 65 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
28. Other current liabilities
Unit: RMB
Item Closing balance Opening balance
Short-term financing bonds 500,000,000(Note) -
500,000,000 -
Note: The “Proposal on Application for Issue of Short-term Financing Bonds” was reviewed and
approved at the second Special Shareholders’ General Meeting for 2012 on 5 Dec.2012，
agreeing the Company to apply to the National Association of Financial Market Investor
（NAFMII）for the issue of short-term financing bonds not exceeding RMB 1.6 billion.
On 7 May 2013，the Company received the “Notice of Registration Acceptance”
（ZSXZ【2013】No. CP171）signed and issued by NAFMII.on 3 May 2013.According
to the Notice ， NAFMII agreed to accept registration of the Company’s short-term
financing bonds ，with the registered amount valid with two years since the issue of the
“Notice of Registration Acceptance”by NAFMII .The first phase of the short-term
financing bonds for 2013 was issued to the public in the national inter-bank bond market
on 14 Jun. 2013，with the par value being RMB500million and the term being 365 days .
The par value of every bond was RMB100，with the par interest rate at 4.6%.Principals
and interest shall be returned upon maturity. All the funds arrived on 17 Jun. 2013.
- 66 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
29. Long-term borrowings
Unit: RMB
Item Closing balance Opening balance
Guarantee loans - 150,000,000
30. Bonds payable
Unit: RMB
Opening Interest paid Closing
Par Term of interest Accrued interest during the interest Closing
Name of bonds value Issue date the bond Issue amount payable for the period period payable balance
11 ChiWan 01 100 2012.4.26 Five years 500,000,000 18,009,863 12,874,521 26,400,000 4,484,384 496,940,274
Note: On 25 November 2011, the Company received the Approval from CSRC (filed as Zhen Jian
Xu Ke [2011] No.1889) agreeing the Company to issue corporate bonds with no more than
100 million in par value. On 26 April 2012, the Company's actual insurance amounted to
RMB500,000,000 with the term of five years. The bond interests should be calculated on
simple interest basis at a nominal fixed interest rate of 5.28% on a yearly basis.
According to the bond prospectus, the Company should make an announcement on
whether to exercise the redemption option on the information disclosure media designated
by CSRC at the 30th trading date before the interest payment date in the third interest-
bearing year. If the decision of exercising the redemption option is made, the bond would
be regarded as to be matured in the third year and the payment mode of redemption would
be the same as that of principal and interests of bonds due in the period. If the decision of
not exercising the redemption of option is made, the Company should make an
announcement on whether to raise the interest rate and the extent of variation, which
ranges from zero to 100 base points. If the company chooses to exercise the option of
raising the stated interest rate, the stated interest rate of the portion of non-put-back bond
due in two years after the remaining period equals to the stated interest rate due in three
years prior to the remaining period plus the increased base point. And the stated interest
rate of the bond due in two years after the remaining period would be fixed. If the
company chooses not to exercise the option of raising the stated interest rate, the original
stated interest rate remains the same for the portion of non-put-back bond due in two years
after the remaining period.
Investors have the option to sell bonds back to the Company at the interest payment date in
the third interest-bearing year at the par value wholly or in partially, after the Company
make the announcement on whether to raise the stated interest rate and the extent of
variation.
If the Company abandons the redemption option and the bondholder s abandon the put
back option wholly or partially, the rest of the principal would be paid back in advance.
Namely, 30% proportion of the principal should be paid back at the end of the fourth year
since the bond issued and the rest should be paid back at the end of the fifth year.
- 67 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
31. Special Payables
Unit: RMB
Increase in the Decrease in the
Item Opening balance current period current period Closing Balance Note
Refunds of Harbor
80,622,976 - 6,041,210 74,581,766 Note
Construction Fee
Note: The item is refunds of harbor construction fee to the company and its subsidiary Chiwan
Container Terminal Company Limited from Shenzhen traffic bureau. According to
Measures of harbor construction fee management released by Ministry of Finance, the fund
should be managed in separate account and can be only used on fundamental facilities'
construction of marine transportation.
32. Other non-current liabilities
(1) Details of other non-current liabilities are as follows:
Unit: RMB
Closing carrying Opening carrying
Item amount amount
Deferred revenue
Including: Berth priority right (Note 1) 47,497,965 50,518,693
Including: Government grant related to asset (Note 2) 7,777,392 7,860,870
Total 55,275,357 58,379,563
Less: Non-current liabilities due within one year 4,727,207 4,727,207
Including: Berth priority right 4,560,250 4,560,250
Including: Government grant related to asset 166,957 166,957
Non-current liabilities due beyond one year 50,548,150 53,652,356
Note 1: Berth priority right represents that agreed in the contract signed in 2003, which amounts
to USD14,000,000. The Group should satisfy the berthing requirement of contracted
customers in priority during the contract period. According to the contract, the berth
priority right should be amortized within twenty years on the straight-line basis.
Note 2: The item is government grants received which is based on the Announcement Released by
National Development and Reform Commission about 2010 Investment Plans within
Budget of Grains and Modern Logistics Program (NDRC[2010] No.1263). The total
received amount is RMB8,000,000. The asset relating to the government grants has
arrived the status for its intended use in March 2012. Therefore, it shall be amortized on
the straight-line basis within the useful life of the related asset.
- 68 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
33. Share capital
Unit: RMB
Changes for the period
Capitalisation
New issue of Bonus of surplus
Opening balance share issue reserve Others Subtotal Closing balance
Jan.-Jun.2013:
I. Restricted tradable shares
1. State-owned shares - - - - - - -
2. State-owned legal person
shares
- - - - - - -
3. Other domestic shares 735,466 - - - (50,417) (50,417) 685,049
4. Other foreign shares - - - - - - -
Total restricted tradable shares 735,466 - - - (50,417) (50,417) 685,049
II. Tradable shares
1. Ordinary shares
denominated in RMB
464,789,805 - - - (25,840) (25,840) 464,763,965
2. Foreign capital shares
listed domestically
179,238,459 - - - 76,257 76,257 179,314,716
3. Foreign capital shares
listed overseas
- - - - - - -
4. Others - - - - - - -
Total tradable shares 644,028,264 - - - 50,417 50,417 644,078,681
III. Total shares 644,763,730 - - - - - 644,763,730
Changes for the period
Capitalisation
New issue of Bonus of surplus
Opening balance share issue reserve Others Subtotal Closing balance
2012：
I. Restricted tradable shares
1. State-owned shares - - - - - - -
2. State-owned legal person
- - - - - - -
shares
3. Other domestic shares 790,929 - - - (55,463) (55,463) 735,466
4. Other foreign shares - - - - - - -
Total restricted tradable shares 790,929 - - - (55,463) (55,463) 735,466
II. Tradable shares
1. Ordinary shares
denominated in RMB
464,789,805 - - - - - 464,789,805
2. Foreign capital shares
listed domestically
179,182,996 - - - 55,463 55,463 179,238,459
3. Foreign capital shares
listed overseas
- - - - - - -
4. Others - - - - - - -
Total tradable shares 643,972,801 - - - 55,463 55,463 644,028,264
III. Total shares 644,763,730 - - - - - 644,763,730
- 69 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
34. Capital reserve
Unit: RMB
Additions for the Reductions for the
Opening balance period period Closing balance
Jan.-Jun.2013:
Capital premium 163,560,083 - - 163,560,083
Including: Capital contributed by investors 163,560,083 - - 163,560,083
Conversion option of convertible corporate
- - - -
bonds is exercised
Debt converted into capital - - - -
Differences arising from business combination
- - - -
involving enterprises under common control
Equity acquisition towards minority
- - - -
shareholders of subsidiaries
Capital reserve converted into capital - - - -
Other comprehensive income 3,167,500 135,000 - 3,302,500
Other capital reserve (861,528) - - (861,528)
Including: Equity component split from convertible
- - - -
corporate bonds
Fair value of equity-settled share-based equity
- - - -
instrument
Surplus of compensation granted by
- - - -
government for relocation in the public interests
Transfer from capital reserve under the previous
(2,781,133) - - (2,781,133)
accounting system
Others 1,919,605 - - 1,919,605
Total 165,866,055 135,000 - 166,001,055
Additions for the Reductions for the
Opening balance period period Closing balance
2012:
Capital premium 163,560,083 - - 163,560,083
Including: Capital contributed by investors 163,560,083 - - 163,560,083
Conversion option of convertible corporate
- - - -
bonds is exercised
Debt converted into capital - - - -
Differences arising from business combination
- - - -
involving enterprises under common control
Equity acquisition towards minority
- - - -
shareholders of subsidiaries
Capital reserve converted into capital - - - -
Other comprehensive income 3,527,500 - 360,000 3,167,500
Other capital reserve (861,528) - - (861,528)
Including: Equity component split from convertible
- - - -
corporate bonds
Fair value of equity-settled share-based equity
- - - -
instrument
Surplus of compensation granted by government
- - - -
for relocation in the public interests
Transfer from capital reserve under the previous
(2,781,133) - - (2,781,133)
accounting system
Others 1,919,605 - - 1,919,605
Total 166,226,055 - 360,000 165,866,055
- 70 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
35. Special reserve
Unit: RMB
Opening Increase for Decrease for Closing
Item balance the period the period balance
Jan.-Jun.2013:
Production safety fee 1,394,832 7,396,030 5,437,788 3,353,074
Opening Increase for Decrease for Closing
Item
balance the period the period balance
2012:
Production safety fee - 10,853,324 9,458,492 1,394,832
36. Surplus reserve
Unit: RMB
Opening Increase for Decrease for
Item balance the period the period Closing balance
Jan.-Jun.2013
Statutory surplus reserve 464,704,268 18,981,440 - 483,685,708
Opening Increase for Decrease for
Item Closing balance
balance the period the period
2012:
Statutory surplus reserve 421,692,405 43,011,863 - 464,704,268
Note: In accordance with the Company Law and the Company's Articles of Association, the
Company should appropriate 10% of net profit for the year to the statutory surplus reserve,
the Company can cease appropriation when the statutory surplus reserve accumulated to
more than 50% of the paid in capital. The statutory surplus reserve can be used to make up
for the loss or increase the paid in capital after approval.
- 71 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
37. Unappropriated profit
Unit: RMB
Proportion of
appropriation or
Item Amount allocation
Jan.-Jun.2013：
Before adjustment: Unappropriated profit at the end of prior year 2,414,907,916
Adjustment: Total unappropriated profit at beginning of year -
After adjustment: Unappropriated profit at beginning of year 2,414,907,916
Add: Net profit attributable to shareholders of the parent company for
295,594,906
the period
Less: Appropriation to statutory surplus reserve 18,981,440 Note 1
Appropriation to discretionary surplus reserve -
Appropriation to general risk reserve -
Ordinary shares' dividends payable 234,049,234 Note 2
Ordinary shares' dividends converted into share capital -
Unappropriated profit at the end of the period 2,457,472,148
2012:
Before adjustment: Unappropriated profit at the end of prior year 2,248,722,001
Adjustment: Total unappropriated profit at beginning of year -
After adjustment: Unappropriated profit at beginning of year 2,248,722,001
Add: Net profit attributable to shareholders of the parent company for
467,103,270
the period
Less: Appropriation to statutory surplus reserve 43,011,863
Appropriation to discretionary surplus reserve -
Appropriation to general risk reserve -
Ordinary shares' dividends payable 257,905,492
Ordinary shares' dividends converted into share capital -
Unappropriated profit at the end of the period 2,414,907,916
Note 1: Withdraw statutory surplus reserve
According to the Articles of Association, the Company is required to transfer 10% of its
net profit to the statutory surplus reserve.
Note 2: Cash dividends approved by shareholders' meeting during the Period.
Pursuant to the board resolution at 21 May 2013, on the basis of 644,763,730 issued
shares for the year ended by 31 December 2012, dividend of RMB3.63 for every 10
shares were distributed to all the shareholders, which amounted to RMB234,049,234.
- 72 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
37. Unappropriated profit - continued
Note 3: Appropriation to surplus reserve that has been made by subsidiaries
As at 30 JUNE 2013, the balance of the Group's unappropriated profit included
appropriation to surplus reserve that has been made by subsidiaries amounting to
RMB497,496,804 (31 December 2012: RMB497,496,804).
38. Operating income and operating costs
(1) Operating income and operating cost
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Principal operating income 834,067,173 822,128,855
Other operating income 31,168,619 31,975,335
Total 865,235,792 854,104,190
Principal operating cost 385,290,057 380,529,816
Other operating cost 4,932,220 3,964,343
Total 390,222,277 384,494,159
(2) Principal operating activities (classified by business)
Unit: RMB
Jan.-Jun.2013 Jan.-Jun.2012
Item Operating income Operating cost Operating income Operating cost
Load and unload services 785,035,516 334,016,796 769,305,506 336,560,872
Port ancillary services 42,926,997 51,273,261 47,122,510 43,968,944
Agency and others services 6,104,660 - 5,700,839 -
Total 834,067,173 385,290,057 822,128,855 380,529,816
(3) Principal operating activities (classified by geographical areas)
Unit: RMB
Jan.-Jun.2013 Jan.-Jun.2012
Item Operating income Operating cost Operating income Operating cost
Mainland China 830,850,551 385,290,057 818,920,652 380,529,816
Hong Kong 3,216,622 - 3,208,203 -
Total 834,067,173 385,290,057 822,128,855 380,529,816
- 73 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
38. Operating income and operating costs - continued
(4) Other services
Unit: RMB
Jan.-Jun.2013 Jan.-Jun.2012
Other operating Other operating Other operating Other operating
Item income cost income cost
Lease income 10,380,759 1,754,505 12,661,879 1,218,808
Security fee 5,082,786 - 4,528,590 -
Port ancillary services 9,298,792 2,691,433 8,098,776 1,782,416
Agency fee 1,806,623 486,282 1,122,985 963,119
Sales of material 733,554 - 1,403,643 -
Documentation fee 604,852 - 607,375 -
Others 3,261,253 - 3,552,087 -
Total 31,168,619 4,932,220 31,975,335 3,964,343
(5) Operating income from the Company's top five customers
Unit: RMB
Proportion to total
operating income of the
Name of customer Operating income Company (%)
Customer A 230,316,355 26.62
Customer B 219,326,908 25.35
Customer C 61,498,336 7.11
Customer F 21,723,083 2.51
Customer G 20,423,455 2.36
Total 553,288,137 63.95
39. Business taxes and levies
Unit: RMB
Basis of
Item Jan.-Jun.2013 Jan.-Jun.2012 calculation
Business tax 1,502,462 30,310,249 Note
Urban maintenance and construction tax 492,453 2,143,546 Note
Education surcharges 318,304 1,537,748 Note
Others 389,355 228,869
Total 2,702,574 34,220,412
Note: Please refer to Note (III).
- 74 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
40. Financial expenses
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Interest expense 35,968,431 44,332,584
Less: Capitalized interest expenses 10,820,316 4,023,241
Less: Interest income 1,283,789 4,016,100
Exchange differences (13,602,830) (1,077,679)
Less: Capitalized exchange differences - -
Others 2,487,692 462,762
Total 12,749,188 35,678,026
41. Impairment losses of assets
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
I. Bad debt losses (50,374) -
II. Written-down of inventories - -
III. Impairment on available-for-sale financial assets - -
IV. Impairment on held-to-maturity investments - -
V. Impairment on long-term equity investments - -
VI. Impairment on investment properties - -
VII. Impairment on fixed assets - -
VIII. Impairment on construction materials - -
IX. Impairment on construction in progress - -
X. Impairment on bearer biological assets - -
XI. Impairment on oil and gas assets - -
XII. Impairment on intangible assets - -
XIII. Impairment on goodwill - -
XIV. Others - -
Total (50,374) -
42. Investment income
(1) Details of investment income
Unit: RMB
Jan.-Jun.2013 Jan.-Jun.2012
Long-term equity investments income under cost method - -
Long-term equity investments income under equity method 46,022,294 39,695,608
Investment income on disposal of long-term equity
investment - -
Investment income on available-for-sale financial assets, etc. - -
Total 46,022,294 39,695,608
- 75 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
42. Investment income- continued
(2) Long-term equity investments income under equity method
Unit: RMB
Reasons for increases or decreases in the
Investee Jan.-Jun.2013 Jan.-Jun.2012 current compared to the prior period
MPIL 26,880,387 24,440,935 Net profit of investee fluctuates.
China Overseas Harbor Affairs
(Laizhou) Co.,Ltd 16,091,209 12,807,510 Net profit of investee fluctuates.
CMBL 2,812,027 1,353,005 Net profit of investee fluctuates.
China Merchants Holdings
(international ) Information 238,671 1,094,158 Net profit of investee fluctuates.
Technology Co.,Ltd
Total 46,022,294 39,695,608
43. Non-operating income
(1) Details of non-operating income are as follows:
Unit: RMB
Amount recognized
as non-recurring
gain and loss in the
Item Jan.-Jun.2013 Jan.-Jun.2012 current period
Total gains on disposal of non-current assets - 1,202,372 -
Including: Gains on disposal of intangible assets - - -
Gains on disposal of fixed assets - 1,202,372 -
Government grants 83,478 411,252 83,478
Insurance compensation income 29,868 - 29,868
Income derived from settlement of the payables
that cannot be paid - - -
Others 1,542,787 1,889,935 1,542,787
Total 1,656,133 3,503,559 1,656,133
(2) Details of government grants are as follows:
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Circulation business development project funds - 355,600
Others 83,478 55,652
Total 83,478 411,252
- 76 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
44. Non-operating expenses
Unit: RMB
Amount recognized
as non-recurring
gain and loss in the
Item Jan.-Jun.2013 Jan.-Jun.2012 current period
Total losses on disposal of non-current assets 21,401 104,100 21,401
Including: Losses on disposal of fixed assets 21,401 104,100 21,401
Donations contributed 17,000 10,000 17,000
Amercement outlay 5,000 197 5,000
Others 138,644 80,521 138,644
Total 182,045 194,818 182,045
45. Income tax expenses
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Current tax expense calculated according to tax laws and relevant
requirements 60,847,202 66,229,827
Deferred income tax (6,668,065) 2,658,611
Total 54,179,137 68,888,438
Reconciliation of income tax expenses to the accounting profit is as follows:
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Accounting profit 433,252,677 368,527,624
Income tax expenses calculated at 25% (the prior year: 25 %) 108,313,169 92,131,906
Effect of expenses that are not deductible for tax purposes 157,750 -
Effect of tax-free income (11,505,574) (12,287,587)
Effect of unrecognized deductible losses and deductible temporary
551,988 518,744
differences for tax purposes
Changes in opening balances of deferred tax assets/liabilities due to
- -
the adjustment in tax rate
Effect of different tax rates of subsidiaries operating in other
(103,453) (235,470)
jurisdictions
Effect of tax preference policy (43,234,743) (11,239,155)
Withholding tax (Note) - -
Income tax expense 54,179,137 68,888,438
- 77 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
45. Income tax expense - continued
Note: Withholding income tax was accrued at the rate of 5% or 10% for dividend payable to
Chiwan Wharf Holdings (H.K.) Limited , declared by those Group's PRC subsidiaries of
which Chiwan Wharf Holdings (H.K.) Limited is a shareholder.
46. Government grants
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Government grants related to income:
Circulation business development project funds - 355,600
Total - 355,600
Less: government grants credited in deferred income - -
Add: Government grants in current year profit debited deferred
83,478 55,652
income
Government grants credited in current year profit 83,478 411,252
47. Borrowing cost
Unit: RMB
Amount of borrowing
costs capitalised during Capitalisation
Name of Project Jan.-Jun.2013 rate
Construction in progress 10,820,316 4.25%
Sub-total of borrowing costs capitalised during the year 10,820,316 4.25%
Borrowing costs recognised in profit or loss during the year 25,148,115
Total of borrowing costs during the year 35,968,431
48. Earnings per share
For the purpose of calculating earnings per share, net profit for the current period
attributable to ordinary shareholders is:
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Net profit for the current period attributable to ordinary shareholders 295,594,906 222,035,234
Including: Net profit from continued operations 295,594,906 222,035,234
Net profit from discontinued operations - -
- 78 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
48. Earnings per share - continued
For the purpose of calculating basic earnings per share, the denominator is the weighted average
number of outstanding ordinary shares and its calculation process is as follows:
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Number of ordinary shares outstanding at the beginning of year 644,763,730 644,763,730
Add: Weighted average number of ordinary shares issued during the
- -
period
Less: Weighted average number of ordinary shares repurchased
- -
during the period
Number of ordinary shares outstanding at the end of year 644,763,730 644,763,730
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Calculated based on net profit attributable to shareholders of the
parent:
Basic earnings per share 0.458 0.344
Diluted earnings per share 0.458 0.344
Calculated based on net profit from continued operations attributable
to shareholders of the parent:
Basic earnings per share 0.458 0.344
Diluted earnings per share 0.458 0.344
Calculated based on net profit from discontinued operations
attributable to shareholders of the parent:
Basic earnings per share - -
Diluted earnings per share - -
Since there are no dilutive potential ordinary shares, the diluted earnings per share equals to the
basic earnings per share.
- 79 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
49. Other comprehensive income
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
1. Gains (losses) arising from available-for-sale financial assets 180,000 180,000
Less: Tax effects arising from available-for-sale financial assets 45,000 45,000
Net amounts included in other comprehensive income in the prior
- -
period that are transferred to profit or loss for the period
Subtotal 135,000 135,000
2. Share of other comprehensive income of the investee accounted
- -
for using the equity method
Less: Tax effects arising from the share of other comprehensive
- -
income of the investee accounted for using the equity method
Net amounts included in other comprehensive income in the prior
- -
period that are transferred to profit or loss for the period
Subtotal - -
3. Gains (losses) arising from cash flow hedging instruments - -
Less: Tax effects arising from cash flow hedging instruments - -
Net amounts included in other comprehensive income in the prior
- -
period that are transferred to profit or loss for the period
Adjustments to the initial recognition amount of hedged items - -
Subtotal - -
4. Translation differences of financial statements denominated in
(80,074) -
foreign currencies
Less: Net amounts transferred to profit or loss for the period on
- -
disposal of foreign operations
Subtotal (80,074) -
5. Others - -
Less: Tax effects arising from other items recognized in other
- -
comprehensive income
Net amounts included in other comprehensive income in the prior
- -
period that are transferred to profit or loss for the period
Subtotal - -
Total 54,926 135,000
50. Notes to items in the cash flow statement
(1) Other cash receipts relating to operating activities
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Interest income 1,283,789 3,403,092
Refunds of Harbor Construction Fee received 72,382 3,141,162
Government grant - 355,600
Others 1,771,706 2,662,013
Total 3,127,877 9,561,867
- 80 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
50. Notes to items in the cash flow statement - continued
(2)Other cash payments relating to financing Activities
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Short-term financing bonds(Note (V)28) 500,000,000 -
(3) Other cash payments relating to operating activities
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Office expenses & utilities 5,146,831 8,370,511
Port expenses 5,801,770 3,667,103
Entertainment expenses 4,271,363 3,012,456
Car expenses 2,312,582 2,124,537
Asset insurance fee 1,540,780 1,957,875
Consulting & auditing fee 2,649,298 1,658,100
Travel & accommodation 1,107,556 1,239,619
Advertisements & exhibition expense 68,144 97,605
Others 25,750,902(Note) 180,752
Total 48,649,226 22,308,558
Note:Mainly the payment and use of the harbor construction fee to the Company.
(4) Other cash payments relating to financing activities
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Debt insurance costs - 60,000
Handling charges 1,605,308 -
Total 1,605,308 60,000
- 81 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(V) NOTES TO ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENT - continued
51. Supplementary information to the cash flow statement
(1) Supplementary information to the cash flow statement
Unit: RMB
Supplementary Jan.-Jun.2013 Jan.-Jun.2012
1. Reconciliation of net profit to cash flow from operating activities:
Net profit 379,073,540 299,639,186
Add: Provision for impairment losses of assets (50,374) -
Depreciation of fixed assets 84,016,744 81,805,400
Depreciation and Amortization of investment property 607,877 607,877
Amortization of intangible assets 19,773,192 19,385,916
Amortization of long-term prepaid expenses 4,092,077 1,719,139
Losses on disposal of fixed assets , intangible assets and
other long-term assets 21,401 (1,292,535)
Financial expenses 30,187,878 40,309,343
Gains arising from investments (46,022,294) (39,695,608)
Decrease(Increase) in deferred tax assets (6,668,064) 2,685,611
Decrease in inventories (1,104,802) 329,674
Decrease(Increase) in operating receivables (53,448,809) 1,626,382
Increase(Decrease) in operating payables (52,661,221) (58,133,084)
Net cash flow from operating activities 357,817,145 348,987,301
2. Significant investing and financing activities that do not involve
cash receipts and payments:
Conversion of debt into capital - -
Convertible bonds due within one year - -
Fixed assets acquired under finance leases - -
3. Net changes in cash and cash equivalents:
Closing balance of cash 623,420,560 790,131,255
Less: Opening balance of cash 314,855,568 478,788,943
Add: Closing balance of cash equivalents - -
Less: Opening balance of cash equivalents - -
Net increase(Decrease) in cash and cash equivalents 308,564,992 311,342,312
(2) Composition of cash and cash equivalents
Unit: RMB
Item Closing balance Opening balance
I. Cash 623,420,560 314,855,568
Including: Cash on hand 12,862 14,390
Bank deposits 621,701,100 313,139,193
Other monetary funds 1,706,598 1,701,985
II. Cash equivalents - -
III. Closing balance of cash and cash equivalents 623,420,560 314,855,568
- 82 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(VI) RELATED PARTY RELATIONSHIPS AND TRANSACTIONS
1. Parent of the entity
Unit: RMB
Proportion of
the entity's Proportion of
ownership the entity's Ultimate
interests held voting power controllin
Name of the Related party Type of the Place of Legal by the parent held by the g party of Organization
parent relationship entity incorporation representative Nature of business Registered capital (%) parent (%) the entity code
Land development, port
Sino-foreign
Nanshan Controlling service and transportation,
invested Shenzhen Fu Yuning RMB900,000,000 32.52% -(Note) CMG 61883297-6
Group shareholders industry and commerce,
enterprise
tour, real estate and others
Controlling Listed in Hong
CMHI Hong Kong Fu Yuning Port shipping HKD5,000,000,000 33.58%(Note) 66.10(Note) CMG N/A
shareholders Kong
The ultimate controller of the Group is CMG, whose financial statements are not required to be made public.
Note: As mentioned in Note (I), Nanshan Group had 57.52% equity in the Company before
1 Novermber 2012. The transfer formalities concerning Nanshan Group transferring
161,190,933 tradable A-shares of the Company (a stake of 25%) to Malai Storage
were completed on 25 Apr. 2013. As such, all the formalities concerning the transfer
of the Company’s shares by Nanshan Group were completed. After the share transfer,
China Merchants Holdings (International) Company Limited (“CMHI”) indirectly
held 161,190,933 A-shares of the Company (a stake of 25%) via its wholly-funded
subsidiary Shenzhen Malai Storage Co., Ltd, and indirectly held 55,314,208 B-shares
of the Company (a stake of 8.58%) via its wholly-funded subsidiary Keen Field
Enterprises Limited. As such, CMHI indirectly held a stake of 33.58% in the
Company. Meanwhile, CMHI was entrusted to manage 209,687,067 A-shares of the
Company held by Nanshan Group (a stake of 32.52%). As such, CMHI controlled a
stake of 66.10% in the Company. Please refer to Note (I) for details.
2. Subsidiaries of the entity
The general background and other related information of the subsidiaries is set out in Note
(IV).
3. Associates and joint ventures of the entity
The general background and other related information of the Associates and joint ventures is
set out in Note (V) 7.
- 83 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(VI) RELATED PARTY RELATIONSHIPS AND TRANSACTIONS - continued
4. Other related parties of the entity
Relationships between other related
Name of other related parties parties and the Company Organization code
Nanshan Group Ex-controlling shareholder 61883297-6
China Petroleum Supply Base Co., Ltd. ("CPSB") The subsidiary of ex-controlling shareholder 61883389-9
Shenzhen Xuqin Industrial Development Co., Ltd.(“Xuqin”) The subsidiary of ex-controlling shareholder 70845749-5
Shenzhen Nanshan Real Estate development Ltd.(Nanshan
The subsidiary of ex-controlling shareholder 75046859-3
Development)
Shenzhen Chixiao Construction Technology Co., Ltd. (Chixiao
The subsidiary of ex-controlling shareholder 61881595-7
Construction)
Shenzhen Baowan Holding Co., Ltd. The subsidiary of ex-controlling shareholder 61885906-0
Shenzhen Chiwan Property Management Co., Ltd. The subsidiary of ex-controlling shareholder 70846415-0
COCL The subsidiary of ex-controlling shareholder 72616516-2
Haiqin Engineering Controlled by the same controlling shareholder 61888000-1
Shenzhen Mawan Port Co., Ltd. ("SMP") Controlled by the same controlling shareholder 74322579-6
SMW Controlled by the same controlling shareholder 74322582-5
China Merchants Port Services (Shenzhen) Co., Ltd ("CMPS") Controlled by the same controlling shareholder 19244179-0
Shekou Container Terminals Limited ("SCT") Controlled by the same controlling shareholder 61883279-X
An Xunjie Container Terminals Limited Controlled by the same controlling shareholder 75048172-0
Shenzhen Lian Yunjie Container Terminals Limited Controlled by the same controlling shareholder 71093674-3
China Merchants International Cold Chain (Shenzhen) Company
Controlled by the same controlling shareholder 61889222-3
Limited ("CMCCL")
Shenzhen Haixing Harbor Development Co.,Ltd("Haixing") Controlled by the same controlling shareholder 61884362-4
Shenzhen Huxing Tug Service Co., Ltd. Controlled by the same controlling shareholder 19233962-2
Shenzhen Lianda Tug Service Co., Ltd. Controlled by the same controlling shareholder 61880378-8
China Ocean Shipping Agency (Shenzhen) Company Limited Controlled by the same controlling shareholder 19244404-3
Shenzhen China Merchants Shangzhi Investment Co., Ltd. Controlled by the same ultimate controlling shareholder 57637705-4
Shenzhen China Merchants Qianhaiwan Property Co., Ltd. Controlled by the same ultimate controlling shareholder 79386851-1
Shenzhen China Merchants International Shipping Agency Co., Ltd. Controlled by the same ultimate controlling shareholder 70840200-5
Associated company controlled by the same ultimate
China Merchant Bank Co., Ltd.("CMB") 10001686-X
controlling shareholder
Associated company controlled by the same ultimate
Shenzhen Pingnan Railway Co., Ltd. 61883248-2
controlling shareholder
- 84 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(VI) RELATED PARTY RELATIONSHIPS AND TRANSACTIONS - continued
5. Related party transactions
(1) Sales and purchase of goods, provision and receipt of services
Unit: RMB
Jan.-Jun.2013 Jan.-Jun.2012
Proportion of the Proportion of the
Pricing and amount of related amount of related
decision-making party transactions to party transactions to
procedures of that of similar that of similar
Type of related party Content of related related party transactions transactions
Related parties transaction party transaction transactions Amount (%) Amount (%)
Purchase of goods and receiving of services:
Load and unload
SMW Service received Negotiation
service 5,710,161 1.46 4,128 -
Load and unload
SCT Service received Negotiation
service 4,951,395 1.27 6,168,582 1.60
China Merchants Holdings
Technical service
(international) information Service received Negotiation
fee
technology company Ltd 3,554,336 0.91 7,349,153 1.91
Project
Haiqin Engineering Service received
management 2,600,000 0.67 - -
Load and unload
Haixing Service received Negotiation
service 2,344,905 0.60 1,666,125 0.43
Load and unload
SMP Service received Negotiation
service 1,237,915 0.32 - -
An Xunjie Container Terminals Load and unload
Service received Negotiation
Limited Xuqin service 1,203,968 0.31 - -
Shenzhen Chiwan Property Property
Service received Negotiation
Management Co., Ltd management fee 908,781 0.23 995,056 0.26
Xuqin Service received Construction Negotiation 790,718 0.20 263,063 0.40
Shenzhen Lian Yunjie Container Load and unload
Service received Negotiation
Terminals Limited service 403,304 0.10 - -
Total 23,705,483 16,446,107
Rendering of services:
SMP Service provided Trailer service etc. Negotiation 5,261,419 7.37 4,851,242 10.29
CMBL Service provided Trailer service etc. Negotiation 3,643,980 6.45 1,452,340 3.08
China Ocean Shipping Agency
Service provided Tugboat service Negotiation
(Shenzhen) Company Limited 2,691,945 3.77 3,441,943 7.30
Shenzhen China Merchants
International Shipping Agency Co., Service provided Tugboat service Negotiation
Ltd. 1,642,398 2.30 1,377,956 2.92
SMW Service provided Trailer service etc. Negotiation 1,106,268 1.55 1,689,056 3.58
SCT Service provided Trailer service etc. Negotiation 744,330 1.04 814,450 1.73
Shenzhen Lianda Tug Service Co.,
Service provided Tugboat service Negotiation
Ltd. 245,017 0.34 1,320,405 2.80
CMCCL Service provided Trailer service etc. Negotiation 230,274 0.03 313,550 0.07
Load and unload
CPSB Service provided Negotiation
service 125,749 0.02
Shenzhen Huxing Tug Service Co.,
Service provided Tugboat service Negotiation
Ltd. 120,314 0.17 269,907 0.57
China Overseas Harbour Affairs
Service provided Labour service Negotiation
(Laizhou) Co., Ltd - - 1,513,608 3.21
Total Service provided Negotiation 15,811,694 17,044,457
- 85 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(VI) RELATED PARTY RELATIONSHIPS AND TRANSACTIONS - continued
5. Related party transactions - continued
(2) Leases with related parties
The Group as the lessee:
Unit: RMB
Basis of Lease income
Type of leased Inception date Expiration date determining the recognised in the
Name of lessor Name of lessee assets of leases of leases lease income current year
Chiwan Container
Automatically
Terminal Company CMBL Crane May 2006 Negotiation 960,000
renewal
Limited
Total 960,000
The Group as the lessor:
Unit: RMB
Basis of Lease payment
Type of Inception Expiration determining the recognised in the
Name of lessor Name of lessee leased assets date of leases date of leases lease payment current year
Land, Office
Companies within Automatic
Nanshan Group and packing January 2013 Negotiation 18,275,318
the Group renewal
yard
Chiwan Container Port of
Shenzhen Malai December
Terminal Shipping January 2013 Negotiation 3,764,742
Storage Co., Ltd. 2013
Company Limited Centre
Chiwan Container
Former Bay December
CMPS Terminal January 2013 Negotiation 1,497,210
port lands 2015
Company Limited
Land use
Chiwan Container right of
Shenzhen Pingnan
Terminal Mawan January 2013 June 2013 Negotiation 1,080,000
Railway Co., Ltd.
Company Limited railway
station
Packing yard December
CPSB The company January 2013 Negotiation 711,330
and crane 2013
Shenzhen China Chiwan Container Block 18# in
Merchants Shangzhi Terminal Shipping May 2013 May 2014 Negotiation 394,647
Investment Co., Ltd. Company Limited Centre
December
SCT The company Crane January 2013 Negotiation 360,000
2013
Shenzhen Chiwan
Shenzhen Baowan Shipping and December
Warehouse January 2013 Negotiation 46,068
Holding Co., Ltd. Transportation 2013
Company Limited
Total 26,129,315
- 86 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(VI) RELATED PARTY RELATIONSHIPS AND TRANSACTIONS - continued
5. Related party transactions - continued
(3) Assets transfer with related parties
Unit: RMB
Pricing principle of Pricing principle
related party transactions of related party transactions
Proportion of
the amount of Proportion of
related party the amount of
transactions to related party
Type of Content of Pricing principle that of similar transactions to
related party related party of related party transactions that of similar
Related parties transactions transactions transactions Amount (%) Amount transactions (%)
COCL Sales Assets transfer Negotiation - - 631,320 53.02
- 87 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(VI) RELATED PARTY RELATIONSHIPS AND TRANSACTIONS - continued
6. Amounts due from related parties - continued
Unit: RMB
Item Related parties Closing balance Opening balance
Cash and bank China Merchants Bank 183,401,939 50,688,701
Accounts receivable China Ocean Shipping Agency (Shenzhen) Company
1,480,069 717,696
Limited
China Overseas Harbor Affairs (Laizhou) Co., Ltd. 1,100,000 -
SMP 861,052 649,861
SCT 432,200 665,100
SMW 313,908 193,575
CMBL 280,356 432,460
Yiu Lian Dockyards Limited 38,981 104,317
Shenzhen Lianda Tug Service Co., Ltd. 20,953
China Merchants Industry Holdings Co., Ltd. 14,213 95,374
Others 13,167 11,103
Total 4,554,899 2,869,486
Advances Xuqin 93,006 93,006
Other receivables Nanshan Development 1,696,367 -
CMBL 1,616,725 1,427,200
SMW 460,914 1,327,947
Shenzhen CM Qianhaiwan Property Co., Ltd. 435,884 435,884
Xuqin 320,000 320,000
Nanshan Group 177,488 19,000
SMP 169,724 38,610
CPSB 135,622 135,622
Shenzhen China Merchants Shangzhi Investment 85,684 198,008
Co., Ltd.
CMCCL 83,323 108,040
China Merchants Preperty Manangement co.,Ltd 80,423 75,129
Shenzhen Malai Storage Co., Ltd. 44,345 -
Shenzhen City Venture Investment Co. Ltd. 43,244 20,052
SCT - 187,102
Others 57,620 5,444
Total 5,407,363 4,298,038
Accounts payable Nanshan Group 4,326,009 4,256,803
China Merchants Holdings (international)
information technology company Ltd 2,330,041 802,290
Haiqin Engineering 1,755,107 4,355,107
Zengcheng Xinkang Property Management Limited 138,311 123,541
Shenzhen Malai Storage Co., Ltd. 81,851 -
Xuqin 71,677 239,977
Chixiao Construction - 113,000
Others 37,586 126,398
Total 8,740,582 10,017,116
Other Payable Nanshan Development 208,800,000 -
SMW 4,667,392 44,703
Nanshan Group 1,280,142 -
Shenzhen Malai Storage Co., Ltd. 1,227,633 -
China Overseas Harbor Affairs (Laizhou) Co., Ltd. 550,000 -
Shenzhen Lianda Tug Service Co., Ltd. 178,176 71,668
CMBL 107,912 12,000
SCT - 2,801,555
China Merchants Holdings (international)
- 163,300
information technology company Ltd
Others 10,610 36,361
Total 216,821,865 3,129,587
- 88 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(VII) COMMITMENTS
1. Capital commitments
Unit: RMB
Item Closing balance Opening balance
Capital commitments that have been entered into
but have not been recognised in the financial
statements:
Commitment for acquisition of long-term assets 353,109,299
2. Operating lease commitments
As of the balance sheet date, the Group had the following commitments in respect of non-
cancellable operating leases:
Unit: RMB
Item Closing balance Opening balance
Minimum lease payments under non-cancellable
operating leases:
1st year subsequent to the balance sheet date
2nd year subsequent to the balance sheet date 8,718,378
3rd year subsequent to the balance sheet date 8,340,011
Subsequent periods 1,588,601
Total 28,783,014
(VIII) EVENTS AFTER THE BALANCE SHEET
1. Profit appropriation after the balance sheet date
Unit: RMB
Item Amount
Profits or dividends been distributed(Note) 234,049,234
Note: Please refer to Note (V) 37.
2. Progress of making joint investment with a related party to incorporate a finance company
On 18 July 2013, China Banking Regulatory Commission issued the “CBRC Reply on Opening
of Zhongkai Finance Ltd.” (YJF【2013】No. 360), approving the opening of Zhongkai Finance
Ltd. According to the Reply, Zhongkai Finance Ltd. registered with the Market Supervision
Administration of Shenzhen Municipality and obtained the business license.
- 89 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(IX) OTHER SIGNIFICANT EVENTS
On 6 March 2013, the Company received the Reply on Certain Issues Regarding Agreed Transfer
of State-owned Shares of Shenzhen Chiwan Wharf Holdings Ltd. released by the State-owned
Assets Supervision and Administration Commission (filed as Guo Zi Chan Quan [2013] No. 94),
which approved Nanshan Group to transfer 161,190,933 A-shares of the Company to Shenzhen
Malai Warehouse Co., Ltd. . On 26 April 2013, the Company”) received the “Securities Transfer
Confirmation” (No. 1304230009) issued by the Shenzhen branch of China Securities Depository
and Clearing Co., Ltd. and provided by Nanshan Group. Nanshan Group transferred 161,190,933
tradable A-shares of the Company held by it (a stake of 25%) to Shenzhen Malai Storage Co., Ltd.
And the transfer formalities were completed on 25 April 2013, marking the completion of all the
relevant formalities of Nanshan Group’s transfer of the Company’s shares.
(X) SEGMENT REPORTING
Subject to the Group's in-house infrastructure, management requirements and internal reporting
system, the operation businesses of the Group are classified into three reporting segments. They
are determined based on the nature of business. The Group's management periodically evaluates
the operating results of these reporting segments to make decisions about resources to be allocated
to the segments and assess their performance. Major products and services delivered or provided
by each of the reporting segments are load and unload services, trailer and tugboat business,
agency services and other segments.
Segment information is disclosed in accordance with the accounting policies and measurement
standards adopted by each segment when reporting to management. The measurement basis is
consistent with the accounting and measurement basis in the preparation of the financial
statements.
- 90 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(X) SEGMENT REPORTING - continued
(1) Segment information
Unit: RMB
load and unload services trailer and tugboat business Agency services Unappropriated items Inter-segment deduction Total
Jan.-Jun.2013 Jan.-Jun.2012 Jan.-Jun.2013 Jan.-Jun.2012 Jan.-Jun.2013 Jan.-Jun.2012 Jan.-Jun.2013 Jan.-Jun.2012 Jan.-Jun.2013 Jan.-Jun.2012 Jan.-Jun.2013 Jan.-Jun.2012
Operating income
Revenue arising from external transactions 812,581,074 797,795,156 44,075,703 47,122,509 8,579,015 9,186,525 - - - 865,235,792 854,104,190
Revenue arising from inter-segment - - 30,101,164 19,512,280 (30,101,164) (19,512,280) - -
transactions
Total operating income 812,581,074 797,795,156 74,176,867 66,634,789 8,579,015 9,186,525 - - (30,101,164) (19,512,280) 865,235,792 854,104,190
Reconciling items:
Operating Income in the financial statements 865,235,792 854,104,190
Operating cost 367,670,319 359,229,748 52,073,452 43,968,945 579,670 807,747 - - (30,101,164) (19,512,280) 390,222,277 384,494,159
Segment operating profits 444,910,755 438,565,407 22,103,415 22,665,845 7,999,345 8,378,778 - - - - 475,013,515 469,610,031
Reconciling items:
Business taxes and levies 1,644,304 31,258,890 218,704 2,275,131 839,566 686,391 - - - - 2,702,574 34,220,412
Administrative expenses 48,148,209 48,755,440 4,211,776 3,954,341 3,700,812 2,937,355 17,795,035 18,541,182 - - 73,855,832 74,188,318
Financial expenses 7,210,167 9,915,599 (308,597) (84,685) 117,784 (257,703) 5,729,834 26,104,814 - - 12,749,188 35,678,026
Impairment losses of assets (194,356) - - - (17,969) - 161,951 - - - (50,374) -
Investment Income - - - - - - 46,022,294 39,695,608 - - 46,022,294 39,695,608
Operating profit 388,102,431 348,635,477 17,981,532 16,521,058 3,359,152 5,012,735 22,335,474 (4,950,387) - - 431,778,589 365,218,883
Non-operating income 1,420,585 3,503,559 14,983 - 220,565 - - - - - 1,656,133 3,503,559
Non-operating expenses 176,885 190,328 5,160 4,490 - - - - - - 182,045 194,818
Total profit 389,346,131 351,948,709 17,991,355 16,516,568 3,579,717 5,012,735 22,335,474 (4,950,387) - - 433,252,677 368,527,624
Income tax expenses 54,681,616 70,805,732 4,500,852 4,118,529 361,213 251,938 (5,364,544) (6,287,761) - - 54,179,137 68,888,438
Net profit 334,664,515 281,142,977 13,490,503 12,398,039 3,218,504 4,760,797 27,700,019 1,337,373 - - 379,073,540 299,639,186
- 91 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(X) SEGMENT REPORTING - continued
(1) Segment information - continued
Unit: RMB
load and unload services trailer and tugboat business Agency services Unappropriated items Inter-segment deduction Total
Jan.-
Jan.-Jun.2013 Jan.-Jun.2012 Jan.-Jun.2013 Jun.2012 Jan.-Jun.2013 Jan.-Jun.2012 Jan.-Jun.2013 Jan.-Jun.2012 Jan.-Jun.2013 Jan.-Jun.2012 Jan.-Jun.2013 Jan.-Jun.2012
Total segment assets 5,806,666,990 5,553,871,087 222,247,695 223,969,034 48,080,944 48,663,565 6,094,397,156 6,891,189,574 (4,760,728,111) (5,736,730,592) 6,980,962,668
Total assets in the financial
5,806,666,990 5,553,871,087 222,247,695 223,969,034 48,080,944 48,663,565 6,094,397,156 6,891,189,574 (4,760,728,111) (5,736,730,592) 6,980,962,668
statements
Total segment liabilities 2,125,043,073
Total liabilities in the
2,125,043,073
financial statements
Supplementary
information
Depreciation 78,470,999
Amortization 23,417,987
Interest income 196,545
Interest expense 5,893,725
Investment income from
long-term equity investment -
under equity method
Long-term equity
-
investment
Non-current assets other
than long-term equity 4,622,637,236 4,206,525,985 146,549,440 152,720,807 18,328,397 19,035,836 223,458,915 210,775,223 (157,909,568) (157,909,587) 4,853,064,420 4,431,148,264
investment
- 92 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(X) SEGMENT REPORTING - continued
(2) Segment revenue from external transactions by source and non-current assets by geographical
location
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Revenue from external transactions with local
862,019,169 850,895,987
customers
Revenue from external transactions with Hong Kong
3,216,623 3,208,203
customers
Sub-total 865,235,792 854,104,190
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Non-current assets located in local country 4,772,986,631 4,368,646,595
Non-current assets located in Hong Kong 50,691 39,361
Sub-total 4,773,037,322 4,368,685,956
(3) Degree of reliance on major customers
The revenue derived from the top two clients of the Group in load and unload services is
RMB449,643,263, occupying 51.97% of the Group's total revenue.
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT
The Group's major financial instruments include equity and debt investments, borrowings,
account receivables, account payables etc. Details of these financial instruments are disclosed in
Note (V). The risks associated with these financial instruments and the policies on how to
mitigate these risks are set out below. Management manages and monitors these exposures to
ensure the risks are monitored at a certain level.
1. Risk management objectives and policies
The Group's risk management objectives are to achieve proper balance between risks and yield,
minimize the adverse impacts of risks on the Group's operation performance, and maximize the
benefits of the shareholders and other equity investors. Based on these risk management
objectives, the Group's basic risk management strategy is to identify and analyze the industry's
exposure to various risks, establish appropriate bottom line for risk tolerance, implement risk
management, and monitors these exposures to ensure the risks are monitored at a certain level.
- 93 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT - continued
1.1 Market risk
1.1.1. Currency risk
Currency risk is the risk that losses will occur because of changes in foreign exchange rates. The
Group's exposure to the currency risk is primarily associated with USD and HKD. Several of the
Group's subsidiaries have purchases and sales denominated in HKD while the Group's other
principal activities are denominated and settled in RMB. As at 30 June 2013, the balance of the
Group's assets and liabilities are both denominated in RMB, except that balance of assets set out
below is in HKD and USD. Currency risk arising from the foreign currency balance of assets and
liabilities may have impact on the Group's performance.
Unit: RMB
Item Closing balance Opening balance
Cash and cash equivalents 55,803,195 130,367,072
Accounts receivable 71,680,682 37,259,520
Short-term borrowings 998,139,800 1,080,929,700
Accounts payable 6,613,002 2,230,235
The Group closely monitors the effects of changes in the foreign exchange rates on the Group's
currency risk exposures, to minimize the company's currency risk. According to the current risk
exposure and judgment of the exchange rate movements, management considers the probable loss
resulted from foreign exchange rate fluctuation to be fairly low.
1.1.2. Interest rate risk
The Group's interest rate risk arises from debt with interests, such as bank loan. The floating
interest rate of financial liability makes the Group confronted with interest rate risk of cash flows.
And the fixed interest rate of financial liability makes the Group confronted with interest rate risk
of fair value. The Group determines the relative proportion of fixed interest rate and floating
interest rate in accordance with the circumstances.
The financial department of the Group has been responsible for monitoring the interest rate. The
increase of interest rate could enhance the cost of new interest-bearing debts and that of
outstanding floating interest-bearing debts, which has material adverse effect on the financial
performance of the Group. The management would make prompt response towards latest market
condition, including obtain fixed rate loan or adjust financial leverage ratio, etc.
1.2. Credit risk
As at 30 June 2013, the Group's maximum exposure to credit risk which will cause a financial
loss to the Group due to failure to discharge an obligation by the counterparties and financial
guarantees issued by the Group is arising from the carrying amount of the respective recognized
financial assets as stated in the consolidated balance sheet. For financial instruments measured at
fair value, the carrying amount reflects the exposure to risks but not the maximum exposure to
risks; the maximum exposure to risks would vary according to the future changes in fair value.
- 94 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT - continued
1.2. Credit risk - continued
In order to minimize the credit risk, the Group has delegated a team responsible for determination
of credit limits, credit approvals and other monitoring procedures to ensure that follow-up action
is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each
individual trade debt at each balance sheet date to ensure that adequate impairment losses are
made for irrecoverable amounts. In this regard, the management of the Group considers that the
Group's credit risk is significantly reduced.
The credit risk on liquid funds is limited because the counterparties are banks with high credit
ratings.
The Company adopted necessary policies to make sure that all clients and customers are attributed
with merit credit records.
1.3. Liquidity risk
In the management of the liquidity risk, the Group monitors and maintains a level of cash and
cash equivalents deemed adequate by the management to finance the Group's operations and
mitigate the effects of fluctuations in cash flows. The management monitors the utilization of
bank borrowings and ensures compliance with loan covenants.
Most of the Group's bank borrowings are short-term borrowings. As at 30 JUNE 2013, the Group
has net current liabilities of RMB1,189,268,454 (2012: RMB918,431,184). The Group's
management is confident that short-term borrowings will be rolled over or replaced by a new
financing channel when due. In addition, the Group has available unutilized bank loan facilities of
approximately RMB5,299,956,700(2012: RMB3,999,925,800). Consequently, the management
believes that the Group is not exposed to significant liquidity risks". In addition, other factors that
have been taken into account in the disclosure of how to mitigate liquidity risk should also be
disclosed.
The following is the maturity analysis for financial assets and financial liabilities held by the
Group which is based on undiscounted remaining contractual obligations:
Unit: RMB
Item Book value Total amount Within one year 1-5 years More than 5 years
Cash at bank and on hand 623,420,560 623,420,560 623,420,560 - -
Notes receivable 10,150,000 10,150,000 10,150,000 - -
Accounts receivable 304,218,482 304,218,482 304,218,482 - -
Other receivable 16,891,958 16,891,958 16,891,958 - -
Short-term borrowings 998,139,800 1,007,665,731 1,007,665,731 - -
Accounts payable 98,042,018 98,042,018 98,042,018 - -
Interest payable 4,794,731 4,794,731 4,794,731 - -
Other payable 242,965,056 242,965,056 242,965,056 - -
Other current liabilities 500,000,000 522,169,444 522,169,444 - -
Bonds payable 496,940,274 586,223,876 26,238,446 559,985,430 -
- 95 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT - continued
2. Fair value
Fair values of the financial assets and financial liabilities are determined as follows:
The fair value of financial assets and financial liabilities with standard terms and conditions
and traded on active markets are determined with reference to quoted market bid prices and
ask prices respectively;
The fair value of other financial assets and financial liabilities (excluding derivative
instruments) are determined in accordance with generally accepted pricing models based on
discounted cash flow analysis or using prices from observable current market transactions;
The fair value of derivative instruments are determined with reference to quoted market
prices.
The management considers that the book value of financial assets and liabilities measured at
amortized cost is approximately equal to the fair value of financial assets and liabilities.
Fair value hierarchy
The following table provides an analysis of financial instruments that are measured subsequent to
initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair
value is observable.
Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2 - inputs other than quoted prices included within Level 1 that are observable for the asset
or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices);
Level 3 - inputs for the asset or liability that are not based on observable market data
(unobservable inputs).
Unit: RMB
Closing Balance
Item Level 1 Level 2 Level 3 Total
Held-for-trading financial assets:
- Derivative financial assets - - - -
Available-for-sale financial assets:
- Equity instruments 5,390,000 - - 5,390,000
Total 5,390,000 - - 5,390,000
Held-for-trading financial liabilities:
- Derivative financial liabilities - - - -
Total - - - -
- 96 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT - continued
2. Fair value - continued
Unit: RMB
Opening Balance
Item Level 1 Level 2 Level 3 Total
Held-for-trading financial assets:
－ Derivative financial assets - - - -
Available-for-sale financial assets:
－ Equity instruments 5,210,000 - - 5,210,000
Total 5,210,000 - - 5,210,000
Held-for-trading financial liabilities:
－ Derivative financial liabilities - - - -
Total - - - -
There are no transfers between Level 1 and Level 2 for the fair value measurements of the
Group's financial assets and financial liabilities in the current period and in the prior year.
3. Sensitivity analysis
The Group adopts sensitivity analysis techniques to analyze how the entity's profit and loss for the
period and shareholders 'equity would have been affected by changes in the relevant risk variables
that were reasonably possible. As it is unlikely that risk variables will change in an isolated
manner, and the interdependence between risk variables will have significant effect on the amount
ultimately influenced by the changes in a single risk variable, the following items are based on the
assumption that each risk variable has changes on a stand-alone basis.
3.1. Currency risk
3.1.1 The assumption for the sensitivity analysis on currency risk is that all the cash flow hedges
and hedges of a net investment in a foreign operation are highly effective.
3.1.2 On the basis of the above assumption, where all other variables are held constant, the
reasonably possible changes in the foreign exchange rate may have the following pre-tax effect on
the profit or loss for the period or equity:
Unit: RMB
Jan.-Jun.2013 Jan.-Jun.2012
Effect on Effect on
Changes in exchange shareholders' shareholders'
Item rate Effect on profits equity Effect on profits equity
All foreign 5% increase against
(43,863,446) (43,863,446) (47,813,945) (47,813,945)
currencies RMB
All foreign 5% decrease against
43,863,446 43,863,446 47,813,945 47,813,945
currencies RMB
- 97 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XI) FINANCIAL INSTRUMENTS AND RISK MANAGEMENT - continued
3. Sensitivity analysis - continued
3.2. Sensitivity analysis on interest rate risk:
3.2.1 The sensitivity analysis on interest rate risk is based on the following assumptions:
For fixed rate financial instruments measured at fair value, changes in the market interest rate
may influence the interest income or expense of the variable rate financial instruments;
For derivative financial instruments designated as hedging instruments, changes in the
market interest rate influence their fair values, and all the hedges of interest rate risk are
expected to be highly effective;
Changes in the fair value of derivative financial instruments and other financial assets and
liabilities are calculated at the market interest rate as at the balance sheet date, using the
method of discounted cash flow analysis.
3.2.2 On the basis of the above assumptions, where all other variables are held constant, the
reasonably possible changes in the interest rate may have the following pre-tax effect on the profit
or loss for the period or equity:
Unit: RMB
Jan.-Jun.2013 Jan.-Jun.2012
Effect on Effect on
Changes in interest Effect on shareholders' Effect on shareholders'
Item rate profits equity profits equity
Floating rate 1% increase against
(79,062) (79,062) (594,519) (594,519)
loan RMB
Floating rate 1% decrease against
79,062 79,062 594,519 594,519
loan RMB
(XII) NOTES TO THE FINANCIAL STATEMENTS
1. Accounts receivable
(1) Disclosure of accounts receivable by categories:
Unit: RMB
Closing balance Opening balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Proportion Proportion Proportion Proportion
Item Amount (%) Amount (%) Amount (%) Amount (%)
Accounts receivable that are
individually significant and for which
- - - - - - - -
bad debt provision has been assessed
individually(Note)
Accounts receivable for which bad debt provision has been assessed by portfolios
Portfolio 1 4,658,907 23.12 - - 75,000 0.42 - -
Portfolio 2 15,493,947 76.88 - - 17,679,009 99.58 - -
Subtotal of portfolios 20,152,854 100.00 - - 17,754,009 100.00 - -
Total 20,152,854 100.00 - - 17,754,009 100.00 - -
- 98 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
1. Accounts receivable - continued
(1) Disclosure of accounts receivable by categories - continued:
Note: Top five balances of accounts receivable are deemed as individually significant accounts
receivable by the Group.
Aging analysis of accounts receivable is as follows:
Unit: RMB
Closing balance Opening balance
Carrying Proportion Bad debt Carrying Proportion Bad debt
Aging amount (%) provision Book Value amount (%) provision Book Value
Within 1 year 19,216,862 95.36 - 19,216,862 17,754,009 100.00 - 17,754,009
1-2years 935,992 4.64 935,992
Total 20,152,854 100.00 20,152,854 17,754,009 100.00 17,754,009
Accounts receivable portfolios for which bad debt provision has been assessed using the aging
analysis approach:
Unit: RMB
Closing balance Opening balance
Carrying Proportion Bad debt Carrying Proportion Bad debt
Aging amount (%) provision Book Value amount (%) provision Book Value
Within 1 year 15,493,947 100.00 - 15,493,947 17,679,009 100.00 - 17,679,009
(2) Top five companies with the largest balances of accounts receivable:
Unit: RMB
Proportion of
the amount to
the total
Relationship with accounts
Name of entity the Company Amount Aging receivable (%)
Customer H Customer 4,472,131 Within 1 year 22.19
Customer I Customer 3,251,180 Within 1 year 16.13
Customer J Customer 2,941,928 Within 1 year 14.60
Customer K Customer 2,364,576 Within 1 year 11.73
Customer L Customer 2,046,424 Within 1 year 10.15
Total 15,076,239 74.80
(3) As at 30 June 2013, no balances included in above accounts receivable are due from the
shareholders of the Company who hold over 5% voting right. Please refer to Note (XII) 6(2) for
receivables due from related parties.
- 99 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
2. Other receivables
(1) Disclosure of other receivables by categories:
Unit: RMB
Closing balance Opening balance
Carrying amount Bad debt provision Carrying amount Bad debt provision
Proportion Proportion Proportion Proportion
Category Amount (%) Amount (%) Amount (%) Amount (%)
Other receivables that are individually
significant and for which bad debt provision - - - - - - - -
has been assessed individually
Other receivables for which bad debt provision has been assessed by portfolios
Portfolio 1
Portfolio 2
Subtotal of portfolios
Total
Note: Top five balances of other receivables are deemed as individually significant other
receivables by the Group.
Aging analysis of other receivables is as follows:
Unit: RMB
Closing balance Opening balance
Proportion Bad debt Proportion Bad debt
Aging Carrying amount (%) provision Book value Carrying amount (%) provision Book value
Within 1 year
More than 1 year
More than 2 years but not
exceeding 3 years
More than 3 years
Total
Other receivables portfolios for which bad debt provision has been assessed using the aging
analysis:
Unit: RMB
Closing balance Opening balance
Proportion Bad debt Proportion Bad debt
Aging Carrying amount (%) provision Book value Carrying amount (%) provision Book value
Within 1 year
More than 1 year
More than 2 years but not
exceeding 3 years
More than 3 years
Total
- 100 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
2. Other receivables - continued
(2) Top five companies with the largest balances of other receivables:
Unit: RMB
Proportion of the
amount to the
Relationship with the total accounts
Name of entity Company Amount Aging receivable (%)
Subsidiary of the Within one year 60.45
Dongguan Chiwan Wharf Co., Ltd
company 456,400,000
Dongguan Chiwan Terminal Subsidiary of the Within one year 36.90
Company Limitied. company 278,600,000
Shenzhen Chiwan Shipping and Subsidiary of the Within one year 1.59
Transportation Company Limited company 12,000,000
Subsidiary of More than 1 year not 0.21
Shenzhen Nanshan Real Estate
Shareholder of the exceeding 3 year
Development Co., Ltd.
Group 1,574,514
Enterprise income tax payable for Shareholder of the More than 2 year not 0.05
dividend of B share in 2008 Group 383,457 exceeding 3 year
Total 748,957,971 99.20
(3) As at 30 June 2013, no balances included in above other receivables are due from the
shareholders of the Company who hold over 5% voting right. Please refer to Note (XII) 6(2) for
receivables due from related parties.
3. Long-term equity investments
(1) Categories of Long-term equity investment
Unit: RMB
Increase in the Decreased in the
Item Opening Balance current period current period Closing Balance
Investment in subsidiaries 1,052,288,200 100,000,000 - 1,152,288,200
Investment in joint ventures 820,062,280 16,091,209 19,734,686 816,418,803
Investment in associates 245,260,182 1,644,684 - 246,904,866
Other long-term equity investment 17,037,500 - - 17,037,500
Subtotal 2,134,648,162 117,735,893 19,734,686 2,232,649,369
Less: Provision for impairment of
- - 3,128,300
long-term equity investments 3,128,300
Net amount 2,131,519,862 117,735,893 19,734,686 2,229,521,069
As at 30 June 2013, the long-term equity investments of the Company were not subject to
restriction on disposal or remittance of return on investments.
- 101 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
3. Long-term equity investments - continued
(2) Details of long-term equity investments are as follows:
Unit: RMB
Explanation of the
Proportion proportion of ownership
Proportion of of voting interests being not Provision for
ownership power in the consistent with the Provision for impairment
Changes interests in the investee proportion of voting impairment losses for the Cash dividends
Investee Accounting method Investment cost Opening balance (increase/decrease) Closing balance investee (%) (%) power losses period for the period
Shenzhen Chiwan Terminal Company - - -
Cost method 47,500,000 47,500,000 - 47,500,000 95 95 N/A
Limited
Shenzhen Chiwan International - - -
Cost method 5,500,000 5,500,000 - 5,500,000 100 100 N/A
Freight Agency Company Limited
Shenzhen Chiwan Harbor Container - - -
Cost method 250,920,000 250,920,000 - 250,920,000 84.98 84.98 N/A
Company Limited
Shenzhen Chiwan Transportation - - -
Cost method 7,000,000 7,000,000 - 7,000,000 75 75 N/A
Company Limited
Chiwan Wharf Holdings (H.K.) - - -
Cost method 1,070,000 1,070,000 - 1,070,000 100 100 N/A
Limited
Shenzhen Chiwan Shipping and - - -
Cost method 24,000,000 24,000,000 - 24,000,000 90 90 N/A
Transportation Company Limited
Shenzhen Chiwan Trains-Grains - - -
Cost method 33,750,000 33,750,000 - 33,750,000 75 75 N/A
Terminal Company Limited
Chiwan Container Terminal Company - - -
Cost method 421,023,200 421,023,200 - 421,023,200 51 51 N/A
Limited
Dongguan Chiwan Wharf Company - - -
Cost method 186,525,000 186,525,000 - 186,525,000 41.45 41.45 N/A
Limited
Dongguan Chiwan Terminal - - -
Cost method 75,000,000 75,000,000 100,000,000 175,000,000 43.75 43.75 N/A
Company Limited
China Ocean Shipping Agency - - -
Cost method 13,510,000 13,510,000 - 13,510,000 15 15 N/A
(Shenzhen) Company Limited
Shenzhen Petro-chemical Industry - -
Cost method 3,500,000 3,500,000 - 3,500,000 0.26 0.26 N/A 3,117,800
(Group) Company Limited.
Guangdong Guang Jian Group - -
Cost method 27,500 27,500 - 27,500 0.02 0.02 N/A 10,500
Company Limited
China Merchants Holdings - - -
(international) information technology Equity method 1,875,000 13,682,516 238,671 13,921,187 23.16 23.16 N/A
company Ltd
CMBL Equity method 140,000,000 131,577,666 1,406,013 132,983,679 20 20 N/A - - -
China Development Finance Co., Ltd. Equity method 100,000,000 100,000,000 - 100,000,000 20 20 N/A - - -
China Overseas Harbor Affairs - -
Equity method 749,655,300 820,062,280 (3,643,477) 816,418,803 40 40 N/A
(Laizhou) Co., Ltd. 19,734,686
Total 2,134,648,162 98,001,207 2,232,649,369 3,128,300 - 19,734,686
- 102 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
3. Long-term equity investments - continued
(3) Investments in joint ventures and associates
Unit: RMB
Proportion of Proportion of
ownership voting power in Investee's total Investee's total Total net assets at Total operating
interests in the the investee assets at the end of liabilities at the end the end of the income for the Net profit for the
Investee investee (%) (%) the period of the period period period period
I. Joint ventures
China Overseas Harbor
40 40 2,120,206,901 259,038,755 1,861,168,146 157,277,899 39,995,506
Affairs (Laizhou) Co., Ltd.
II. Associates
China Merchants Holdings
(international) information 23.16 23.16 92,267,990 29,533,112 62,734,878 24,456,252 1,030,532
technology company Ltd
CMBL 20 20 1,631,694,620 965,722,747 665,971,874 92,002,103 7,030,068
China Development Finance
20 20 N/A N/A N/A N/A N/A
Co., Ltd.
(4)Provision of long-term equity investment
Unit: RMB
Opening Increase in the Decrease in the Closing
Investee balance current period current period balance
Shenzhen Petro-chemical Industry (Group) 3,117,800
3,117,800
Company Limited - -
Guangdong Guang Jian Group Company 10,500
10,500
Limited - -
Total 3,128,300 - - 3,128,300
4. Operating income and operating costs
(1) Operating income and operating costs
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Principal operating income 49,987,231 95,125,034
Other operating income 7,086,752 13,097,460
Total 57,073,983 108,222,494
Principal operating cost 59,994,160 68,047,814
Other operating cost 697,578 962,072
Total 60,691,738 69,009,886
(2) Principal operating activities (classified by business)
Unit: RMB
Jan.-Jun.2013 Jan.-Jun.2012
Item Operating income Operating cost Operating income Operating cost
Load and unload services 49,987,231 59,994,160 95,125,034 68,047,815
- 103 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
4. Operating income and operating costs - continued
(3) Other activities
Unit: RMB
Jan.-Jun.2013 Jan.-Jun.2012
Other operating Other operating Other operating Other operating
Item income cost income cost
Port ancillary services 3,640,520 - 5,159,679 -
Lease 3,045,432 697,578 7,529,205 962,072
Documentation fee 220,724 - 334,960 -
Sales of material 159,631 - 35,983 -
Security fee 20,445 - 37,633 -
Total 7,086,752 697,578 13,097,460 962,072
(4) Operating income from the Company's top five customers
Unit: RMB
Proportion to total
operating income of
Name of customer Operating income the Company (%)
Customer M 12,244,500 21.45
Customer N 7,781,500 13.63
Customer H 5,060,600 8.87
Customer O 3,487,900 6.11
Customer P 3,199,400 5.61
Total 31,773,900 55.67
5. Investment income
(1) Details of investment income
Unit: RMB
Item Jan.-Jun.2013 Jan.-Jun.2012
Income of long-term equity investments under cost method - -
Income of long-term equity investments under equity method 17,735,893 14,578,171
Income from disposal of long-term equity investment - -
Investment income on available-for-sale financial assets, etc. - -
Total 17,735,893 14,578,171
- 104 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
5. Investment income - continued
(2) Income of long-term equity investments under equity method
Unit: RMB
Reasons for increases or
decreases in the current compared
Investee Jan.-Jun.2013 Jan.-Jun.2012 to the prior period
China Overseas Harbour Affairs (Laizhou) Co., Ltd 16,091,209 12,807,510 Net income of investee fluctuates.
CMBL 1,406,013 1,094,158 Net income of investee fluctuates.
China Merchants Holdings (international)
238,671 676,503 Net income of investee fluctuates.
information technology company Ltd
Total 17,735,893 14,578,171
6. Related party transactions
(1) Guarantee with related parties
Unit: RMB
Inception date of Expiration date of Whether guarantee
The guarantor The principal Guaranteed amount
guarantee guarantee has been fulfilled
Shenzhen Chiwan Harbor
The Company
Container Company Limited (Note) 31,864,000 2013.06.18 2014.06.17 No
Total 31,864,000
- 105 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
6. Related party transactions – continued
(1) Guarantee with related parties - continued
Note 1: Please see Note (V) 18.
(2) Amounts due to/due from related parties
Unit: RMB
Item Related parties Closing balance Opening balance
Interests receivable Shenzhen Chiwan International Freight Agency Company Limited 218,084 218,084
Accounts receivable Shekou Container Terminals Limited 226,200 75,000
Other receivables Dongguan Chiwan Terminal Company Limited 278,600,000 186,200,000
Dongguan Chiwan Wharf Company Limited 456,400,000 145,400,000
Shenzhen Chiwan Shipping and Transportation Company Limited 12,000,000 22,000,000
Chiwan Wharf Holdings (H.K.) Limited 2,640,058 2,640,283
Shenzhen Nanshan Real Estate Development Co., Ltd. 1,574,514 -
CPSB 135,622 135,622
Hinwin Development Company Limited 15,907 15,907
Shenzhen Chiwan International Freight Agency Company Limited - -
Total 751,366,101 356,391,812
Long-term
Chiwan Wharf Holdings (H.K.) Limited 11,004,285 11,004,285
receivables
Advances Xuqin 93,006 93,006
Accounts payable Xuqin 42,752 772,544
Nanshan Group 661,898 628,077
Shenzhen Chiwan Transportation Company Limited 733,780 381,119
Shekou Container Terminals Limited 60,000 60,000
Total 1,498,430 1,841,740
Other payables Chiwan Container Terminal Company Limited 292,053,218 159,102,834
Shenzhen Chiwan Trains-Grains Terminal Company Limited 84,288,807 71,634,252
Shenzhen Chiwan Transportation Company Limited 45,532,215 48,126,286
Shenzhen Chiwan Harbor Container Company Limited 165,290,704 37,322,399
Shenzhen Chiwan Terminal Company Limited 54,403,881 30,344,683
Dongguan Chiwan Wharf Company Limited 5,658,430 10,579,342
Shenzhen Chiwan International Freight Agency Company Limited 4,170,387 2,564,560
Shenzhen Chiwan Shipping and Transportation Company Limited 5,105,681 1,527,693
Dongguan Chiwan Terminal Company Limited 143,065 600,130
Chiwan Wharf Holdings (H.K.) Limited 766,195 470,423
Total 657,412,583 362,272,602
Interests payable Shenzhen Chiwan Trains-Grains Terminal Company Limited 698,750 1,425,625
Shenzhen Chiwan Transportation Company Limited 1,227,708 1,247,375
Shenzhen Chiwan Terminal Company Limited 460,383 307,917
Chiwan Container Terminal Company Limited 47,500 213,750
Total 2,434,341 3,194,667
Note: The Company collectively manages and coordinates the use of the capital within the Group.
Various subsidiaries save their money with the Company, or apply for fund when needed.
The Company collects fund usage expenses based on the actual financing costs incurred.
- 106 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2013
(XII) NOTES TO THE FINANCIAL STATEMENTS - continued
7. Supplementary information to the cash flow statement
Unit: RMB
Supplementary information Jan.-Jun.2013 Jan.-Jun.2012
1. Reconciliation of net profit to cash flow from operating activities:
Net profit (11,712,031) (3,011,061)
Add: Provision for impairment losses of assets 161,951 -
Depreciation of fixed assets 6,503,093 6,807,460
Depreciation and Amortization of investment property 479,703 294,465
Amortization of intangible assets 1,589,687 1,864,781
Amortization of long-term prepaid expenses 393,389 89,810
Losses on disposal of fixed assets, intangible assets and
other long-term assets - (206,060)
Financial expenses 29,515,822 28,020,064
Loss(Gains) arising from investments (17,735,893) (14,578,171)
Decrease (Increase) in deferred tax assets (9,789,308) (568,226)
Decrease in inventories 285,248 (215,126)
Decrease (Increase) in operating receivables 398,827,647 (12,175,148)
Increase (Decrease) in operating payables (528,801,620) 68,873,238
Net cash flow from operating activities (130,282,312) 75,196,026
2. Net changes in cash and cash equivalents:
Closing balance of cash 400,200,343 524,294,556
Less: Opening balance of cash 149,792,425 187,090,694
Net increase in cash and cash equivalents 250,407,918 337,203,862
- 107 -
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
SUPPLEMENTARY INFORMATION
FOR THE SIX MONTHS ENDED 30 JUNE 2013
1. BREAKDOWN OF NON-RECURRING PROFIT OR LOSS
Unit: RMB
Item Amounts Description
Profit or loss on disposal of non-current assets (21,401)
Tax refunds or reductions with ultra vires approval or without official approval
-
documents
Government grants recognized in profit or loss (except for grants which have closely
related to the Company's business and are in amount and quantities fixed in 83,478
accordance with the national standard)
Money lending income earned from non-financial institutions in profit or loss -
The excess of attributable fair value of identifiable net assets over the consideration
-
paid for subsidiaries, associates and joint ventures
Profit or loss on exchange of non-monetary assets -
Profit or loss on entrusted investments or assets management -
Impairment losses provided for each asset due to force majeure, e.g. acts of God -
Profit or loss on debt restructuring -
Business restructuring expenses, e.g., expenditure for layoff of employees, integration
-
expenses, etc.
Profit or loss relating to the unfair portion in transactions with unfair transaction price -
Net profit or loss of subsidiaries recognized as a result of business combination of
enterprises under common control from the beginning of the period up to the business -
combination date
Profit or loss arising from contingencies other than those related to normal operating
-
business
Profit or loss on changes in the fair value of financial assets and financial liabilities
held for trading and investment income on disposal of held-for-trading financial
-
assets, held-for-trading financial liabilities and available-for-sale financial assets,
other than the effective hedging activities relating to normal operating business
Reversal of provision for accounts receivable that are tested for impairment losses
-
individually
Profit or loss on entrusted loans -
Profit or loss on changes in the fair value of investment properties that are
-
subsequently measured using the fair value model
Effects on profit or loss of one-off adjustment to profit or loss for the period according
-
to the requirements by tax laws and accounting laws and regulations
Custodian fees earned from entrusted operation -
Other non-operating income or expenses other than above 1,412,011
Other profit or loss that meets the definition of non-recurring profit or loss -
Tax effects (269,328)
Effects of minority interest (after tax) (426,887)
Total 777,873
2. RETURN ON NET ASSETS AND EARNINGS PER SHARE ("EPS")
The return on net assets and EPS has been prepared by Shenzhen Chiwan Wharf Co.,Ltd ( hereinafter
"the Company") in accordance with Information Disclosure and Presentation Rules for Companies
Making Public Offering No. 9 - Calculation and Disclosure of Return on Net Assets and Earnings per
Share (Revised 2010) issued by China Securities Regulatory Commission.
Unit: RMB
EPS
Weighted average return on net
Profits incurred in the current period assets (%) Basic EPS Diluted EPS
Net profit for the current period attributable to
ordinary shareholders 7.80 0.458 0.458
Net profit attributable to ordinary shareholders
after extraordinary gains and losses 7.78 0.457 0.457
SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
SUPPLEMENTARY INFORMATION
FOR THE SIX MONTHS ENDED 30 JUNE 2013
3. ABNORMAL FINANCIAL STATEMENTS ITEMS ("F/S ITEMS") AND EXPLANATION OF
REASONS
Unit: RMB
F/S items Closing balance Opening balance Change by Cause for the changes
Due to issuance of short-term financing bonds of RMB
1 Currency funds 623,420,560 314,855,568 98%
500 million.
Credit extended and the turnover rate of accounts
2 Accounts receivables 304,218,482 251,420,961 21%
receivable decreased.
Due to the increasing payments related to construction in
3 Construction in progress 705,054,464 609,932,609 16%
progress.
The newly-added amortization of the land fare of Berth
4 Long-term prepaid expenses 265,675,708 60,962,668 336%
13A
Adjustments made to the structure of loans according to
5 Short-term borrowings 998,139,800 1,180,929,700 (15%)
the changes in financial market.
6 Notes payable - 826,000 (100%) Due to acceptance of bills expiring in the period.
7 Accounts payable 98,042,018 145,987,941 (33%) Due to project payments in the period.
The business volume increased and advances from some
8 Advances 1,107,124 299,453 270%
small clients for the handling service increased.
Annual bonuses and the management’s performance
9 Employee benefits payable 41,929,261 65,535,790 (36%)
bonuses were paid.
10 Interest payable 4,794,731 18,541,173 (74%) Interest on the corporate bonds was paid on a year basis.
11 Dividends payable 234,049,234 - 100% Provision of the dividends
12 Other receivables 242,965,056 41,574,838 484% The newly-added payable for the land of Berth 13A
Resulted from decreased amounts of borrowings due
13 Other non-current liabilities 4,727,207 39,727,207 (88%)
within one year.
Due to issuance of short-term financing bonds of RMB
14 Other current liabilities 500,000,000 - 100%
500 million.
15 Long-term borrowings - 150,000,000 (100%) All long-term borrowings were repaid.
F/S items Jan.-Jun.2013 Jan.-Jun.2012 Change by Cause for the changes
The container handling business and the bulk cargo
1 Total operating income 865,235,792 854,104,190 1%
handling business improved.
Newly-added asset depreciation and amortization
2 Operating costs 390,222,277 384,494,159 1%
increased.
3 Business taxes and levies 2,702,574 34,220,412 (92%) Due to issuance of “business-tax-to-value-added-tax”
The interest expenses decreased and the exchange gain
4 Financial expenses 12,749,188 35,678,026 (64%)
increased.
5 Income tax expenses 54,179,137 68,888,438 (21%) Due to issuance of the tax exemption of Berth 13A
Some bad-debt provisions for accounts receivable were
6 Impairment losses of assets (50,374) - 100%
reversed.
7 Non-operating income 1,656,133 3,503,559 (53%) Gain on disposal of fixed assets decreased.
