招商局地产控股股份有限公司 2013 半年度报告摘要 Security Code: 000024、200024 Stock ID: China Merchants, China Merchants B Announcement No.:【CMPD】2013-041 Summary of Semi-Annual Report 2013 of China Merchants Property Development Co., Ltd. §1 Important Notice 1.1 Board of Directors, Supervisory Committee of China Merchants Property Development Co., Ltd. (hereinafter referred to as the Company) and its directors, supervisors and senior executives hereby gurantee the authenticity, accuracy and integrality of the content of this report, confirm that there are no any important omissions, fictitious statements or serious misleading information carried in this report, and shall take all responsibilities, individual and/ or joint. 1.2 All directors in the Company attend the board meeting for reviewing this report. 1.3 The Semi-annual Financial Report of the Company is not audited. 1.4 Lin Shaobin-Legal Representative, Wu Zhenqin-Chief Financial Officer, and Xu Yixia-Manager of Accounting Department hereby confirm that the Financial Report enclosed in the Semi-annual Report is true and complete. 1.5 The company plans not to distribute cash bonus, not send bonus shares and not turn accumulation fund to increase subscribed. 1.6 This report has been prepared in Chinese and English version respectively. In the occurance of differences due to interpretations of both versions, the Chinese report shall prevail. 1.7The Summary of Semi-Annual Report 2013 is originated from the full Semi-Annual Report 2013, and the full text of Semi-Annual Report 2013 is simultaneously published in www.cninfo.com.cn, so that investors who w ant to know the details should carefully read the full Semi-Annual Report 2013. §2 Listed Company Profile 2.1 Profile Stock Short Name China Merchants Property Development Co., Ltd, China Merchants Group B Stock Code 000024、200024 Listed Stock Exchange Shenzhen Stock Exchange Secretary of the Board Securities Affair Representative Name Liu Ning Zeng Fanyue No.3 Building, Nanhai E Cool Park, No.6 No.3 Building, Nanhai E Cool Park, No.6 Address Xinghua Road, Shekou Industrial Zone, Xinghua Road, Shekou Industrial Zone, Nanshan District, Shenzhen Nanshan District, Shenzhen Tel (0755)26819600 (0755)26819600 Fax (0755)26818666 26819680 (0755)26818666 26819680 Email cmpdir@cmhk.com cmpdir@cmhk.com 1 招商局地产控股股份有限公司 2013 半年度报告摘要 2.2、Main financial data and shareholder change (1)Main financial data The Company does not make retroactive adjustment or restatement for the previous year accounting data due to accounting policy alternative, correction of accounting error, etc. (Unit: RMB) The same period of Main accounting data This report period Increase/decrease last year Operating income 16,133,568,321.26 10,080,507,691.00 60.05% Net profit attributable to shareholders of the listed 2,550,631,034.51 1,220,525,897.00 108.98% company Net profit attributable to shareholders of the listed 2,217,672,984.41 1,222,467,475.00 81.41% company after deducting non-recurring Net cash flow from operating activities -1,275,505,230.57 2,420,308,063.00 -152.70% Basic earnings per share (RMB/share) 1.49 0.71 109.86% Diluted earnings per share (RMB/share) 1.49 0.71 109.86% Weighted return on equity (%) 10.38% 5.82% UP by 4.56 percentage points End of the report End of last year Increase/decrease period Total assets 117,515,799,451.92 109,197,242,683.06 7.62% Net asset value attributable to shareholders of the listed 25,664,393,512.84 23,393,515,534.13 9.71% company Non-recurring gain and loss items and amount (Unit: RMB) Non-recurring gain and loss items Amount Gains/losses from the disposal of non-current assets -440,707.52 Government subsidies 2,198,400.00 Other non-operating income/expenditure net amount -5,370,543.81 Influences on minority shareholders’ gains/losses -2,336,444.77 Impact on income tax -971,153.80 Disposal of subsidiary investment returns 339,878,500.00 Total 332,958,050.10 (2)Shareholding of top 10 shareholders Total number of shareholders at the 49,147 (including 40,873 A-share holders and 8,274 B-share holders) end of the report period Shareholding of top 10 shareholders Amount of Pledged or luck-up Share holding shares Year-on-yea shares Class of Restricted Unrestricted Name of shareholder proporti at the end of r shareholder shares shares Amou on (%) the report Change Share state period nt China Merchants Shekou State-owned legal 40.38 693,419,317 No 693,419,317 No No No Industrial Zone Co., Ltd. person Full Space Investment Overseas legal 5.48 94,144,050 No 94,144,050 No No No Limited person 2 招商局地产控股股份有限公司 2013 半年度报告摘要 China Merchants Overseas legal 2.91 49,948,012 213,106 49,242,245 705,767 No No Securities Hong Kong Ltd. person FOXTROT Overseas legal INTERNATIONAL person 1.61 27,720,000 No 27,720,000 No No No LIMITED ORIENTURE Overseas legal 1.55 26,603,145 No 26,603,145 No No No INVESTMENT LTD person Communications Bank Domestic none Schroder Growth Stock state-owned legal 0.82 unknown unkno Securities Investment 14,099,837 -2,800,163 14,099,837 wn Fund person New China life insurance Domestic none co., Ltd - Dividends - state-owned legal 0.80 unknown unkno Personal Dividends - 018 l 13,779,599 13,779,599 13,779,599 wn - FH002 Shen person GF Gathered Rich Open Domestic none Securities Investment state-owned legal 0.73 12,599,984 12,599,984 12,599,984 unknown unkno wn Fund person GOLDEN CHINA Overseas legal 0.73 12,458,713 -28,047 12,458,713 unknown unkno MASTER FUND person wn GF Small-capitalization Domestic none Growth Equity Securities state-owned legal 0.61 10,436,450 -563,550 10,436,450 unknown unkno wn Investment Fund person Top 10 holders of unrestricted shares Name of shareholder Unrestricted shares Class of Shares Communications Bank Schroder Growth Stock Securities Investment 14,099,837 Fund A-shares New China life insurance co., Ltd - Dividends - Personal Dividends - 13,779,599 018 l - FH002 Shen A-shares GF Gathered Rich Open Securities Investment Fund 12,599,984 A-shares GOLDEN CHINA MASTER FUND 12,458,713 B-shares GF Small-capitalization Growth Equity Securities Investment Fund 10,436,450 A-shares China Life Insurance Co. , Ltd. - Dividends - Personal Dividends 10,309,584 -005L-FH002 Shen A-shares Full Goal Tianfu Innovative Theme Equity Securities Investment 10,011,118 Fund A-shares Yin Hua SZSE 100 Index Classification Securities Investment Fund 9,798,419 A-shares BOCI SECURITIES LIMITED 9,737,700 B-shares Communications Bank Schroder Blue-chip Stock Securities Investment Fund 9,356,000 A-shares 1. Among the shares held by China Merchants Securities Hong Kong Ltd., 49,242,245 shares were purchased-in entrusted by Top Chief Co., Ltd. 2. Shekou Industrial Zone and its subsidiary companies including Top Chief Co., Ltd., Full Space Investment Ltd., FOXTROT INTERNATIONAL LIMITED and ORIENTURE INVESTMENT LTD are persons acting in concert. 3. GF Gathered Rich Open Securities Investment Fund and GF Small-capitalization Growth Equity Securities Investment Fund belong to the same fund management company. 4. Communications Bank Schroder Growth Stock Securities Investment Fund and Communications Bank Schroder Blue-chip Stock Securities Investment Fund belong to the same fund management company. (3)Introduction to the Controlling Shareholder and Changes of Substantial Controller During the report period, the controlling shareholder and the substantial controller had no change. 3 招商局地产控股股份有限公司 2013 半年度报告摘要 §3、Discussion and analysis of the management 3.1、 Analysis on the market situation In the first half of the year, even under of the slowdown of the economic growth and sluggish industry, the property industry still welcomed the warm spring. Because of loosen of real estate policies, sales price of real estate increase dramatically which allows compressed demand to be released. Under these circumstances, the national sales area and sales volume both increased. The market continued to warm up, and compared to the same period of the previous year, the sales t of property enterprises in the first half-year rose greatly. Benefited from the acceleration of sales, the capital reserves of the property enterprises turned good. Most of them had an optimistic attitude towards the trend of the market, and thus start more intensified investment respectively. From January to June, the property development investment in China was RMB 3680 billion, increasing 20.3% compared to the same period of the previous year. The new construction area was 0.959 billion square meters, increasing 3.8% over the same period of the previous year, maintaining the trend of small positive increase. Transactions in the land market were active, the average price increased 20% over the same period of the previous year, and competition of the high-quality land of first-line and second-line cities was fierce. At the same time, the determination of the government on property regulation and control was never changed. The releasing of the “national five articles” reemphasized that restraining the investment speculative demand is a long-term policy. The policy of “purchase limit”, “loan limit” and “price limit” was still strict. However, the focus of regulation of the central government has already changed silently. Regulation and control of the real estate market showed de-administration sign. It is changed to control the pricing through perfecting the long-term mechanism of regulation and control; promoting guarantee housing policy and enlargement of the trial scope of property tax etc.. It is promoting the long-term healthy development of the property market. 3.2、Operation and management condition of the Company In 2013, based on the new starting point, the Company repositioned its own strategic positioning and operation system., Created a plan and realize the plan of overall working tasks from the objective and dialectic angle. Carefully studied the marco-environment. Emphasized on “wolf’s nature” as company culture. The operation and management mode was increasingly mature. In the recent years, the Company vigorously developed organization structure enhancement and process reconstruction, and made phase achievement. In the first half-year, the headquarter comprehensively strengthened project management, monitoring and supervision; promoted management standardization and ERP standard application. These summed up a series of internal management system templates, and assisted the city companies to establish and optimize the internal management platform. The headquarter also advocated supporting well the first line and servicing well the first line practically, bindingpart of the annual assessment indexes with the related functional departments, and enhancing the team efficiency. At the same time, it developed nationwide preaching of company culture and strategy breakdown, and strengthened communication and coordination between the functional departments and the city companies. In order to match with the scale development of the Company, the application and promotion of product standardization was developed in an accelerated way. During the report period, the product management center continued to deepen the research and development of all kinds of standardization product lines, and added new technologies and contents on the established achievement frame. On the other hand, the research and development of standardization center was landed, and the construction of specific projects of individual cities took the lead to start. Broad application of product standardization will help shortening the project overall development period, lowering the cost and further enhancing the turnover rate. During the report period, the Company fully utilized the window period of abundant market capital, and made the prospective financing arrangement in advance. It insisted on simultaneous promotion of capital operation and capital accumulation, strengthened cooperation between the banks and the company, enhanced the 4 招商局地产控股股份有限公司 2013 半年度报告摘要 bank line of credit, strictly controlled the comprehensive cost of liabilities, well realized the capital dynamic management and optimization of liability structure, and provided solid capital guarantee for the operation and development of the Company. Continuing with the active and progressive development strategy of the previous year, at the beginning of the period, the Company adopted the guideline of “three fast”—”fast construction, fast sales and fast market entry”, firmly grasped the market warming up period, and flexibly adjusted the sales promotion rhythm. During the report period, the Company had 71 buildings in 19 cities in China on sale, realizing sales area of 1.3605 million square meters, and the contract-signed sales amount was RMB 19.966 billion. Looking in the whole, the achievement was great in terms of inventories sales, and the sales also kept stable increase. Because the proportion of high and medium-end projects was big, the unit price of sales increased slightly compared to the same period of the previous year. Facing the current situation of continuous temperature rise of the land market, the expansion steps of the Company were comparatively stable and careful. In the first half-year, the Company got six projects at reasonable process, the newly added land was 1.3324 million square meters, and equity area was 1.0859 million square meters. Besides continuing to deep plough the core cities, the Company accelerated regional expansion, purchased land in Kunming, Dalian and Ningbo in the year, and layout nationwide was further rationalized. During the report period, the Company started 26 projects, the new construction area was 2.32 million square meters, projects under construction at the end of the report period were 76, and area under construction was 6.25 million square meters. 3.3、Forecast of the Company on the operation environment in the second half-year and operation thinking of the Company Under the comprehensive impact of the economic big situation and release of demand in advance, it is estimated that the temperature of the property market in the second half-year will be adjusted back. Because the recent land prices hit new high records frequently, the tight fluidity is expected to rise, and the uncertainty and risks of the industry will increase along with it. In the second half-year, the Company will closely pay attention to the trend of the industry, respond to the policy, adapt to the market, grasp the external advantageous factors, bring its own competition advantages into play, and stand out in the times of the warlords fighting for the throne. Grasping marketing will be the priority among priorities in the second half-year. The city companies will keep high marketing rhythm, continue to strengthen client excavation, channel input and sales motivation, and accurately grasp the sales window so as to ensure the effective sales of inventories. To save strength for sustainable development, the Company will intensify land investment, enrich the land getting mode, depend on the Group resources, actively seek the opportunities of merger and acquisition or strategic cooperation, insist in not taking the “land king”, and strive to select the projects with outstanding values at reasonable prices. In the short period, the rigid demand is still the main lead, and it is supported by the policy. The Company will further optimize product structure, increase rigid demand project reserves, accelerate new building market entry of rigid demands, work hard to grasp the opportunities brought by the construction of guarantee housing and reconstruction of shanty town. In the second half year, the bank loan input will be more and more careful, and the capital risks will rise somewhat. The Company will continue to keep good capital controlling ability and internal management and control system, ensure financial safety and operate stably. §4、Related issues of Financial Report 4.1 Explanation of changes in accounting policies, accounting estimate change and accounting methods compared with last year's Financial Report At the end of this report period, the company has carried out the change of accounting estimate, and the causes and effects are as follows: 5 招商局地产控股股份有限公司 2013 半年度报告摘要 In the execution of accounting estimate of the provision for bad debt of the original accounts receivables, the Company has the problems of overhigh major single amount confirmation standard, slightly complicated account-age division, etc. In order to enable the provision for bad debt of the accounts receivables to be more reasonable and standard, the 3th Temporary Meeting in 2013 of the 7th Board of Directors of the Company approved the change of the accounting estimate of the provision for bad debt of the accounts receivables, and the decision is confirmed by the resolutions of the 8th Meeting of the 7th Board of Supervisors of the Company. Due to the change of the accounting estimate of the provision for bad debt of the accounts receivables, the provision for bad debt which is counted and drawn in this report period is RMB 2.41million more than that before the change. The Board of Directors of the Company thinks that the change of the accounting estimate is more in accordance with the provision of related laws and regulations and the actual situation need of the Company; and the change of the accounting estimate makes the method of provision for bad debt of the accounts receivables to be more reasonable, and reflects the conservatism principle, so that the actual situation of the accounts receivables of the Company can be more objectively reflected. 4.2 Explanation of retroactive adjustment or restatement in this report period due to correction of major accounting errors Not Applicable. 4.3 Explanation of consolidated statement scope change compared with last year's Financial Report (1)Condition of the companies brought into the scope of consolidation in the year Shareholdi Reason for bringing ng Net profit of into the scope of Net assets at the Name of the company proportion January-June in consolidation end of the term (%) 2013 New shareholding Dalian Zhaoyu Property Co., Ltd. 51.00 29,124,212.52 -875,787.48 subsidiary Shenzhen CM Shekou Construction New shareholding 51.00 10,014,556.31 14,556.31 Co., Ltd. subsidiary Foshan Shunde Evian Desheng New shareholding 100.00 9,998,842.10 -1,157.90 Property Co., Ltd. subsidiary Suzhou CM YIshanjun Property Co., New shareholding 100.00 29,661,480.14 -338,519.86 Ltd. subsidiary Zhenjiang nanshan creative industrial New shareholding 60.00 49,740,027.36 -259,972.64 park development co., Ltd subsidiary Shenzhen CM Pingshan Property Co., New shareholding 100.00 13,926,868.50 -73,131.50 Ltd. subsidiary (2)Condition of the companies not brought into the scope of consolidation in the year 6 招商局地产控股股份有限公司 2013 半年度报告摘要 Net profit Reason for not from the Sharehold Net assets bringing into the beginning of ing on the Name of the company scope of the period to proportio disposal day consolidation the disposal n (%) day Shenzhen CM Overseas Chinese City The control right has 50.00 895,760,354.68 124,516,417.07 Investment Co., Ltd. (Note) changes Note: The Sunrise City project invested by Shenzhen CM Overseas Chinese City Investment Co., Ltd. is close to the final period of development, the center of gravity of the work has been transferred to the operation and management of the project, and in consideration of the success experiences of the other shareholder of Shenzhen CM Overseas Chinese City Investment Co., Ltd., Overseas Chinese City Property in terms of operation and management of large comprehensive community, after discussion of the shareholders, Overseas Chinese City Property is responsible for the operation, management and control of the project after the property holding day. Because the control right has change, since April 1, 2013, the company is not brought into the scope of consolidation of the consolidated financial statements, and the company becomes an associated company of the Company. 4.4 Explanation of the Board of Directors and Board of Supervisors on the ‘Non-standard Audit Report’ of this report period of the accounting firm Not applicable. 7