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招商局B:2014年第一季度报告正文(英文版)2014-04-18  

						                                                                                  CMPD the 1st Quarterly Report 2014 (Main Text t)




Stock Code: 000024, 200024                                                             Stock ID: CMPD, CMPD B
Announcement No.: 【CMPD】2014-027



                    China Merchants Property Development Co., Ltd.


                           The 1st Quarterly Report 2014 (Main Text)

§1 Important Declaration

1.1 The Board of Directors, the Supervisory Committee, the directors, supervisors and executives of the Company
guarantee that there are no significant omissions, fictitious or misleading statements carried in the Report and we
will accept individual and joint responsibilities for the truthfulness, accuracy and completeness of the Report.
1.2 All of the directors presented the board meeting at which this Quarterly Report was examined.
1.3 The 1st Quarterly Financial Statements 2014 were not audited by a CPA.
1.4 Mr. Sun Chengming - the legal representative, Ms. Wu Zhenqin – the chief financial officer, and Ms. Li
Shifang – the manager of accounting department declare: the financial reports carried in this report are secured
for its truthfulness and completeness.
1.5 This report is prepared both in English and Chinese. When there is any conflict in understanding, the Chinese
version shall prevail.

§2 Financial Highlights and Change of Shareholders

2.1 Main accounting data and financial index

Was there any retrospective adjustment or restatement for the previous year accounting data?
□ Yes √ No

                                                         This report period      The same period of last year Increase/decrease (%)

Operating income (RMB)                                     7,250,648,108.95              6,144,504,542.89                  18.00%

Net profit attributable to shareholders of the listed
                                                             755,433,248.27                810,701,084.56                  -6.82%
company (RMB)

Net profit attributable to shareholders of the listed
company after deducting non-recurring gains and              794,757,195.17                801,556,684.90                  -0.85%
losses (RMB)

Net cash flow from operating activities
                                                           -4,330,633,173.95               790,021,934.12                -648.17%
(RMB)

Basic earnings per share (RMB/share)                                      0.44                         0.47                -6.38%

Diluted earnings per share (RMB/share)                                    0.44                         0.47                -6.38%

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                                                                                      CMPD the 1st Quarterly Report 2014 (Main Text t)




Weighted average net income/asset ratio (%)                                  2.79%                         3.41%             Down by 0.62%

                                                         End of this report period          End of last year             Increase/decrease (%)

Total asset (RMB)                                           134,967,470,187.77              134,040,446,989.65                          0.69%

Net asset value attributable to shareholders of the
                                                              27,480,935,215.51              26,725,501,967.24                          2.83%
listed company (RMB)

As of the trading day before disclosure, the total share capital of the company is 1,717,300,503 shares. From the period-end to the
disclosure day of the quarterly report, the company did not change or influence the amount of owner's equity through issue of new
shares, issue of additional stock, allotment of shares, equity-based incentive and buyback.


Non-recurring gain/ loss items and amounts
√ Applicable □ Not Applicable                                                                                         Unit: RMB

                                                                                     Amount from beginning of year to the end of report
                     Non-recurring gain and loss items
                                                                                                               period

Gain/loss of non-current assets                                                                                                     -19,616.60
Government subsidies                                                                                                                518,000.00
Other non-operating income/expenditure net of the items above                                                                    -1,125,144.84
Other items in line with definition of non-recurring gain/loss                                                                  -38,732,418.92
Influences on minority shareholders’ gains/ losses                                                                                  43,143.89
Impact on income tax                                                                                                                  -7,910.43
                                    Total                                                                                       -39,323,946.90
     Note: The Shenzhen China Merchants Overseas Chinese Town Investment Co., Ltd (SCMOCTI) was a subsidiary of the
Company, and a change of control occurred on April 1, 2013. According to Interpretation No. 4 of the Accounting Standards for
Business Enterprises, the change of control of SCMOCTI is deemed as the disposal of equity by our company. The remaining equity
is re-measured at fair value. The difference between the fair value and the original book value of the remaining equity is recognized
as the investment income of the year totaling RMB339,878,500. As the fair value of the remaining equity is the assessment
appreciation of inventory, the company carried back RMB38,732,418.92 of long-term equity investment appreciation confirmed by
assessment appreciation according to the ratio of inventory area actually carried forward during January-March of the year to the
available area for sale in the inventory to be carried forward on the assessment day.
√ Applicable □ Not Applicable


2.2 Total of shareholders and top-10 holders of current shares

                                                                                                                                 Unite: Shares

 Total number of shareholders at
                                                                         66,588 (including 56,747 A-share holders and 9,841 B-share holders)
    the end of the report period

                                                      Shareholding of top 10 shareholders

                                                      Class of           Share    Amount of holding       Restricted          Pledged or luck-up
            Name of shareholder
                                                  shareholder       proportion          shares                 shares               shares

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                                                                                  CMPD the 1st Quarterly Report 2014 (Main Text t)




                                                                      (%)                                          Share state Amount

China Merchants Shekou Industrial Zone State-owned legal
                                                                      40.38%        693,419,317 693,419,317           None         None
Co., Ltd.                                     person

                                              Overseas legal
FULL SPACE INVESTMENT LIMITED                                         5.48%          94,144,050     94,144,050        None         None
                                              person

China Merchants Securities Hong Kong Overseas legal
                                                                      2.91%          49,898,818     49,242,245        None         None
Co., Ltd.                                     person

                                              Overseas legal
FOXTROT INTERNATIONAL LIMITED                                         1.61%          27,720,000     27,720,000        None         None
                                              person

                                              Overseas legal
ORIENTURE INVESTMENT LTD                                              1.55%          26,603,145     26,603,145        None         None
                                              person

                                              Domestic none
Full Goal Tianfu Innovative Theme Equity
                                              state-owned legal        1.11%         19,009,918       None            None         None
Securities Investment Fund
                                              person

                                              Domestic none                                           None
China Pacific life insurance Co., Ltd. -
                                              state-owned legal       1.08%          18,501,423                       None         None
Traditional-General Insurance Products
                                              person

                                              Domestic none                                           None
China Pacific life insurance Co., Ltd. -
                                              state-owned legal       0.76%          12,965,823                       None         None
Dividends - Personal Dividends
                                              person

                                              Overseas legal                                          None
GOLDEN CHINA MASTER FUND                                              0.75%          12,873,191                       None         None
                                              person

                                              Domestic none
National    Social   Insurance   Fund   102
                                              state-owned legal       0.73%           12,546,211      None            None         None
Combination
                                              person

                                                 Top 10 holders of unconditional shares

                                                                                                              Category of shares
                                                                       Amount of shares without
                      Name of the shareholder                                                      Category of
                                                                        trade limited conditions                         Amount
                                                                                                     shares

Full Goal Tianfu Innovative Theme Equity Securities Investment
                                                                                     19,009,918     A shares                 19,009,918
Fund

China Pacific Life Insurance Co., Ltd. - Traditional - General
                                                                                     18,501,423     A shares                 18,501,423
Insurance Products

China Pacific Life Insurance Co., Ltd. -Dividends - Personal                                       A shares
                                                                                     12,965,823                              12,965,823
Dividends

GOLDEN CHINA MASTER FUND                                                             12,873,191     B shares                 12,873,191

National Social Insurance Fund 102 Combination                                        12,546,211    A shares                 12,546,211


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                                                                                  CMPD the 1st Quarterly Report 2014 (Main Text t)




New China Life Insurance Co., Ltd - Dividends - Personal                                            A shares
                                                                                     11,850,000                                  11,850,000
Dividends – 018L - FH002 Shen

VALUE PARTNERS CLASSIC FUND                                                          11,121,713     B shares                     11,121,713

GF Small-capitalization Growth Equity Securities Investment Fund                     10,552,812     A shares                  10,552,812

Huaxin Trust Co., Ltd                                                                 9,767,652     A shares                     9,767,652

BOCI SECURITIES LIMITED                                                               9,483,400     B shares                     9,483,400
1. In the Company shares held by China Merchants Securities Hong Kong Co., Ltd., 49,242,245 shares were bought in by Top Chief in
the previous year through entrustment;
2. Shekou Industrial Zone and its subsidiaries Full Space Investment, Top Chief International, FOXTROT INTERNATIONAL
LIMITED, and ORIENTURE INVESTMENT LTD are persons acting in concert.
3. China Pacific Life Insurance Co., Ltd.-Traditional-General Insurance Products and China Pacific Life Insurance Co., Ltd.-
Dividends - Personal Dividends belong to the same fund management company.

Do the shareholders of the Company have the agreement repurchase transactions during the report period?
□ Yes √ No


§3     Significant Events

3.1 Situation and causations of major change in accounting items and indices

                                                      December 31,            Increase/
   Assets and liabilities items   March 31, 2014                                                  Major Change Reasons
                                                           2013             Decrease (±%)

                                                                                              Increase of receivables from
 Accounts receivable                       12,192                 7,686              0.03%
                                                                                              sale of real estate
 Accrued employee
                                           16,702             38,589                -0.16%    Payment of accrued payroll
 compensation
                                                                                              Increase of interests payable
 Interest payable                          23,595             15,236                 0.06%
                                                                                              on bank borrowings
 Dividends payable                            512             12,093                -0.09%    Payment of accrued dividends
                                                                                  Increase/
        Gain/ loss items           Jan-Mar, 2014       Jan-Mar, 2013                              Major Change Reasons
                                                                             Decrease (±%)
                                                                                              Increase of sales of real estate
 Operating cost                           457,655            303,870                  51%     carried forward during the
                                                                                              period

 Operating tax and additional                                                                 As the margin of the items
                                           73,277            107,257                  -32%    carried forward is low, the land
 expenses
                                                                                              appreciation tax decreased.
                                                                                              The interest payment and
                                                                                              foreign exchange losses of the
 Financial cost                            21,683                 6,255              247%
                                                                                              period increased on the
                                                                                              year-over-year basis.
                                                                                              The investment income
                                                                                              increased due to the changes of
 Investment income                         11,944                     231           5082%
                                                                                              the equity act of affiliated
                                                                                              company.

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                                                                                      CMPD the 1st Quarterly Report 2014 (Main Text t)




                                                                                      Increase/
        Cash flow items                Jan-Mar, 2014       Jan-Mar, 2013                              Major Change Reasons
                                                                                 Decrease (±%)

 Sub-total of cash outflow from                                                                   The land and infrastructure
                                            1,458,050            925,954                  57%     expenses increased than one
 business activities
                                                                                                  year earlier.
 Net cash flow generated by                                                                       The growth of operating cash
                                             -433,064              79,003               -648%     outflow is larger than that of
 business operation
                                                                                                  the operating cash inflow.
 Sub-total of cash outflow due                                                                    The cash paid for acquisition
                                                 7,150              4,374                 63%
 to investment activities                                                                         of equity increased.
                                                                                                  Cash outflows year-on-year
 Net cash flow generated by                                                                       increased, but cash inflows
                                                -7,150             -4,361                 64%
 investment                                                                                       year-on-year decreased in the
                                                                                                  investment activities.
 Subtotal of cash inflow from                                                                     New borrowings of the period
                                              348,257            710,170                 -51%
 financing activities                                                                             decreased.
 Subtotal of cash outflow due to                                                                  Repayment of borrowings
                                              374,651            203,812                  84%
 financing activities                                                                             increased.




3.2 Progress of major issue and their influences and solutions


                                                                                                            References of Disclosure
                 Overview of Major Issue                                    Disclosure Date
                                                                                                            Websites of Interim Report
At the second extraordinary general meeting of
shareholders in 2013, the Company has discussed and
passed the proposal in which shares will be issued to buy                                                 For more information, please
assets and raise money for the associated transactions. On                                                refer to China Securities News,
Nov 28, 2013, the company received the notice on Nov 29, 2013; Nov 8, 2013; Oct. 23,                        Securities Times, Shanghai
processing application for administrative approval. That
                                                           2013; Oct. 16, 2013; Sep 17, 2013               Securities News, Hong Kong
means the China Securities Regulatory Commission has
accepted the application of administrative approval the                                                   Commercial Daily, Securities
company has filed for the issue of new shares to buy                                                      Daily and www.cninfo.com.cn.
assets and raise money for the associated deal. The
application remains in the stage of review.




3.3 Commitment issues made by the Company or shareholders with over 5% of shares in the
report term or carried down from the previous terms.

                                                                                                   Date of
                         Party of                                                                                  Term of         Status of
 Commitments                                         Content of Commitments                       commitme
                       commitment                                                                                commitment        fulfilling
                                                                                                     nt
Commitment in                       Will input properties including high quality lands to support              Due at the day    In the report
                                                                                                  Dec 9
share equity           CMSIZ        the Company’s development after the share equity                          after two years   term,
                                                                                                  2005
relocation                          relocation.                                                                upon stop         CMSIZ was

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                                                                                        CMPD the 1st Quarterly Report 2014 (Main Text t)




                                                                                                                  holding of the    fully acting
                                                                                                                  Company’s        as
                                                                                                                  shares            committed.
                                      CMSIZ, the controlling shareholder of the Company,
                                      promised not to conduct or participate with 3rd parties in
                                                                                                                  Due at the day    In the report
                                      any business or activities possibly competing with the
    Other                                                                                                         after two years   term,
                                      Company in terms of business, new commodities and new
    commitments to                                                                                 Mar 19         upon stop         CMSIZ was
                        CMSIZ         technology in any forms (including but not limited to direct
    mid-small                                                                                      2008           holding of the    fully acting
                                      operation, indirect operation, joint investment). Never use
    shareholders                                                                                                  Company’s        as
                                      the information obtained from the Company to conduct or
                                                                                                                  shares            committed.
                                      participate in and competitive activities against the
                                      Company.


    3.4 Non-operating capital occupying conditions of controlling shareholders and their related
    parties for listed company

                                                                                                                          Unit: 0,000 RMB

                                                                       Amount of     Total
                                                                        newly        repay
     Names of                                                          increased    amoun                              Predicte       Predicted
                                                         Opening                              Closing     Predicte
  shareholders or        Holding time        Reasons                   occupying       t                                d repay      repay time
                                                             balance                           balance    d repay
  related persons                                                       during      during                              amount         (month)
                                                                                                            way
                                                                         report      report
                                                                        period      period

Shanghai      New      September,
Nanshan       Real     2011 to now            Fund                                                         Cash                      December,
                                                             14,934      2,070         -       17,004                   17,004
Estate Development                          borrowing                                                     pay off                      2014
Co., Ltd
Jones Tech Limited     December, 2012       Reinvest
                                                             6,243          -        6,243        -           -            -              -
                       to now               ment fund
Holly         Profit   December, 2012       Reinvest
                                                             9,255          -        9,255        -           -            -              -
Limited                to now               ment fund
Blue           Cove    December, 2013       Reinvest
                                                             4,481          -        4,481        -           -            -              -
International Ltd      to now               ment fund
Powerwise              December, 2013       Reinvest
                                                             8,903          -        8,903        -           -            -              -
International Ltd      to now               ment fund
                        Total                                 43,816        2,070   28,882     17,004         -          17,004           -


    3.5 Business forecast for January-June in 2014

    Alert of loss or significant change in net profit from the beginning of year to the end of next report period or comparing with the
    same period of last year, and statement of causations.
     □Applicable      √ Not applicable


    3.6 Securities investment

     □Applicable      √ Not applicable
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                                                                                    CMPD the 1st Quarterly Report 2014 (Main Text t)




Explanation of holding stock rights of other listed companies
□Applicable      √ Not applicable


3.7 Investment of derivate instruments

Derivate instruments in stock at the end of period
 □Applicable      √ Not applicable


3.8 Table about investigations, communications and interviews received by the Company
during the report period

                                                                  Received object                              Content discussed and
  Reception date       Reception place      Reception way                              Received object
                                                                        type                                   information provided

                                          Telephone             Institutional
January 4, 2014      Shenzhen                                                        China Securities
                                          communication         investor

                                          Telephone             Institutional
January 7, 2014      Shenzhen                                                        Orient Securities
                                          communication         investor

                                          Telephone
January 8, 2014      Shenzhen                                   individual investor individual investor
                                          communication

                                          Telephone
January 8, 2014      Shenzhen                                   individual investor individual investor
                                          communication

                                          Project               Institutional        Everbright
January 8, 2014      Shanghai                                                                             ①    Introducing operation
                                          investigation         investor             Securities
                                                                                                                of the Company
                                                                Institutional                             ②    Discussing the
January 9, 2014      Shenzhen             Field investigation                        Runhui Investment
                                                                investor                                        industry development;
                                                                Institutional                             ③        Providing         the
January 14, 2014     Suzhou, Shanghai     Field investigation                        Runhui Investment
                                                                investor                                  information announced and

                                                                                     William Blair、      brochure for projects of the
                                                                Institutional
January 15, 2014     Nanjing, Suzhou      Field investigation                                             Company.
                                                                investor             CICC
                                                                                                          ④ Visiting the Company
                                          Telephone
January 16, 2014     Shenzhen                                   individual investor individual investor on-sale
                                          communication

                                                                Institutional
January 17, 2014     Shenzhen             Field investigation                        Harvest Fund
                                                                investor

                                                                                     China Asset
                                                                Institutional
January 24, 2014     Shenzhen             Field investigation                        Management,
                                                                investor
                                                                                     Haitong Securities

                                          Telephone             Institutional        Hillhouse Capital
January 29, 2014     Shenzhen
                                          communication         investor             Management

February 8, 2014     Shenzhen             Field investigation Institutional          Fullgoal Fund

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                                                                      CMPD the 1st Quarterly Report 2014 (Main Text t)




                                                   investor

                             Telephone             Institutional       Ping An Securities,
February 10, 2014 Shenzhen                                             GF Securities,
                             communication         investor            Schroders Fund
                                                                       GF Securities,
                                                   Institutional       China Asset
February 12, 2014 Shenzhen   Field investigation                       Management,Yinhu
                                                   investor            a Fund, Penghua
                                                                       Fund, etc
                             Telephone
February 12, 2014 Shenzhen                         individual investor individual investor
                             communication

                             Telephone             Institutional
February 12, 2014 Shenzhen                                             CICC
                             communication         investor

                             Telephone
February 12, 2014 Shenzhen                         individual investor individual investor
                             communication

                             Telephone
February 14, 2014 Shenzhen                         individual investor individual investor
                             communication

                             Telephone             Institutional
February 17, 2014 Shenzhen                                             Huatai Securities
                             communication         investor

                             Telephone
February 20, 2014 Shenzhen                         individual investor individual investor
                             communication

                             Telephone
February 27, 2014 Shenzhen                         individual investor individual investor
                             communication

                             Telephone
March 5, 2014    Shenzhen                          individual investor individual investor
                             communication

                             Telephone
March 13, 2014   Shenzhen                          individual investor individual investor
                             communication
                                                                       40 institution s
                                                                       such as Guotai
                                                                       Junan Securities,
                                                                       CITIC Securities,
                                                   Institutional       China Jianyin
March 17, 2014   Shenzhen    Field investigation                       Investment
                                                   investor            Securities, Fullgoal
                                                                       Fund,
                                                                       Citic-prudential
                                                                       Fund、Penghua
                                                                       Fun, etc.
                                                                       Baring Asset
                                                                       Management
                                                                       Limited, Norges
                                                   Institutional       Bank, Capital
March 24, 2014   Hong Kong   Strategic seminar
                                                   investor            Research Global
                                                                       Investors,
                                                                       Manulife, Morgan
                                                                       Stanley Investment

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                                                            CMPD the 1st Quarterly Report 2014 (Main Text t)




                                                             Management
                                                             Company, Three
                                                             Corner
                            Telephone       Institutional
March 31, 2014   Shenzhen                                    GF Securities
                            communication   investor

                            Telephone       Institutional
March 31, 2014   Shenzhen                                    China Securities
                            communication   investor

                            Telephone       Institutional
March 31, 2014   Shenzhen                                    Runhui Investment
                            communication   investor




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