Semi-Annual Report 2012 I Important Notice 1. Board of Directors and the Supervisory Committee of China National Accord Medicines Corporation Ltd. (hereinafter referred to as the Company) and its directors, supervisors and senior executives, hereby assures that there are no false records, misleading statements or significant omissions in this report, and it would shoulder any individual as well as joint responsibility concerning to the authenticity, accuracy and completeness of the contents. 2. This report has been compiled in both Chinese and English. Should be any ambiguity arise about the contents of the two versions, the Chinese version shall prevail. 3. No director, supervisor and senior executive would claim that he or she could not guarantee the authenticity, accuracy or completeness of the semi-annual report’s contents or that he or she holds different opinions. 4. Except for the follow directors, others are present the meeting of the Board for deliberating the semi-annual report of the Company Name of director not Title of director not Reasons for absent Trustee attended in person attended in person Shi Jinming Director Due to business Ma Wanjun He Zhiyi Independent Director Due to business Xiong Chuxiong 5. The Semi-Annual Financial Report of the Company has not been audited. 6. Chairman of the Company Mr. Wei Yulin, General Manager Mr. Yan Zhigang, Chief Financial Officer Mr. Wei Pingxiao and Financial Manager Mr. Chi Guoguang hereby declare that they would assure the authenticity and completeness of the Financial Accounting Report in this Semi-Annual Report. II. Company Profile (I) Company information Code for A-share 000028 Code for B-share 200028 Short form for A-share Sinopharm Accord Short form for B-share Accord B Listing stock exchange Shenzhen Stock Exchange Legal Chinese name of 国药集团一致药业股份有限公司 the Company Abbr. of legal Chinese 国药一致 name of the Company Legal English name of the China National Accord Medicines Corporation Ltd. Company Abbr. of legal English Sinopharm Accord name of the Company Legal Representative WeiYulin Registered Add. Accord Pharm. Bldg., No. 15, Ba Gua Si Road, Futian District, Shenzhen Guangdong Post Code of registered 518029 add. Office Add. Accord Pharm. Bldg., No. 15, Ba Gua Si Road, Futian District, Shenzhen Guangdong Post Code of office add. 518029 Internet website http://www.szaccord.com.cn E-mail 0028@szaccord.com.cn 1 (II) Contact person and ways Secretary of the Board Name Chen Changbing Bldg., No. 15, Ba Gua Si Road, Futian District, Shenzhen, Guangdong Contact adds. Province Tel. +(86)755 25875195 Fax. +(86)755 25875147 E-mail 0028@szaccord.com.cn (III) Information disclosure and place for preparation Newspapers Designated for Securities Times and Hong Kong Comercial Daily indormation disclosure Website desinated by CSRC for http://www.szse.cn http://www.cninfo.com.cn publishing semi-annual report place for preparation of semi-annual Secretariat of the Board report III. Major accounting data and business abstract (I) Major accounting data and financial indexes Whether retroactive adjusted on previous financial report or not √Yes □No Major accounting data Increase/decrease in this report Reporting period Same period of last year Major accounting data period year-on-year (%) (Jan. to June) Before adjustment After adjustment After adjustment Total business revenue(RMB) 8,803,252,346.20 7,195,372,417.76 7,209,655,400.57 22.10% Business profit(RMB) 317,963,380.42 202,919,619.93 202,624,312.43 56.92% Total profit(RMB) 307,158,294.83 217,717,835.44 217,422,527.94 41.27% Net profit attributable to shareholders of the listed company 240,033,990.64 165,136,443.84 164,842,022.26 45.61% (RMB) Net profit attributable to shareholders of the listed company 248,307,662.79 151,667,708.17 151,668,594.09 63.72% after deducting non-recurring gains and losses(RMB) Net cash flow arising from 138,909,868.17 107,677,081.76 106,647,292.46 30.25% operating activities(RMB) Increase/decrease in this End of last period period-end over that of last End of this period period-end (%) Before adjustment After adjustment After adjustment Total assets(RMB) 8,662,233,353.13 7,665,759,761.04 7,680,576,330.72 12.78% Owners’ equity attributable to shareholders of the listed 1,548,399,845.50 1,350,217,871.35 1,350,093,276.86 14.69% company(RMB) Share capital(Share) 288,149,400 288,149,400 288,149,400 0% Major financial indexes Increase/decrease in this Same period of last year report period year-on-year Reporting period (%) Major financial indexes (Jan. to June) Before After adjustment After adjustment adjustment Basic earnings per share 0.833 0.573 0.572 45.63% (RMB/Share) 2 Diluted earnings per share 0.833 0.573 0.572 45.63% (RMB/Share) Basic EPS after deducting non-recurring gains/losses 0.862 0.526 0.526 63.88% (RMB/Share) Fully diluted ROE (%) 15.50% 12.23% 12.21% 3.29% Weighted average ROE (%) 16.35% 14.55% 14.5% 1.85% Fully diluted ROE after deducting non-recurring 16.04% 11.23% 11.23% 4.81% gains/losses (%) Weighted average ROE after deducting non-recurring 16.92% 13.36% 13.34% 3.58% gains/losses (%) Net cash flow per share arising from operating activities 0.482 0.374 0.370 30.27% (RMB/Share) Increase/decrease in this period-end over same End of last period End of this period of last period-end period (%) Before After adjustment After adjustment adjustment Net assets per share attributable to shareholder of 5.374 4.686 4.685 14.71% listed company (RMB/ Share) Asset-liability ratio (%) 81.21% 81.39% 81.42% -0.21% Explanation on accounting data and financial index at period-end (stating adjustment explanation if there has retroactive adjustment) Buy Sinopharm Group Wuzhou Co., Ltd. under the same control this year, thereinto affect the gross operating income at merging layer of 14,282,982.81 Yuan from January to June, 2011, operating profits of -295,307.50 Yuan, total profits of -295,307.50 Yuan, net profits of -294,421.58 Yuan belonging to shareholders of the listed company, and cash flow net amount of -1,029,789.3 Yuan generated by operating activities. According to the owner's equity balance on 1 January 2011, the Group increases the capital reserve of 3,416,966.47 Yuan on 1 January 2011, decreases the undistributed profits of 1,557,687.89 Yuan on 1st, Jan, 2011, and increase the minority stockholder's equity of 5,594.61 Yuan on 1 January 2011. (II) Difference of accounting data under CAS and IAS 1. Difference of net profit and net assets disclosed in financial report based on IAS and CAS □ Applicable √ Non-applicable 2. Difference of net profit and net assets disclosed in financial report based on foreign accounting standards and CAS □ Applicable √ Non-applicable 3. Detail items for major differences Explanation on IAS Items with major Amount involved (RMB) Reasons for differences and(or) foreign accounting differences standards involved N/A 4. Explanation on accounting data difference under the foreign/domestic accounting standards Nil 3 (III) Item and amount with non-recurring gains/losses deducted √applicable □Non-applicable Items Amount (RMB) Note Losses from disposal of real estate amounting as 8.83 million yuan mainly due to the Gains and losses from disposal of non-current -8,813,780.88 relocation for urban transformation for assets Guangxi Sinopharm Logistic- subsidiary of the Company Tax refund or exemption out of authorization, with absence of official approval document or accidentally Mainly including 11.77 million yuan demolition compensation for aged urban Governmental subsidy calculated into current gains transformation, subsidy of medicine reserve and losses(while closely related with the normal 0.42 million yuan, subsidy of technology business of the Company, excluding the 17,984,705.34 transformation for high-tech enterprise and fixed-amount or fixed-proportion governmental rewards 2.3 million yuan, compensation of subsidy according to the unified national standard) financial discount 3 million yuan as well as enterprise financial contribution reward and patent award 0.5 million yuan. Fund occupation expenses received from non-financial enterprises that reckon into current gains/losses Income occurred when investment cost paid by enterprise for obtaining subsidiaries, associates and joint ventures are lower than its share in fair value of net realizable assets of invested units Gains and losses from exchange of non-monetary assets Gains and losses from entrusted investment or management assets Various asset impairment reserve provided for force majeure, such as natural disaster; Gains/losses from debt reorganization Reorganization expenses, such as expenditure for allocation of employees and integration fee Gains and losses from excess of transaction which are conducted on a non-fair-valued basis over its fair value Current net gains and losses of subsidiaries Net profit from period-begin to consolidation occurred from combination under the same control date (January- February) generated by -240,695.14 commencing from period-begin to combination Sinopharm Wuzhou, under the same control, date newly purchased Gains and losses from contingent events which has no relation with normal business of the Company Gains and losses from change of fair values of held-for-transaction financial assets and financial liabilities except for the effective hedge business related to normal business of the Company, and investment income from disposal of transactional financial assets and liabilities and financial assets available for sale Reversal of impairment reserve for account receivable with separate impairment testing gains/ losses from external entrustment loans Gains and losses arising from change of fair value of investment properties whose follow-up 4 measurement are at fair value Affect upon current gains/losses arising from the one-off adjustment in subject to requirement of laws and rules in relation to taxation and accounting Income from entrusted custody operation Compensation of termination of Chebei project from Guangdong Huixin, subsidiary of the Company 17.6 million yuan; vary Other non-operating income and expenditure -19,735,314.91 relocation expenditure 2.93 million yuan for except the abovementioned urban transformation from Guangxi Sinopharm Logistic- subsidiary of the Company Other item that satisfied the definition of non-recurring gains and losses Influenced amount of minority shareholders’ equity -490,633.3 Impact on income tax 3,022,046.74 Total -8,273,672.15 -- Explanation on “Other item that satisfied the definition of non-recurring gains and losses” and defined non-recurring gains and losses as recurring gain/loss according to natures and characteristic of self-operation status Amount involved Item Note (RMB) N/A IV. Changes in Share Capital and Particular about Shareholders (I) Changes in share capital 1. Statement of changes in shares √applicable □Non-applicable Before the Changes Increase/Decrease in the Change (+, -) After the Changes Public Newly- Proportion Bonus reserve-co Proportio Amount issued Others Subtotal Amount (%) shares nverted n (%) shares shares I. Restricted shares 4,714 0% 0 0 0 -1,179 -1,179 3,535 0% 1. State-owned shares 2. State-owned legal person’s shares 3. Other domestic shares Including: Domestic legal person’s shares Domestic natural person’s 4,714 0% 0 0 0 -1,179 -1,179 3,535 0% shares 4. Foreign shares Including: Foreign legal person’s shares Foreign natural person’s shares 5. Senior executives’ shares 288,144,6 288,145,8 II. Unrestricted shares 100% 0 0 0 1,179 1,179 100% 86 65 5 233,259,0 233,260,2 1. RMB Ordinary shares 80.95% 0 0 0 1,179 1,179 80.95% 86 65 2. Domestically listed 54,885,60 54,885,60 19.05% 0 0 0 0 0 19.05% foreign shares 0 0 3. Overseas listed foreign shares 4. Others 288,149,4 288,149,4 III. Total shares 100% 100% 00 00 Approval of changes in shares (if applicable) Ownership transfer of changed shares Influence on latest EPS, net assets per share and other financial index from changes in shares (if applicable) Other information necessary to be disclosed by the Company or should be disclosed according to requirement of securities regulators 2. Changes in restricted shares √applicable □Non-applicable Restricted Restricted Restricted Name of Shares unlock shares Reasons for Date for shares at shares at shareholder in this period increased in restricting unlock period-begin period-end this period Shares held by Chen Changbin 4,714 1,179 0 3,535 senior 20120101 executives Total 4,714 1,179 0 3,535 -- -- (II) Security offering and listing 1. Security offering in previous three years □applicable √Non-applicable 2. Changes of total shares and structures as well as outcome of asset-liability structures □applicable √Non-applicable 3. Current shares held by internal staffs □applicable √Non-applicable (III) Shareholders and actual controller 1. Total shareholders at period-end Shareholders at period-end amounting to 14,132 2. Shares held by top ten shareholders Particulars about the shares held by the top ten shareholders Amount of Shares pledged or frozen Proportion of Shareholders (full Nature of Total amount the shares held name) shareholders of shares held restricted Share status Amount (%) shares held Sinopharm Group Co., State-owned No pledge or 38.33% 110,459,748 0 0 Ltd. shares frozen ICBC - GUANGFA JUFENG STOCK Other 4.61% 13,285,477 0 Un-know FUND HTHK/CMG FSGUFP-CMG FIRST Foreign shar 2.44% 7,032,720 0 Un-know STATE CHINA es GROWTH FD 6 ABC-Greatwall Anxin Other 2.26% 6,500,000 0 Un-know Return Mixed Fund ICBC - HARVEST THEME NEW POWER Other 1.95% 5,627,292 0 Un-know STOCK FUND CCB-Greatwall consumer growth stock Other 1.68% 4,840,817 0 Un-know fund ICBC—UBS SDIC Core Enterprise Stock Other 1.64% 4,732,505 0 Un-know Fund Ping An Life Insurance Co., Other 1.52% 4,369,662 0 Un-know Ltd.—Dividend-individ ual insurance BOC-Taida Hongli Industry Selected Stock Other 1.32% 3,796,594 0 Un-know Fund VALUE PARTNERS Foreign 1.14% 3,289,822 0 Un-know CLASSIC FUND shares Explanation on shareholders Particulars about the shares held by the top ten unrestricted shareholders √applicable □Non-applicable Amount of Type/amount of shares Shareholders unrestricted shares held at period-end Type Amount Sinopharm Group Co., Ltd. 110,459,748 A-share 110,459,748 ICBC - GUANGFA JUFENG STOCK 13,285,477 A-share 13,285,477 FUND HTHK/CMG FSGUFP-CMG FIRST 7,032,720 B-share 7,032,720 STATE CHINA GROWTH FD ABC - Greatwall Anxin Return 6,500,000 A-share 6,500,000 Mixed Fund ICBC - HARVEST THEME NEW 5,627,292 A-share 5,627,292 POWER STOCK FUND CCB-Greatwall consumer growth stock 4,840,817 A-share 4,840,817 fund ICBC—UBS SDIC Core Enterprise Stock 4,732,505 A-share 4,732,505 Fund Ping An Life Insurance Co., 4,369,662 A-share 4,369,662 Ltd.—Dividend-individual insurance BOC-Taida Hongli Industry Selected Stock 3,796,594 A-share 3,796,594 Fund VALUE PARTNERS CLASSIC FUND 3,289,822 B-share 3,289,822 Explanation on associated relationship among the top ten shareholders or (and) consistent action The fund manager of ABC-Greatwall Anxin Return Mixed Fund and CCB-Greatwall consumer growth stock fund all refers to the Greatwall Fund Management Co., Ltd.; it is unknown that there exists no associated relationship or belongs to the consistent actionist among the other tradable shareholders regulated by the Management Measure of Information Disclosure on Change of Shareholding for Listed Companies. 7 3. Controlling shareholders and actual controller (1) Changes of controlling shareholders and actual controller □applicable √Non-applicable (2) Introduction of controlling shareholders and actual controller Whether has new actual controller or not □Yes √No Name of actual controller China National Pharmaceutical Group Corp. Type of actual controller Other Explanation The controlling shareholder of the Company: Name of the controlling shareholder: Sinopharm Group Co., Ltd. Legal representative: Wei Yulin Date of foundation: 8 January 2003 Registered capital: RMB 2,402,625,299 Nature of economic: Limited Liability Company (listed) Business scope: industrial investment holding; management and assets reorganization entrusted by pharmaceutical enterprise; Chinese medicine, Chinese medicine tablets, chemical medicine preparations, chemical raw materials, antibiotics, biochemical drugs, biological products, narcotic drugs, psychotropic substances, toxic drugs for medical use (compatible with the business scope), vaccines wholesale, categories III: injection puncture instruments, hygienic materials & dressings, medical polymer materials and products, categories II: medical X-ray ancillary equipment and components; food marketing management (non-physical way), and domestic trade (other than special licensing), logistics and related consulting services, operating various types of goods and import and export of technology (not attached directory of import and export commodities), but excluded the import and export of goods and technology the State limits or prohibit the company. [In right of exequatur to run if refers to permission operation] Particulars about the actual controller: Name of the actual controller: China National Pharmaceutical Group Corporation Legal representative: She Lulin Date of foundation: 26 November 1998 Registered capital: RMB 1,529,200,000 Nature of economic: ownership by the entire people Business scope: entrusted management and assets reorganization of pharmaceutical enterprises, consultant service of medicine industry investment project, holding exhibition and fair of surgical appliance, the wholesale of Chinese medicine, Chinese patent medicines, Chinese medicine herb in pieces, chemical material medicine, a chemical agent, antibiotics, biochemical, biological(operation period runs in right of exequatur). V. The property and controlling relationship between the actual controller of the Company and the Company is as follows: (3) Block diagram of property rights and controlling relationship between the Company and actual controller 8 The State-owned Assets Supervision & Administration Commission of the State Council 100% National Council for Social China National Pharmaceutical Security Fund &public Shanghai Fosun Pharmaceutical Group Corporation shareholdser (Group) Co., Ltd. 100% Shanghai Qishen Investment Management Co., Ltd. 49% 51% 34.48% Sinopharm Industry Investment Co., Ltd. 0.11% 65.41% Sinopharm Group Co., Ltd. 38.33% China National Accord Medicines Corporation Ltd. (4) Actual controller controlling the Company by means of entrust or other assets management □applicable √Non-applicable 4. Other legal person’s shareholders with over ten percent shares held □applicable √Non-applicable (IV) Convertible bonds □applicable √Non-applicable V. Directors, Supervisors and Senior Executives 9 (I) Changes of shares held by directors, supervisors and senior executive Whether Amount of received Amount of Amount of Shares held shares Including: remuneration shares Shares held stock option Office dated Office dated at increase in restricted Reasons for from Name Title Sex Age decreased in at period-end held at from ended period-begin( this shares held changes shareholders’ this period (Share) period-end Share) period(Share (Share) unit or other (Share) (Share) ) related unit or not Wei Yulin Chairman M 55 2011-11-18 2014-04-28 0 0 0 0 0 0 Yes Shi Jinming Director M 45 2011-04-28 2014-04-28 0 0 0 0 0 0 Yes Wu Ai’min Director M 43 2011-04-28 2012-08-17 0 0 0 0 0 0 Yes Ma Wanjun Director M 43 2011-04-28 2014-04-28 0 0 0 0 0 0 Yes Jiang Director M 49 2011-04-28 2014-04-28 0 0 0 0 0 0 Yes Xiuchang Yan Zhigang GM, Director M 53 2011-04-28 2014-04-28 0 0 0 0 0 0 No Cui Yiling Director F 47 2012-08-17 2014-04-28 0 0 0 0 0 0 Yes Independent He Zhiyi M 57 2011-04-28 2014-04-28 0 0 0 0 0 0 No director Xiong Independent M 57 2011-04-28 2014-04-28 0 0 0 0 0 0 No Chuxiong director Xiao Independent M 43 2011-04-28 2014-04-28 0 0 0 0 0 0 No Shengfang director Cui Yiling Supervisor F 47 2011-11-18 2012-08-17 0 0 0 0 0 0 Yes Feng Yifeng Supervisor M 33 2012-08-17 2014-04-28 0 0 0 0 0 0 Yes Guang Supervisor F 42 2011-04-28 2014-04-28 0 0 0 0 0 0 Yes 10 Xiaohui Wang Huiqin Supervisor M 55 2011-04-28 2014-04-28 0 0 0 0 0 0 No Lin Deputy GM M 45 2011-04-28 2014-04-28 0 0 0 0 0 0 No Zhaoxiong Tan Guoshu Deputy GM M 58 2011-04-28 2014-04-28 0 0 0 0 0 0 No Liu Jun Deputy GM F 55 2011-04-28 2014-04-28 0 0 0 0 0 0 No Lin Min Deputy GM M 48 2011-04-28 2014-04-28 0 0 0 0 0 0 No Lin Xinyang Deputy GM M 48 2011-04-28 2014-04-28 0 0 0 0 0 0 No Deng Baojun Deputy GM M 51 2011-04-28 2014-04-28 0 0 0 0 0 0 No Wei Pingxiao CFO M 49 2011-04-28 2014-04-28 0 0 0 0 0 0 No Reducing Chen Secretary of M 45 2011-04-28 2014-04-28 4,714 0 -1,179 3,535 3,535 0 share-holdin No Changbin the Board g by rules Total -- -- -- -- -- 4,714 0 -1,179 3,535 3,535 0 -- -- Directors, supervisor and senior executives who awarded equity incentive in report period □applicable √Non-applicable 11 (II) Post holding Post holding in shareholders’ unit Units for post holding or Relationship with Name the Company Position Office term part-time job Controlling Wei Yulin Sinopharm Group Co., Ltd. Chairman Since December 2009 shareholder Shi Controlling Sinopharm Group Co., Ltd. Deputy chairman Since January 2009 Jinming shareholder From November 2006 Deputy chairman, Controlling to March 2012; From Wu Aimin Sinopharm Group Co., Ltd. secretary of the shareholder March 2008 to March Board 2012; Deputy chairman, Since September 2010 Controlling secretary of the Ma Wanjun Sinopharm Group Co., Ltd. Since March 2012 shareholder Board, chief Since May 2011 attorney consulatant Jiang Controlling Sinopharm Group Co., Ltd. CFO Since June 2010 Xiuchang shareholder Chief of Industry Controlling Cui Yiling Sinopharm Group Co., Ltd. development and Since March 2011 shareholder management center Deputy director of Feng Controlling Sinopharm Group Co., Ltd. financial Since June 2010 Yifeng shareholder management dept. Job holding in other unit Relationship with the Name Units for post holding or part-time job Company Position Wei Yulin Sinopharm Group Hong Kong Co., Ltd. Affiliate company Chairman 12 Sinopharm Le-Ren-Tang Medicine Co., Ltd. Chairman Sinopharm Chemical Reagent Co., Ltd. Chairman Sinopharm South-West Medicine Co., Ltd. Chairman Sinopharm Hubei Co., Ltd. Chairman Sinopharm Group Fujian Co., Ltd. Director Sinopharm Group Hong Kong Co., Ltd. Director Sinopharm Hunan Co., Ltd. Chairman Sinopharm Group Yunnan Co., Ltd. Chairman Shi Jinming Affiliate company Sinopharm Group Fuzhou Co., Ltd. Chairman Sinopharm Hainan Co., Ltd. Chairman Sinopharm Group Jiangxi Co., Ltd. Chairman Sinopharm Group Guizhou Co., Ltd. Chairman Sinopharm Distribution Center Co., Ltd. Executive Director Sinopharm Group Chongqing Co., Ltd. Chairman Guangdong Dongfang Uptodate & Special Medicines Co., Chairman Sinopharm Group Henan Co., Ltd. Chairman Shanghai Romit Health Consultant Service Co., Ltd Chairman Ma Wanjun Sinopharm Le-Ren-Tang Medicine Co., Ltd. Affiliate company Director China National Medicines Corporation Ltd. Director Yujia Medical Service Co., Ltd. Director Sinopharm Nutraceticals (Shanghai) Co., Ltd. Chairman Sinopharm Group Cuoda Pharmacy Co., Ltd. Supervisor Jiang Xiuchang Affiliate company Yujia Medical Service Co., Ltd. Supervisor 13 China National Medicines Corporation Ltd. Director Sinopharm Le-Ren-Tang Medicine Co., Ltd. Director Sinopharm Group Hong Kong Co., Ltd. Director China National Finance Co., Ltd. Director Sinopharm Distribution Center Co., Ltd. Supervisor Sinopharm Beijing Co., Ltd. Supervisor A-Think Pharmaceutical Co., Ltd. Chairman Xingsha Medicines (Xiamen) Co., Ltd. Chairman Cui Yiling Affiliate company Wuhu Sanyi Pharmaceutical Co., ltd. Chairman Wuhu Sanyi Xincheng Pharmaceutical Co., ltd. Chairman Sinopharm Group Fujian Co., Ltd. Director A-Think Pharmaceutical Co., Ltd. Director Sinopharm Hainan Co., Ltd. Director China National Chemical Reagent Co., Ltd. Supervisor Feng Yifeng Affiliate company Sinopharm Group Henan Co., Ltd. Supervisor Sinopharm Group Changzhou Co., Ltd. Supervisor Sinopharm Group Wuxi Co., Ltd. Supervisor Sinopharm Group Gansu Co., Ltd. Supervisor Wuhu Sanyi Pharmaceutical Co., ltd. Supervisor Wuhu Sanyi Xincheng Pharmaceutical Co., ltd. Supervisor Shanghai FOSUN Pharmaceutical (Group) Co., Shareholder of Guan Xiaohui Ltd. Sinopharm Group Deputy CFO Shenzhen Zhijun Pharmaceutical Co., Ltd Executive Director Wholly-owned Suzhou Zhijun Wanqing Pharmaceutical Co., Yan Zhigang subsidiary Chairman Ltd Shenzhen Main Luck Pharmaceuticals Inc. Stock jointly company Chairman 14 Sichuan Industrial Institute of Antibiotics Director (limited company) Affiliate company A-Think Pharmaceutical Co., Ltd. Director Antai College of Economics & Management, He Zhiyi Shanghai Jiao Tong University No association Vice-dean Xiong Shenzhen University No association Professor Chuxiong Xiao Guangdong Sino-Win Law Firm No association Director Shengfang (III) Remuneration of directors, supervisors and senior executives Decision-Making Process Of Compensation Of The annual compensation to directors, supervisors and senior management was paid according to the Directors, Supervisors wage management system of the company and the assessment results of senior management. And Senior Management Decision Basis Of The annual compensation to directors, supervisors and senior management was paid according to the Compensation Of wage management system of the company and the results of compensation evaluation method for senior Directors, Supervisors management. And Senior Management Actual payment of the There are twenty peoples of directors, supervisors and senior management during the reporting period compensation of of the company, during which thirteen peoples were paid by the company. The total annual Directors, Supervisors compensation amounts to RMB 2762.2 thousand Yuan (before tax), and the total allowance paid to the And Senior Management independent directors by the company amounted to RMB 120thousand Yuan therefore (before tax). (IV) Changes of directors, supervisors and senior executives Duty Change Date of change Reasons for change Name Changed from Cui Dieling Director Aug. 17, 2012 Recommend by the major shareholder supervisor Feng Supervisor Newly-appointed Aug. 17, 2012 Recommend by the major shareholder Yifeng Wu Aimin No Renewed Aug. 7, 2012 Work change (V) Staff of the Company Person on-jobs 4,013 15 Retirement person whose charges undertake by the Company 287 Professional categories Types of professional category Numbers of professional category Production staff 1,173 Salesman 1,648 Technician 85 Financial staff 194 Administration staff 913 Education background Type of education background Numbers (people) Master 113 Undergraduate 1,074 Junior college 1,060 High school and below 1,766 VI. Report of the Board (I) Management discussion and analysis 2012 is a key connecting link between the preceding and the following of the Twelfth Five-Year Plan, and a hard period for new medical reformation. At the first half year, new medical reformation has accelerated its process, and made various policies, the Company has focused on the annual operation theme of stabilizing the growth, adjusting the structure, boosting the transformation and realizing the development targets of Twelfth Five-Year Plan so as to deepen the construction of distribution supply chain, comprehensively advance the internationalization strategy for industry, constantly improve two-stage management control mode of headquarters and business units, the leading advantages and influences of the Company keep enlarging and lay a solid foundation for accelerating the transformation and realizing scientific development during the Twelfth Five-Year Plan Work summary of the first half year 1. Management work summary of the Company (1) Positively transform the role and position, constantly optimize the duty process, and the unique two-stage management control mode gets better. (2) Establish the direction and targets for management promotion, and rebuild the core competition advantages of the Company. (3) Strengthen the executive capacity for planning, innovate distribution and acquisition mode, and lead the future development of the Company by planning investment. (4) Intensify the internal control system building, improve the management mechanism of internal control, and devote to the effective implementation of internal control. (5) Take value as the guidance and profits as the core, work intensively, control the risks, and continue to promote the financial management level. (6) Strengthen the control and audit to human resource, boost the outsourcing of auxiliary type of work, and constantly improve the professional value of human resource. 2. Work summary of distribution business division in the first half year of 2012 In the first half year, the distribution business division takes making intelligent supply chain as the principal line, innovates the business model, deepens the organizational transformation, improves the operation platform of Guangdong & Guangxi integration, and gets remarkable performance in boosting scale growth, structure optimization, business transformation and management innovation 16 (1) The distribution business division grows stably A. Accelerate the subsidence of distribution terminating network, consolidate the leading position, and promote the working in distribution area. B. Sinopharm Group Nanning Co., Ltd. renamed as Sinopharm Group Guangxi Co., Ltd., the area platform construction has great breakthrough. C. Constantly promote the collection variety and purchasing scale, improve the variety profitability, and strengthen the overall competition advantages. D. Clear up the variety with low gross profits, increase the efforts to development of the variety with high gross profits, and improve the gross profit ratio of variety. E. Positively adapt the new changes to medical reformation, increase the efforts to development of drug variety, and gradually promote the sales contribution of drugs. (2) Structure adjustment of the distribution business division A. The effect of variety structure adjustment is remarkable, the percentage of domestic product in sales gradually increases, and the gross profit ratio keeps rising. B. Continue to optimize the structure of type of operation, constantly promote the percentage of type of operation in direct selling, and strengthen the competitive advantages of distribution business. C. The coverage rate of terminal customer increases comparing to last year, it is necessary to further increase the development to terminal customers. D. Keep increasing the development to the rising businesses such as vaccines and instruments, which provide new profits growth for distribution. (3) Urge the transformation for distribution business division A. Increase the investment to software and hardware, implement refined logistics management, and push the logistics to transform from cost center to profit center. B. Constantly innovate the value-added services, and rapidly complete the strategy transformation from back spread to value-added service provider. (4) Distribution management innovation A. Innovate the business model, build supply chain to integrate background resources, and the intelligent supply chain construction reaches a new level. B. Improve the control mode and strengthen the profitability of the subsidiaries, and consolidate the regional competition advantages for distribution. C. Innovate the management ideal, and use outstanding achievement management and capital peak management to constantly promote the management effectiveness. 3. Work summary of pharmacy division for the first half year of 2012 In the first half year of 2012, pharmacy division boosts the structure transformation, promotes the coordinated development of all enterprises by industry chain thinking, continues to improve the operation system of industry integration, and gets remarkable achievements in boosting scale growth, structure optimization, business transformation and management innovation. (1) Pharmacy division grows stably A. Integrate business division resources, and help Zhijun Wanqing, Shenzhen Zhongyao to reduce losses. B. The sales revenue of key varieties such as cefixime and cefoxitin in Zhijun Pharmacy increases on year-on-year basis, while others decrease. Sales increase rate of key varieties in Zhijun Wanqing is stable; affected by price fall and raw material shortage, cefoxitin decreases on year-o-year base. C. Pharmacy division takes various measures to improve the internal matching rate, the raw materials purchased by Zhijun Pharmacy from Zhijun Wanqing increase by 36.8% year onyear. D. Comprehensive base construction, new GMP reformation and sub-contract production can resolve the bottleneck for production capacity (2) Structure adjustment of pharmacy division A. Zhijun Pharmacy overcomes the restriction of using antibiotics and capacity insufficient, gathers the resources, increases the selling proportion of Dalifen, Daliding and Dalixin, and further optimizes the product structure; Zhijun Wanqing works out the product structure, takes cefuroxime, cefamandole, cefathiamidine and cefoxitin as the key varieties, meanwhile, strengthen the promotion for per os and solid variety of cefixime and cefprozil, 17 further optimizes the product structure, and improve the profitability; Shenzhen Zhongyao increases the sales proportion of products with high gross profits, focuses on promoting the products such as Jianer Qingjie lotion, Xiaoer Qingre, Bai’an lotion, etc. so as to make the product structure reasonable. B. The sales revenue of Zhijun Pharmacy continues to focus on cephalosporin solid dosage form, and powder-injection decreases year on year. C. Implement item node management, quicken the products to come into the market, and drive the structure transformation by developing new products. (3) Pharmacy transformation A. The developing of mainstream market makes breakthroughs and major projects boost successfully so as to foster new profit growth for industry. B. Drive the whole transformation of industrial chain via structural adjustment and internationalization strategy, and improve the competitiveness of industrial chain. (4) Pharmacy management innovation A. Optimize the organizational reform, strengthen the resource integration and operation control, and continue to tamp industry integration platform. B. Constantly optimize the performance management system, strengthen the management output, and promote coordinated development of all enterprises. C. Innovate business management, and fully mobilize the positivity of all resources and staff to support the business development. Work arrangements for the next half year 1. Important work arrangements of headquarters function for the next half year In the next half year, the headquarters function shall take management promotion as the principal line, comprehensively promote the basic management level, continue to complete the operation of framework, and constantly optimize the operation system of strengthening the headquarters and enlarging the business division. (1) Improve the long-acting mechanism for management promotion, and make profits, ensure the increase and advance the development via management. (2) Intensify the guidance of planning, constantly explore new merger and acquisition style, and create a new situation for planning investment. (3) Integrate professional resources, promote management collaboration, and strengthen the planning, supervision and resource allocation capabilities of capitals. (4) Constantly improve the service level, strengthen the capabilities of resource integration and business assurance, and reflect the value of strengthening headquarters. (5) Develop the organization assurance, deepen the learning organization construction, and positively perform the social responsibility. 2. Important work arrangements of distribution division for the next half year Accomplish supply chain integration for distribution, truly realize the efficient collaboration among all links, and quickly respond the customer demands; continue to accelerate the network topology, improve the area platform function, rapidly advance the network sink, strengthen the area leading advantages of distribution business; last the sale contributions of optimizing type of operation and breed structure and promoting vaccine and instrument. In addition, continue to accelerate the logistics transformation, complete then hanging on tender for basic drugs and non-basic drugs, and lay a solid foundation for completing the annual sales targets. (1) Complete the operation under new framework, and establish new distribution competition benchmarking based on supply chain. (2) Innovate the network topology mode, continue to strengthen the efforts to merger and acquisition and integration, and forge distribution network covering Guangdong and Guangxi. (3) Improve the area platform operation, intensify the subsidiary management, and truly achieve integration operation in Guangdong and Guangxi. (4) Optimize variety and type of operation, rapidly advance the rising business, and realize the promotion for both scale and profits. (5) Accelerate the transformation to profits, forge modern logistic center, and support the increase for distribution business. 3. Important work arrangements of pharmacy division for the next half year Continue to deepen the structure adjustment for pharmacy, comprehensively advance the internationalization strategy, and promote the coordinated development among all enterprises via industry chain. Improve the industry integration operation system, fully integrate resources, boost the management output, and help Zhijun Wanqing 18 and Shenzhen Zhongyao to reduce losses as soon as possible, and practically solve the development imbalance. Meanwhile, strengthen the development of new products, new fields and new markets, rapidly boost the strategy transformation marketing, and research and development, work out bottleneck problems that restrict the industrial development by base construction and lean manufacturing, and guarantee the accomplishment of annual tasks and targets. (1) Improve the control function to large industry platform, plan resources and management output, and promote the balanced development among all enterprises. (2) Accelerate research & development and marketing strategy transformation, strengthen the two core functions, and forge dumbbell platform for pharmacy industry. (3) Speed up the step for structure transformation, form sufficient product echelons, and improve the profitability and capability to resist risks. (4) Make overall plans, plan reasonably, find breakthrough for internal markets and large health markets, and form new development. (5) Take new GMP as a chance to accelerate the base construction, push the technical innovation for workshop, and lay a foundation for future development. Research and development investment and self-dependent innovation of the Company 1. Total investment to research and development The subordinate industrial enterprise of Sinopharm Yizhi pharmacy division continues the technology investment so as to improve the scientific innovation ability. It has invested 35 million Yuan in the first half year of 2012, taking the proportion of 3.71% in the total sales revenues of pharmacy division. 2. Self-dependent innovation (1) Management innovation: The Company convokes science and technology work meeting in every quarter, strengthens the management to project approval, budgeting and scheduling, deepens the responsibility system of projects, and strengthens the process management to research and development; carry out matrix and function synergy for project management, classifies the risks of projects and adjusts along with the environmental changes inside and outside, builds software platform for project management, effectively integrates the internal resources, and unifies the control to remote project scheduling. (2) New drug declaration: the three enterprises of business division takes full advantages of research and development superiority, acquires 7 production approvals in the first half year of 2012, applies for 6 patents, and obtains 3 patent licensing; subsidizes government projects for 340,000.00 Yuan; sets up the 14 new projects, pushes forward the research and development fields from antibiotics to other fields, boosts the development of health products, imports patented products at home and abroad; positively try to enter new fields by external import, merger and acquisition. (3) Technological innovation: Three industry enterprises take production cost as the guidance, introduce new technology and the technical innovation goes smoothly. From January to June of 2012, 7 technical innovations obtain important improvement, optimize the crafts, reduce production costs and enlarge the production capacity. Meanwhile, the Company takes full advantages of industrial chain, combines research and development superiority of Zhijun Pharmacy with the raw material research and development superiority of Wanqing, and positively boosts the matching projects. (4) New market development: The Company is rated as the international leading enterprises of the Chinese pharmaceutical enterprises preparations in 2012. Based on the EU authentication, the Company comprehensively promotes the internationalization, and positively develops EU markets. It makes breakthroughs in international markets, and overseas sales have been substantially promoted. Chemical products are sold to England, Romania, and chemical materials are sold to Russia. The Company obtains 15 overseas registration certificates in 2012, and Dalixin injection wins the bidding in HK consecutively for 7 years. (5) Energy saving and emission reduction: the Company has passed ISO14000 in April, 2012. Meanwhile, the Company continues to standardize the management to energy-consuming equipments, launches much work for energy saving and emission reduction such as transforming the lights on the factory walls to solar lamps so as to reduce energy consumption, comprehensive energy consumption of production value drops by 4% year on year. The difference between the actual operating results of the Company and the profit forecast or operation plan in respect of this reporting period which have been disclosed publicly exceeds 20% (no matter lower or higher) or not: □Yes √No Operation and results analysis for the main subsidiaries and holding companies of the Company 19 1. Shenzhen Zhijun Pharmaceutical Co., Ltd: it is the wholly-owned subsidiary of the company and its registered capital was RMB200.00 Million Yuan. The company mainly conducted the manufacturing, research and development as well as production and operation of chemical, giving priority to producing Respiratory system medication and Anti-infective drug, and the main products included cough medicine for respiratory system and series of Cephalosporins. The total assets were RMB 1,202,138,500 by the end of June 30, 2012, and the income form main business was RMB746, 091,400 in the first half of year 2012, and the realized net profit was RMB154, 554,600. 2. Sinopharm Guangzhou Co., Ltd.: it was the wholly –owned subsidiary of the company, and its registered capital was RMB 400 million, the company mainly operated Traditional Chinese Medicine, Chemical preparation, anti-hydrolysis, biochemical drug, Biologic Products, Diagnosis drugs and biochemical drug for therapeutic diagnosis. The total asset was RMB3, 732,171,000 by the end of June 30, 2012, and the income form main business was RMB 4,767,145,200 in the first half of year 2012, and the realized net profit was RMB 56,500,000. 3. Sinopharm Medicine Holding Guangxi Co., Ltd: it was the wholly –owned subsidiary of the company, and its registered capital was RMB 100 million, the company mainly conducted the import and export of Traditional Chinese Medicine, Chemical preparation, Diagnosis drugs and biochemical drug for therapeutic diagnosis as well as self-operating and acting kinds of commodities and technology as a deputy. The total asset was RMB1, 197,022,500 by the end of June 30, 2012, and the income form main business was RMB 1,006,168,300 in the first half of year 2012,, and the realized net profit was RMB 19,070,500. 4. Shenzhen Main Luck Pharmaceuticals Inc.: it was the joint stock company, and its registered capital was RMB 120 Million Yuan, the company mainly conducted the development, research, production and operation of anticancer drug preparation and Famotidine Injection etc. The total asset was RMB 632,489,500 by the end of June 30, 2012, and income form main business was RMB 285,068,700 in the first half of year 2012, and the realized net profit was RMB 50,570,400. The risk factors which will have negative influence on the future development strategy and the achievement of operating objectives: VI. (I) The risk factors which will have negative influence on the future development strategy and the achievement of operating objectives: 1.The threat from the change of Chinese medical industry policy, and the long boom will exist together with the short-term pain. 2.“Poison capsule affair” will bring attention to the quality and safety of medicine again, which will push the high operation cost of Pharmaceutical enterprise. 3. The continued influence from the policy of anti-hydrolysis limitation, and anti-hydrolysis industry will suffer from repression in a long period of time, and trends to the polarization processing of industry segmentation. 4. Threat from financing pressure and fund chain. 5. Threat from the competitor 6. The deficiency of innovative ability will lead to the slow process of new operational type and new model. 20 1. Main business and operations (1)Statement of main business classified according to industries and products Unit: RMB Increase or Increase or Increase or Classified decrease of decrease of decrease of gross according to Operating Gross profit ratio operating revenue operating cost profit ratio over Operating cost industries or revenue (%) over the last same over the last same the last same products period of last year period of last year period of last year (%) (%) (%) According to industries Medical 958,587,821.60 586,940,582.21 38.77% 3.55% -9.94% 9.17% manufacture Medical 7,732,883,805.68 7,305,030,960.94 5.53% 24.67% 25.26% -0.44% wholesale Medical retail 42,601,423.59 37,631,664 11.67% 27.94% 28.07% -0.1% Logistics and warehousing 13,418,721.21 8,388,634.09 37.49% 24.45% 5.71% 11.08% services Income from lease and training 5,267,755.50 1,936,498.16 63.24% 2.45% 11.17% -2.89% service According to products Cough medicine for respiratory 119,971,315.43 30,955,097.16 74.20% -3.25% 8.65% -2.83% system and Series of 818,010,646.93 550,838,694.61 32.66% 2.19% -5.97% 5.84% Cephalosporins Others 7,814,777,565.22 7,358,134,547.63 5.84% 24.97% 24.53% 0.33% Explanation on main business classified according to industries and products Nil Explanation on major changes of gross profit over same period of last year Logistics and warehousing service: the income from logistics and warehousing service in this period increases compared with the same period last year, and the increase degree exceeds that of cost, which leads to the increase of gross profit margin compared with the same period last year. (2) Main business classified according to areas Unit: RMB Increase/decrease in revenue from Areas Operating revenue operations over the same period of last year (%) Domestic 8,745,190,813.43 22.16% 21 Overseas 7,568,714.15 60.01% Explanation on main business according to areas Nil Explanation on main business institution Nil (3) Explanation on reasons of material changes in main operations and its structure □Applicable √Non-applicable (4) Explanation on reasons of material changes in profitability (gross profit ratio) of main operations compared with that of last year □Applicable √Non-applicable (5) Analysis on reasons of material changes in profit structure compared with the previous year □Applicable √Non-applicable 2. Internal control mechanism related with fair-value measurement □Applicable √Non-applicable 3. Foreign currency financial assets and financial liabilities held □Applicable √Non-applicable (II) Investment of the Company 1. General Application of the raised proceeds □Applicable √Non-applicable 22 2. Commitments on projects of raised funds □Applicable √Non-applicable 23 3. Changes of projects of raised funds □Applicable √Non-applicable 4. Investment on major projects of non-raised funds √Applicable □Non-applicable Initial Amount notice projects of Progress Earnings from the projects disclosed projects date Expansion of 2nd plant of Cephalosporin solid with Phase II of capacity of 1 billion pills/sheet increased annually; Guanlan Base 2011-03-22 25,000.00 43% establish a new production line for sterile pituitary of Zhijun lutropin with capacity of 0.2 billion needles increased Pharmaceutical annually The Phase I expected to approach 6 billion yuan commodity price for operation after put into operating, New Guangxi reserve volume will reaches 150,000 pieces; Phase II will Logistic 2010-03-20 15,466.76 99% gains reserve capacity of 200,000 pieces after completion. Center A transit hub of modern logistic system will generate after project completion. After put into operation officially, the solvent recovery treatment will reaches 85 tons/day, more 15 tons/day than New solvent 2010-12-09 1,821.60 99% the aged plant; moreover, the recovery quality will recovery plant improve, over 8 million yuan cost will save annually expected. Cephalosporin sterile material drugs plan will generate New sterile 2010-12-09 5,934.00 99% more annually capacity of 600 tons; solve the bottle-neck material plant issues for market needs satisfy. The annual capacity of Cefoxitin acid raw material will Plant increase to 50 tons from 25 tons; annual capacity of transformation Cefpirome will increase to 15 tons from 6 tons; annual 2010-12-09 918.00 99% of CXT capacity of Cefixime will increase to 50 tons from 20 Enzymes tons; breakthrough the capacity bottle-neck and supporting the new plant totally. New warehousing area 7000m2 increased; the new solvent New Integrity tank gains a reserve capacity from 80 tons to 900 tons, 2010-12-09 1,152.00 99% warehouse meanwhile, being reserve integrity and tube transit, risk of solvent storage and transport are minimized Sewage Actual treatment ability of sewage will higher to 850 transformation 2010-12-09 11,703.80 40% tons/day from 50 tons/day under circumstance of take project over standards qualified Total 61,996.16 - 24 (III) The modification of Board to the business plan for the second half of the year □Applicable √Non-applicable (IV) Prediction of business performance from January – September 2012 Estimation on accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation on reason √Applicable □Non-applicable Performance estimate: increases greatly. Filled data type of performance estimate □exact quantity √range data The same From the beginning to the end period last Increase/decrease by(%) of next reporting period year Predicted net profit attributable to parent company 33,000 -- 36,900 24,623.8 √increase □decrease 34% -- 50% accumulative (10 thousand yuan) Basic EPS (Yuan/share) 1.145 -- 1.281 0.855 √increase □decrease 34% -- 50% The Company promote strategy implementation steadily, fully improve the management, Notes to performance estimate performance will getting more and more (V) Explanation on “Qualified Opinion” from the Certified Public Accountants in the report period by the Board of Directors □Applicable √Non-applicable (VI) Explanation of the Management on changes and disposal of the issues involved in “Qualified Opinion” from the Certified Public Accountants in the last year by the Board of Directors □Applicable √Non-applicable (VII)Stating the discussion results issued by the Board on changes in the Company’s accounting policies and accounting estimates or reasons for material accounting error correction and influences thereof □ Applicable √ Non-applicable (VIII) Determination and implementation of cash dividend policies of the Company According to requirements of regulation department, the Company revised and perfected the Article of Association on cash dividend, and formulated plan of returning shareholders in future 3 years. This plan was approved and passed in extraordinary shareholders’ meeting in form of special decision. The revision on cash dividend in Article of Association and plan of returning shareholders in future 3 years were in accordance with relative rules and documents. Dividend standard and ratio was clear, decision procedure and mechanism was complete. Independent directors could fully play their responsibility and roles. These offers chance for medium and little shareholders to express opinion and claim. Interests of medium and little shareholders were totally protected. (IX) Plan of profit distribution or capital reserve capitalizing □Applicable √Non-applicable 25 (X) Positive retained profit accumulated at end of 2011 without cash distribution carried out □Applicable √Non-applicable (XI) Establishment and implementation of registration mechanism for insiders For intensifying management of internal information, protecting fairness of information disclosure, protecting legal interests of majority shareholders, the 7th meeting of the 6th session of Board of Directors was held for revising Administration System for Inside Information and Insiders. The revised one was more complete including various aspects of inside information management. In real working, the Company strictly compiled with Administration System for Inside Information and Insiders, making inside information report, confidentiality management, external sending-off and insiders registration and other working. Meanwhile we conducted various methods to implement specialized training and warning education, enhanced responsibility of insiders and self-discipline awareness. Therefore insiders could damage from leaking inside information and using them for internal trade as well as their responsibility for such behaviors. Thus we could prevent things like these from the source. Whether implemented self-examination and accountability on insiders who dealing with stock of the Company as well as derivative products □ Yes √ No Whether custody measurement and administration punishment on listed company and related staff from regulatory authorities in aspect of implementation of registration management mechanism of insiders or inside trading involved or not □Yes √No (XII) Other events disclosed Nil (XIII) Liabilities, credit changes and cash arrangement for debt paying in later year (Only applies to listed company with corporate convertible bonds offered) □Applicable √Non-applicable VII. Significant Event (I)Corporate governance The Company strictly compiled with requirements related to laws and regulations of Company Law, Securities Law and Governing Rules of Listed Company. We consistently complete corporate governance structure, normalizes operation, enhance information management, strive to construct modern corporation system. Presently administration system is complete, operation is normal, corporate governance structure is complete, conforming to requirements of Basic Norms to Inside Control issued by Five Departments Commission and requirements of affiliated guidance. In reporting period, Sino-Pharm Accord actively solidified results of internal control construction, consistently optimized internal control system and operation mechanism, constantly adjusted to various change of the Company surrounding annual internal control goals. Therefore ration of design of internal control system and validity of operation were guaranteed as follows. 1. We completed regulation over risk of internal control management and organization and 2011 Annual Self-Estimation On Internal Control Report. Based on comprehensive conclusion of implementation of internal control normalization, we formulated 2012 working plan for internal control normalization. The plan defined goal, thinking way and plan of annual risk and internal control, including management organization, internal control system and mechanism, self-estimation, internal control audit and information disclosure. Regulation over risk and internal control management and organization mainly combined the change of corporate structure, regulating the constitution and duty of the Company and members of working team for internal control management in business department. Thus we ensure sustainable promotion of implementation of normalization of internal control. 2. We revised and completed documental system of 2012 annual system procedure (internal control) and self-estimation manual on internal control. With establishment of self-estimation standards for internal control by 26 subsidiary Sino-Pharm Group Shenzhen Chinese Medicine Co., Ltd, we realized overall cover among self-estimation standards. We organized specialized and systemic training on new version of system procedure, risk and internal control knowledge, internal control appraisal, self-estimation manual and others. 3. We accomplished 2012 annual checking plan for internal control site and built check-working team for compiling site points and making sure the chosen company. The plan would be implemented during July to August. The Company conducted spot-check on management system and implementation situation through site checking. Thus we surged them to constantly enhance self-management on internal control management system, ensure implementation of strategy and operation goal. Thus overall implementation will be improved. Constant perfection of internal control management mechanism and self-estimation mechanism improved anti-risk ability and ensured a stable and effective operation quality of the Company. (II) Implementation of profit distribution plan, capital reserve capitalizing or shares offering that plan out previously and carry out in this reporting period √Applicable □Non-applicable 2011 profit distribution scheme was passed through discussion in the Shareholders Meeting of 2011 held by the company on Apr. 27, 2012, calculating based on 288,149,400 shares issued, the company paid RMB 1.3 (before tax) of cash dividend per ten shares to all of the shareholders. The profit distribution finished on Jun. 21, 2012, and the company paid RMB 37,684,032.18 of cash dividends actually. 27 (III) Material lawsuits and arbitrations □Applicable √Non-applicable No material lawsuits and arbitrations occurred in this period 28 (IV) Related event of bankruptcy reorganization □Applicable √Non-applicable (V) Equity of other listed company and stock jointly financial enterprise held by the Company 1. Security investment □Applicable √Non-applicable Explanation on security investment 2. Equity of other listed company held by the Company □Applicable √Non-applicable Explanation on equity of other listed company held by the Company 3. Equity of non-listed financial enterprise held by the Company □Applicable √Non-applicable Explanation on equity of non-listed financial enterprise held by the Company 4. Buying and selling shares of other listed company □Applicable √Non-applicable Explanation on shares dealing of other listed company (VI) Assets transaction 29 1. Assets purchased or acquired √Applicable □Non-applicable Net profit Net profit contribute The contribute to the to the listed Whether the proportion of Related relation listed company Whether the company between involving net profit of the with Transaction between the Whether it asset Date for Acquired or Transaction the purchase date to creditor’s asset contribute transaction Counterparty Purchase beginning period to is related Asset pricing property disclosing first swapped-in price the end of report right and debt to listed counterparty or final date the end of transaction principle right is temporary asset (’0000) period(’0000) (for are company (for circs of controller report(’0000) (for or not completely announcement the enterprise completed accounting for related the enterprise transferred merger under same transferred the total transaction) merger under same control) profit(%) control) Evaluating Sinopharm Purchase by book Medicine 100% stake Jan. 9, value of Holding 506 1.03 No Yes Yes 0.003% 2011-12-6 of the 2012 balance sheet Zhaoqing Co., company date on 31 Ltd August 2011 Evaluating Sinopharm Purchase by book Medicine Under the same 99.7% stake value of Holding 450 0.96 Yes Yes Yes 0.003% controlling 2011-12-06 of the Mar. 14, balance sheet Wuzhou Co., 2012 shareholder company date on 30 Ltd June 2011 Sinopharm Purchase Evaluating Apr. Medicine 100% stake 5,600 128.49 No by book Yes Yes 0.418% 2012-03-31 23, 2012 Holding of the value of 30 Jiangmen company balance sheet RenRen Co., date on 31 Ltd July 2011 Notes to assets purchase From the beginning period to Jun. 30, 2012, the company has purchased three companies, during which Sinopharm Medicine Holding Zhaoqing Co., Ltd and Sinopharm Medicine Holding Jiangmen RenRen Co., Ltd were purchased not under the same control, and Sinopharm Medicine Holding Wuzhou Co., Ltd was purchased under the same control. 2. Assets sold □Applicable √Non-applicable Explanation on assets sold Nil 3. Assets replacement □Applicable √Non-applicable Explanation on assets replacement Nil 31 4. Business combination √Applicable □Non-applicable Net (liability)/Assets dated Net profit from dated of combination to 30 June 2012 end of 30 June 2012 Business combination under same control Sinopharm Wuzhou -115,353.36 250,311.18 Business combination under different control Sinopharm Zhaoqing 2,475,950.25 10,291.78 Sinopharm Jiangmen 11,292,546.68 1,284,864.41 5. Progress of the events and their influence on the Company’s operating results and financial status in the report period after the Report on Assets Restructure or Public Notice on Acquisition and Sales of Assets being published □Applicable √Non-applicable (VII) Explanation on shareholding increase proposed or implemented by largest shareholder of the Company and its persons acting in concert in reporting period □Applicable √Non-applicable (VIII) Implementation and its influence of equity incentive □Applicable √Non-applicable (XI) Significant related transaction 32 1. Related transaction related to daily operation √Applicable □Non-applicable Reasons of major Related Related Proportion in Type of Content of Clearing form Influence of Market difference Pricing transaction transaction similar Related party Relationship related related for related profit of the price(10 between principle price (10 amount (10 transactions transaction transaction transaction Company thousand yuan) trading price thousand yuan) thousand yuan) (%) and market reference price Sinopharm Same controlling Commodity Cash settlement Group Hunan Medicine sales Market price 5,524.88 5,524.88 0.63% Note 1 5,524.88 N/A shareholder sales etc. Co., Ltd. Jiangmen Renren Control by key Commodity Cash settlement Medical supervisor of Medicine sales Market price 16.88 16.88 0.00% Note 1 16.88 N/A sales etc. Equipment Co., subsidiary Ltd. Foshan Nanhai New Medicine Same controlling Commodity Cash settlement & Special Medicine sales Market price 5,104.1 5,104.1 0.58% Note 1 5,104.1 N/A shareholder sales etc. Medicine Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Beijing Medicine sales Market price 4,260.17 4,260.17 0.49% Note 1 4,260.17 N/A shareholder sales etc. Co., Ltd. Guangdong Accord Same controlling Commodity Cash settlement Medicine sales Market price 4,114.39 4,114.39 0.47% Note 1 4,114.39 N/A Pharmacy Co., shareholder sales etc. Ltd. 33 Sinopharm Same controlling Commodity Cash settlement Group Hubei Medicine sales Market price 4,221.1 4,221.1 0.48% Note 1 4,221.1 N/A shareholder sales etc. Co., Ltd. China National Sout-west Same controlling Commodity Cash settlement Medicine sales Market price 4,196.39 4,196.39 0.48% Note 1 4,196.39 N/A Medicine Co., shareholder sales etc. Ltd. Chongqing Subsidiary of Yaoyou Commodity Cash settlement FOSUN Medicine sales Market price 4,012.31 4,012.31 0.46% Note 1 4,012.31 N/A Pharmaceutical sales etc. Medicines Co., Ltd. Sinopharm Group (Tianjin) Oriental Same controlling Commodity Cash settlement Medicine sales Market price 2,431.56 2,431.56 0.28% Note 1 2,431.56 N/A Bookcom shareholder sales etc. Medicine Co., Ltd. Sinopharm Group Beijing Same controlling Commodity Cash settlement Medicine sales Market price 2,363.66 2,363.66 0.27% Note 1 2,363.66 N/A Huahong Co., shareholder sales etc. Ltd. Sinopharm Same controlling Commodity Cash settlement Group Hainan Medicine sales Market price 2,150.16 2,150.16 0.25% Note 1 2,150.16 N/A shareholder sales etc. etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Medicine sales Market price 1,824.09 1,824.09 0.21% Note 1 1,824.09 N/A shareholder sales etc. Shenyang Co., 34 Ltd. Foshan Nanhai Same controlling Commodity Cash settlement Medicine CO., Medicine sales Market price 1,543.6 1,543.6 0.18% Note 1 1,543.6 N/A shareholder sales etc. Ltd. Guangxi Accord Same controlling Commodity Cash settlement Medicine sales Market price 1,524.92 1,524.92 0.17% Note 1 1,524.92 N/A Pharmacy shareholder sales etc. Chain Co.,Ltd. Sinopharm Same controlling Commodity Cash settlement Group Ningxia Medicine sales Market price 1,526.55 1,526.55 0.17% Note 1 1,526.55 N/A shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Zhejiang Medicine sales Market price 1,434.26 1,434.26 0.16% Note 1 1,434.26 N/A shareholder sales etc. Co., Ltd. Sinopharm Group Hebei Same controlling Commodity Cash settlement Medicine sales Market price 1,420.59 1,420.59 0.16% Note 1 1,420.59 N/A Medicine Co., shareholder sales etc. Ltd. Sinopharm Group Xinjiang New & Special Same controlling Commodity Cash settlement Medicine sales Market price 1,420.46 1,420.46 0.16% Note 1 1,420.46 N/A Western shareholder sales etc. Medicine Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Medicine sales Market price 1,351.38 1,351.38 0.15% Note 1 1,351.38 N/A Group shareholder sales etc. 35 Distribution Center Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Tianjin Medicine sales Market price 1,305.3 1,305.3 0.15% Note 1 1,305.3 N/A shareholder sales etc. Co., Ltd Sinopharm Controlling Commodity Cash settlement Medicine sales Market price 1,245.75 1,245.75 0.14% Note 1 1,245.75 N/A Group Co., Ltd. shareholder sales etc. China National Xinjiang New & Special Same controlling Commodity Cash settlement Medicine sales Market price 1,241.23 1,241.23 0.14% Note 1 1,241.23 N/A Western shareholder sales etc. Medicine Co., Ltd. Sinopharm Le-Ren-Tang Same controlling Commodity Cash settlement Medicine sales Market price 1,240.94 1,240.94 0.14% Note 1 1,240.94 N/A Medicine Co., shareholder sales etc. Ltd. Sinopharm Same controlling Commodity Cash settlement Group Yunnan Medicine sales Market price 1,184.37 1,184.37 0.14% Note 1 1,184.37 N/A shareholder sales etc. Co., Ltd Sinopharm Group Same controlling Commodity Cash settlement Medicine sales Market price 1,159.86 1,159.86 0.13% Note 1 1,159.86 N/A Shandong Co., shareholder sales etc. Ltd Sinopharm Same controlling Commodity Medicine sales Market price 1,118.79 1,118.79 0.13% Cash settlement Note 1 1,118.79 N/A 36 Group Shanxi shareholder sales etc. Co., Ltd Sinopharm Group Hainan Same controlling Commodity Cash settlement Medicine sales Market price 1,045.83 1,045.83 0.12% Note 1 1,045.83 N/A Hongyi Co., shareholder sales etc. Ltd Sinopharm Same controlling Commodity Cash settlement Group Gansu Medicine sales Market price 900.12 900.12 0.10% Note 1 900.12 N/A shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Nantong Medicine sales Market price 842.78 842.78 0.10% Note 1 842.78 N/A shareholder sales etc. Co., Ltd. Sinopharm Group Same controlling Commodity Cash settlement Medicine sales Market price 711.26 711.26 0.08% Note 1 711.26 N/A Wenzhou Co., shareholder sales etc. Ltd. Guangdong Dong Fang Same controlling Commodity Cash settlement Uptodate & Medicine sales Market price 686.29 686.29 0.08% Note 1 686.29 N/A shareholder sales etc. Special Medicines Co., Sinopharm Group Same controlling Commodity Cash settlement Medicine sales Market price 672.75 672.75 0.08% Note 1 672.75 N/A Chongqing Co., shareholder sales etc. Ltd. Sinopharm Same controlling Commodity Medicine sales Market price 622.8 622.8 0.07% Cash settlement Note 1 622.8 N/A 37 Group Fujian shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Jiangsu Medicine sales Market price 589.2 589.2 0.07% Note 1 589.2 N/A shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Fuzhou Medicine sales Market price 561.17 561.17 0.06% Note 1 561.17 N/A shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Jinzhou Medicine sales Market price 545.92 545.92 0.06% Note 1 545.92 N/A shareholder sales etc. Co., Ltd. China National Medicines Same controlling Commodity Cash settlement Medicine sales Market price 439.78 439.78 0.05% Note 1 530.13 N/A Corporation shareholder sales etc. Ltd. Sinopharm Same controlling Commodity Cash settlement Group Henan Medicine sales Market price 378.72 378.72 0.04% Note 1 378.72 N/A shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Shanxi Medicine sales Market price 297.52 297.52 0.03% Note 1 297.52 N/A shareholder sales etc. Co., Ltd. Sinopharm Group Same controlling Commodity Cash settlement Medicine sales Market price 263.64 263.64 0.03% Note 1 263.64 N/A Heilongjiang shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Medicine sales Market price 254.26 254.26 0.03% Cash settlement Note 1 254.26 N/A 38 Group Jilin shareholder sales etc. Co., Ltd. Sinopharm Group Inner Same controlling Commodity Cash settlement Medicine sales Market price 207.85 207.85 0.02% Note 1 207.85 N/A Mongolia Co., shareholder sales etc. Ltd. Sinopharm Same controlling Commodity Cash settlement Group Anhui Medicine sales Market price 186.2 186.2 0.02% Note 1 186.2 N/A shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Xuzhou Medicine sales Market price 179.22 179.22 0.02% Note 1 179.22 N/A shareholder sales etc. Co., Ltd. Shanghai Subsidiary of Zhaohui Commodity Cash settlement FOSUN Medicine sales Market price 157.18 157.18 0.02% Note 1 157.18 N/A Pharmaceutical sales etc. Medicines Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Ningde Medicine sales Market price 155.43 155.43 0.02% Note 1 155.43 N/A shareholder sales etc. Co., Ltd. Chinese-Wester n Medicine Branch of Same controlling Commodity Cash settlement Medicine sales Market price 141.25 141.25 0.02% Note 1 141.25 N/A Sinopharm shareholder sales etc. Group Jiangsu Co., Ltd. Sichuan Hexin Subsidiary of Commodity Medicine sales Market price 137.51 137.51 0.02% Cash settlement Note 1 137.51 N/A 39 Medicines Co., FOSUN sales etc. ltd. Medicines Sinopharm Same controlling Commodity Cash settlement Group Longyan Medicine sales Market price 135.66 135.66 0.02% Note 1 135.66 N/A shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Guizhou Medicine sales Market price 128.81 128.81 0.01% Note 1 128.81 N/A shareholder sales etc. Co., Ltd. Guangdong Same ultimate South Medicine Commodity Cash settlement controlling Medicine sales Market price 121.77 121.77 0.01% Note 1 121.77 N/A Foreign Trade sales etc. shareholder Co., ltd. China National Medicine Same controlling Commodity Cash settlement Medicine sales Market price 121.68 121.68 0.01% Note 1 121.68 N/A Corporation shareholder sales etc. Ltd. Sinopharm Same controlling Commodity Cash settlement Group Suzhou Medicine sales Market price 118.11 118.11 0.01% Note 1 118.11 N/A shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Taizhou Medicine sales Market price 116.38 116.38 0.01% Note 1 116.38 N/A shareholder sales etc. Co., Ltd. Sinopharm Group Tianjin Same controlling Commodity Cash settlement Medicine sales Market price 104.6 104.6 0.01% Note 1 104.6 N/A Northern shareholder sales etc. Medicines Co., 40 Ltd. Sinopharm Group Same controlling Commodity Cash settlement Medicine sales Market price 92.51 92.51 0.01% Note 1 92.51 N/A Yancheng Co., shareholder sales etc. Ltd. Sinopharm Same controlling Commodity Cash settlement Group Wuxi Medicine sales Market price 92.42 92.42 0.01% Note 1 92.42 N/A shareholder sales etc. Co., Ltd. Sinopharm Group Merro Same controlling Commodity Cash settlement Medicine sales Market price 86.86 86.86 0.01% Note 1 86.86 N/A (Dalian) Co., shareholder sales etc. Ltd. Sinopharm Group Hunan Same controlling Commodity Cash settlement Deyuan Medicine sales Market price 83.51 83.51 0.01% Note 1 83.51 N/A shareholder sales etc. Medicines Co., Ltd. Sinopharm Group Same controlling Commodity Cash settlement Medicine sales Market price 78.81 78.81 0.01% Note 1 78.81 N/A NanjingCo., shareholder sales etc. Ltd. Sinopharm Group Same controlling Commodity Cash settlement Medicine sales Market price 78.26 78.26 0.01% Note 1 78.26 N/A Zhangzhou shareholder sales etc. Co., Ltd. China National Same ultimate Commodity Medicine sales Market price 72.38 72.38 0.01% Cash settlement Note 1 72.38 N/A 41 Weiqida controlling sales etc. Pharmaceutical shareholder Co., Ltd. Guangzhou Accord Same controlling Commodity Cash settlement Medicine sales Market price 37.74 37.74 0.00% Note 1 37.74 N/A Pharmacy shareholder sales etc. Chain Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Yantai Medicine sales Market price 35.1 35.1 0.00% Note 1 35.1 N/A shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Putian Medicine sales Market price 34.5 34.5 0.00% Note 1 34.5 N/A shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Jiangxi Medicine sales Market price 31.64 31.64 0.00% Note 1 31.64 N/A shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Wuhu Medicine sales Market price 27.29 27.29 0.00% Note 1 27.29 N/A shareholder sales etc. Co., Ltd. Sinopharm Group Xinjiang Uptodate & Same controlling Commodity Cash settlement Medicine sales Market price 22.33 22.33 0.00% Note 1 22.33 N/A Special Keshi shareholder sales etc. Pharmaceutical Co., Ltd. Sinopharm Same controlling Commodity Medicine sales Market price 22.26 22.26 0.00% Cash settlement Note 1 22.26 N/A 42 Group shareholder sales etc. Changzhou Medicine Logistics Center Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Jinan Medicine sales Market price 17.15 17.15 0.00% Note 1 17.15 N/A shareholder sales etc. Co., Ltd. Dalian Branch of Sinopharm Same controlling Commodity Cash settlement Group Medicine sales Market price 15.47 15.47 0.00% Note 1 15.47 N/A shareholder sales etc. Shenyang Co., Ltd. China National Shanghai Same controlling Commodity Cash settlement Likang Medicine sales Market price 12.67 12.67 0.00% Note 1 12.67 N/A shareholder sales etc. Pharmaceutical Co., Ltd Sinopharm Same controlling Commodity Cash settlement Group Anqing Medicine sales Market price 11.77 11.77 0.00% Note 1 11.77 N/A shareholder sales etc. Co., Ltd. Heilongjiang Sinopharm Same ultimate Commodity Cash settlement Crude controlling Medicine sales Market price 9.44 9.44 0.00% Note 1 9.44 N/A sales etc. Medicine Co., shareholder Ltd. 43 Sinopharm Group Same controlling Commodity Cash settlement Medicine sales Market price 7.3 7.3 0.00% Note 1 7.3 N/A Changzhou shareholder sales etc. Co., Ltd. Sinopharm Group Xinjiang Same controlling Commodity Cash settlement Hami Medicine sales Market price 5.82 5.82 0.00% Note 1 5.82 N/A shareholder sales etc. Pharmaceutical Co., ltd. Sinopharm Group Xinjiang Uptodate & Same controlling Commodity Cash settlement Special Medicine sales Market price 5.79 5.79 0.00% Note 1 5.79 N/A shareholder sales etc. Ginseng Pharmaceutical Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Sanming Medicine sales Market price 4.46 4.46 0.00% Note 1 4.46 N/A shareholder sales etc. Co., Ltd. Zhongkeqi Imp Same ultimate & Exp Commodity Cash settlement controlling Medicine sales Market price 4.44 4.44 0.00% Note 1 4.44 N/A Shenzhen Co., sales etc. shareholder ltd. Sinopharm Same controlling Commodity Cash settlement Group Lishui Medicine sales Market price 3.78 3.78 0.00% Note 1 3.78 N/A shareholder sales etc. Co., Ltd. 44 China National Xinjiang Uptodate & Same controlling Commodity Cash settlement Special Medicine sales Market price 3.27 3.27 0.00% Note 1 3.27 N/A shareholder sales etc. Karamay Pharmaceutical Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Qujin Medicine sales Market price 1.91 1.91 0.00% Note 1 1.91 N/A shareholder sales etc. Co., Ltd. Sinopharm Group Xinjiang Same controlling Commodity Cash settlement Yili Tongde Medicine sales Market price 1.71 1.71 0.00% Note 1 1.71 N/A shareholder sales etc. Pharmaceutical Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Qinghai Medicine sales Market price 0.98 0.98 0.00% Note 1 0.98 N/A shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Jinzhou Medicine sales Market price 0.83 0.83 0.00% Note 1 0.83 N/A shareholder sales etc. Co., Ltd. Sinopharm Xinjiang Korla Same controlling Commodity Cash settlement Medicine sales Market price 0.3 0.3 0.00% Note 1 0.3 N/A Pharmaceutical shareholder sales etc. Co., ltd. Taizhou Branch Same controlling Commodity Medicine sales Market price 0.14 0.14 0.00% Cash settlement Note 1 0.14 N/A of Sinopharm 45 Group Jiangsu shareholder sales etc. Co., Ltd. Sinopharm Same controlling Commodity Cash settlement Group Siping Medicine sales Market price 0.14 0.14 0.00% Note 1 0.14 N/A shareholder sales etc. Co., Ltd. Distribution Guangdong Distribution and and Accord Same controlling transportation Cash settlement transportation Market price 20.68 20.68 0.00% Note 1 20.68 N/A Pharmacy Co., shareholder service charge etc. service charge Ltd. received received Distribution Guangdong Distribution and and Accord Same controlling transportation Cash settlement transportation Market price 123.67 123.67 0.01% Note 1 123.67 N/A Pharmacy Co., shareholder service charge etc. service charge Ltd. received received Distribution China National Distribution and and Medicines Same controlling transportation Cash settlement transportation Market price 511.05 511.05 0.06% Note 1 511.05 N/A Corporation shareholder service charge etc. service charge Ltd. received received Distribution China National Distribution and and Medicines Same controlling transportation Cash settlement transportation Market price 90.35 90.35 0.01% Note 1 90.35 N/A Corporation shareholder service charge etc. service charge Ltd. received received Shenzhen Main Affiliated Meeting Meeting Cash settlement Market price 13.56 13.56 0.00% Note 1 13.56 N/A Luck company training training service etc. 46 Pharmaceutical service income s Inc. income Guangxi Accord Same controlling Income from Income from Cash settlement Market price 56.63 56.63 8.94% Note 1 56.63 N/A Pharmacy shareholder house leasing house leasing etc. Chain Co.,Ltd. Guangxi Accord Same controlling Income from Income from Cash settlement Market price 3.21 3.21 0.51% Note 1 3.21 N/A Pharmacy shareholder house leasing house leasing etc. Chain Co.,Ltd. Shenzhen Accord Same controlling Income from Income from Cash settlement Market price 23.48 23.48 3.70% Note 1 23.48 N/A Medicine shareholder house leasing house leasing etc. Chain CO, ltd. Shenzhen Accord Same controlling Income from Income from Cash settlement Market price 2.7 2.7 0.43% Note 1 2.7 N/A Medicine shareholder house leasing house leasing etc. Chain CO, ltd. Guangzhou Accord Same controlling Income from Income from Cash settlement Market price 25.68 25.68 4.05% Note 1 25.68 N/A Pharmacy shareholder house leasing house leasing etc. Chain Co., Ltd. China National Shanghai Same ultimate Income from Income from Cash settlement Medical controlling Market price 9.64 9.64 1.52% Note 1 9.64 N/A house leasing house leasing etc. Divices Co., shareholder Ltd 47 Guangxi Accord Same controlling Income from Income from Cash settlement Market price 13.98 13.98 2.21% Note 1 13.98 N/A Pharmacy shareholder house leasing house leasing etc. Chain Co.,Ltd. Foshan Nanhai New Medicine Same controlling Commodity Medicine Cash settlement & Special Market price 82.18 82.18 0.01% Note 1 82.18 N/A shareholder purchased purchased etc. Medicine Co., Ltd. Foshan Nanhai Same controlling Commodity Medicine Cash settlement Medicine CO., Market price 15.79 15.79 0.00% Note 1 15.79 N/A shareholder purchased purchased etc. Ltd. Guangdong Dong Fang Same controlling Commodity Medicine Cash settlement Uptodate & Market price 222.69 222.69 0.03% Note 1 222.69 N/A shareholder purchased purchased etc. Special Medicines Co., Guangdong Same ultimate South Medicine Commodity Medicine Cash settlement controlling Market price 715.87 715.87 0.09% Note 1 715.87 N/A Foreign Trade purchased purchased etc. shareholder Co., ltd. Guangdong Accord Same controlling Commodity Medicine Cash settlement Market price 8.18 8.18 0.00% Note 1 8.18 N/A Pharmacy Co., shareholder purchased purchased etc. Ltd. Guilin Subsidiary of Commodity Medicine Market price 15.28 15.28 0.00% Cash settlement Note 1 15.28 N/A Pharmaceutical FOSUN 48 Co., Ltd. Medicines purchased purchased etc. China National Medicines Same controlling Commodity Medicine Cash settlement Guorui Market price 1.24 1.24 0.00% Note 1 1.24 N/A shareholder purchased purchased etc. Pharmaceutical Co., Ltd. China National Chemical Same controlling Commodity Medicine Cash settlement Reagent Market price 19.35 19.35 0.00% Note 1 19.35 N/A shareholder purchased purchased etc. Suchou Co., ltd. China National Chemical Same controlling Commodity Medicine Cash settlement Market price 48.14 48.14 0.01% Note 1 48.14 N/A Reagent Co., shareholder purchased purchased etc. Ltd. China National Same ultimate Union Medical Commodity Medicine Cash settlement controlling Market price -0.36 -0.36 0.00% Note 1 -0.36 N/A Devices Co., purchased purchased etc. shareholder ltd. China National Shanghai Same ultimate Commodity Medicine Cash settlement Medical controlling Market price 2.16 2.16 0.00% Note 1 2.16 N/A purchased purchased etc. Divices Co., shareholder Ltd China National Same ultimate Commodity Medicine Cash settlement Weiqida controlling Market price 672 672 0.09% Note 1 672 N/A purchased purchased etc. Pharmaceutical shareholder 49 Co., Ltd. China National Medicines Same controlling Commodity Medicine Cash settlement Market price 10,912.7 10,912.7 1.42% Note 1 10,912.7 N/A Corporation shareholder purchased purchased etc. Ltd. Sinopharm Same controlling Commodity Medicine Cash settlement Group Beijing Market price 244.05 244.05 0.03% Note 1 244.05 N/A shareholder purchased purchased etc. Co., Ltd. Sinopharm Group Same controlling Commodity Medicine Cash settlement Distribution Market price 42,918.64 42,918.64 5.57% Note 1 42,918.64 N/A shareholder purchased purchased etc. Center Co., Ltd. Sinopharm Same controlling Commodity Medicine Cash settlement Group Fujian Market price 354.48 354.48 0.05% Note 1 354.48 N/A shareholder purchased purchased etc. Co., Ltd. Sinopharm controlling Commodity Medicine Cash settlement Market price 18,916.3 18,916.3 2.45% Note 1 18,916.3 N/A Group Co., Ltd. shareholder purchased purchased etc. Sinopharm Same controlling Commodity Medicine Cash settlement Group Guizhou Market price 578.15 578.15 0.07% Note 1 578.15 N/A shareholder purchased purchased etc. Co., Ltd. Sinopharm Same controlling Commodity Medicine Cash settlement Group Hainan Market price 29.44 29.44 0.00% Note 1 29.44 N/A shareholder purchased purchased etc. Co., Ltd. Sinopharm Same controlling Commodity Medicine Cash settlement Market price 6.77 6.77 0.00% Note 1 6.77 N/A Group Hunan shareholder purchased purchased etc. 50 Co., Ltd. Sinopharm Group Same controlling Commodity Medicine Cash settlement Market price 0.35 0.35 0.00% Note 1 0.35 N/A Zhangzhou shareholder purchased purchased etc. Co., Ltd. Has major Qinghai influence from Commodity Medicine Cash settlement Pharmaceutical Market price 410.89 410.89 0.05% Note 1 410.89 N/A controlling purchased purchased etc. Co., ltd. shareholder Handan Moluo Subsidiary of Commodity Medicine Cash settlement Pharmaceutical FOSUN Market price 2.56 2.56 0.00% Note 1 2.56 N/A purchased purchased etc. Co., ltd. Medicines Huarui 集团 Affiliated Commodity Medicine Cash settlement Pharmaceutical Market price 3,939.17 3,939.17 0.51% Note 1 3,939.17 N/A company purchased purchased etc. Co., ltd. Jiangsu Wanban Subsidiary of Commodity Medicine Cash settlement Medicines FOSUN Market price 725.77 725.77 0.09% Note 1 725.77 N/A purchased purchased etc. Marketing Co., Medicines ltd. Lanzhou Same ultimate Bio-Tech Commodity Medicine Cash settlement controlling Market price 26.51 26.51 0.00% Note 1 26.51 N/A Development purchased purchased etc. shareholder Co., Ltd. Shanghai Subsidiary of Commodity Medicine Cash settlement Market price -0.11 -0.11 0.00% Note 1 -0.11 N/A Zhaohui FOSUN purchased purchased etc. 51 Pharmaceutical Medicines Co., Ltd. Shanghai Same ultimate Modern Commodity Medicine Cash settlement controlling Market price 29.97 29.97 0.00% Note 1 29.97 N/A Pharmaceutical purchased purchased etc. shareholder Ltd. Shenzhen Accord Same controlling Commodity Medicine Cash settlement Market price 1.19 1.19 0.00% Note 1 1.19 N/A Medicine shareholder purchased purchased etc. Chain CO, ltd. Shenzhen Main Luck Affiliated Commodity Medicine Cash settlement Market price 1,951.11 1,951.11 0.25% Note 1 1,951.11 N/A Pharmaceutical company purchased purchased etc. s Inc. Shenzhen Wanwei Subsidiary of Commodity Medicine Cash settlement Medicines Affiliated Market price 407.92 407.92 0.05% Note 1 407.92 N/A purchased purchased etc. Trading Co., company Ltd. Shenyang Subsidiary of Hongqi Commodity Medicine Cash settlement FOSUN Market price 2.7 2.7 0.00% Note 1 2.7 N/A Pharmacy Co., purchased purchased etc. Medicines ltd Sichuan Same ultimate Jiangyou ZBFZ Commodity Medicine Cash settlement controlling Market price 2.08 2.08 0.00% Note 1 2.08 N/A Technology purchased purchased etc. shareholder Development 52 Co., ltd. Yichang Humanwell 国控 Affiliated Commodity Medicine Cash settlement Market price 3.31 3.31 0.00% Note 1 3.31 N/A Pharmaceutical company purchased purchased etc. Co., Ltd. Yunnan Crude Same ultimate Commodity Medicine Cash settlement Medicine Co., controlling Market price 26.37 26.37 0.00% Note 1 26.37 N/A purchased purchased etc. Ltd. shareholder China Otsuka Affiliated Commodity Medicine Cash settlement Pharmaceutical company of the Market price 9.73 9.73 0.00% Note 1 9.73 N/A purchased purchased etc. Co., ltd. Group Chongqing Subsidiary of Haisiman Commodity Medicine Cash settlement FOSUN Market price 508.17 508.17 0.07% Note 1 508.17 N/A Pharmaceutical purchased purchased etc. Medicines LTD Chongqing Subsidiary of Yaoyou Commodity Medicine Cash settlement FOSUN Market price 494 494 0.06% Note 1 494 N/A Pharmaceutical purchased purchased etc. Medicines Co., Ltd. Sinopharm Same controlling Commodity Medicine Cash settlement Group Putian Market price 79.81 79.81 0.01% Note 1 79.81 N/A shareholder purchased purchased etc. Co., Ltd. Sinopharm Same controlling Commodity Medicine Cash settlement Group Suzhou Market price 1.28 1.28 0.00% Note 1 1.28 N/A shareholder purchased purchased etc. Co., Ltd. Sinopharm Same controlling Commodity Medicine Market price 12.53 12.53 0.00% Cash settlement Note 1 12.53 N/A 53 Group Yunnan shareholder purchased purchased etc. Co., Ltd Shanghai Modern Hasen Same ultimate Commodity Medicine Cash settlement (Shangqiu) controlling Market price 8.04 8.04 0.00% Note 1 8.04 N/A purchased purchased etc. Pharmaceutical shareholder Co., Ltd. A-Think Same controlling Commodity Medicine Cash settlement Pharmaceutical Market price 12.23 12.23 0.00% Note 1 12.23 N/A shareholder purchased purchased etc. Co., Ltd. Distributionad China National Distributionadn n Medicines Same controlling transportation Cash settlement transportatio Market price 74.62 74.62 0.01% Note 1 74.62 N/A Corporation shareholder service charge etc. n service Ltd. paid charge paid Reed Same ultimate Sinopharm Exhibition Exhibition Cash settlement controlling Market price 1.92 1.92 3.52% Note 1 1.92 N/A Exhibitions charge paid charge paid etc. shareholder Co., LTD China National Medicines Same controlling House leasing House leasing Cash settlement Market price 354 354 65.38% Note 1 354 N/A Corporation shareholder charge paid charge paid etc. Ltd. China National Medicines Same controlling Equipment Equipment Cash settlement Market price 438.75 438.75 81.04% Note 1 438.75 N/A Corporation shareholder leasing paid leasing paid etc. Ltd. 54 Key supervisor House leasing House leasing Cash settlement Peng Jianxiong Market price 3.12 3.12 0.00% Note 1 3.12 N/A of subsidiary charge paid charge paid etc. Minority House leasing House leasing Cash settlement Wang yang shareholder of Market price 19.8 19.8 3.66% Note 1 19.8 N/A charge paid charge paid etc. subsidiary Sinopharm controlling Entrust loan Entrust loan Cash settlement Market price 539.06 539.06 51.56% Note 1 539.06 N/A Group Co., Ltd. shareholder interest paid interest paid etc. Sinopharm controlling Entrust loan Entrust loan Cash settlement Market price 456.09 456.09 43.62% Note 1 456.09 N/A Group Co., Ltd. shareholder interest paid interest paid etc. Sinopharm controlling Entrust loan Entrust loan Cash settlement Market price 50.37 50.37 4.82% Note 1 50.37 N/A Group Co., Ltd. shareholder interest paid interest paid etc. Discount Discount Sinopharm controlling Cash settlement buy-paid of buy-paid of Market price 111.33 111.33 19.02% Note 1 111.33 N/A Group Co., Ltd. shareholder etc. note paid note paid Sinopharm Group Discount Discount Same controlling Cash settlement Distribution buy-paid of buy-paid of Market price 171.35 171.35 29.28% Note 1 171.35 N/A shareholder etc. Center Co., note paid note paid Ltd. Total -- -- 158,198.03 -- -- -- -- -- Details of major sold-goods return N/A Necessity and sustainable of related transaction as well as reasons There have been continuous related transaction between the company and each related company due to the need of production and of related transaction with related parties(not with other marketing operation, and it will exist in a longer period of time. dealers) Influence on independence of listed company from related No influence on the independence of listed company from the above related transactions. 55 transaction Dependence on related parties by Company as well as relevant It is indispensable of the related transaction between the company and the above related company, and it is also necessary for the solutions (If applicable) normal production and operation, so it belongs to normal related transaction. “Case discussion on the daily related transaction between the company and its subsidiaries and the related parties in 2012” was Actual implementation of those amount that predicted in this period by category for daily related transaction passed through discussion in the shareholders meeting on April 27, 2012, the sales and purchase of related parties accounted for 42.83% and 46.9% of its total estimated amount of the whole year respectively during the reporting period. Explanation on related transactions N/A Note1: no bad influence on profit of the Company from related transactions above mentioned Related transactions concerned with routine operations Commodity sales and labor service provided to related party Commodity purchased fromadn receiving labor service from related party Related party Transaction amount (10 thousand Transaction amount (10 thousand Proportion in similar transaction (%) Proportion in similar transaction (%) yuan) yuan) Jiangmen Renren Medical Equipment Co., 16.88 0.00% Ltd. Foshan Nanhai New Medicine & Special 5,104.1 0.58% 82.18 0.01% Medicine Co., Ltd. Foshan Nanhai Medicine CO., Ltd. 1,543.6 0.18% 15.79 0.00% Guangdong Dong Fang Uptodate & Special 686.29 0.08% 222.69 0.03% Medicines Co., Guangdong South Medicine Foreign Trade 121.77 0.01% 715.87 0.09% Co., ltd. Guangdong Accord Pharmacy Co., Ltd. 4114.39 0.47% 8.18 0.00% Guangdong Accord Pharmacy Co., Ltd. 20.68 0.00% 56 Guangdong Accord Pharmacy Co., Ltd. 123.67 0.01% Guangxi Accord Pharmacy Chain Co.,Ltd. 1,524.92 0.17% Guangzhou Accord Pharmacy Chain Co., 37.74 0.00% Ltd. Qinghai Pharmaceutical Co., Ltd. 410.89 0.05% Guilin Pharmaceutical CO., ltd. 15.28 0.00% China National Medicines Guorui 0.00% 1.24 Pharmaceutical Co., Ltd. China National Chemical Reagent Suchou 19.35 0.00% Co., ltd. China National Chemical Reagent Co., Ltd. 48.14 0.01% China National Union Medical Devices Co., -0.36 0.00% ltd. China National Shanghai Likang 12.67 0.00% Pharmaceutical Co., Ltd China National Shanghai Medical Divices 2.16 0.00% Co., Ltd China National Weiqida Pharmaceutical Co., 72.38 0.01% 672 0.09% Ltd. China National Sout-west Medicine Co., Ltd. 4,196.39 0.48% 0 0.00% China National Xinjiang Uptodate & Special 3.27 0.00% Karamay Pharmaceutical Co., Ltd. China National Xinjiang New & Special 1,241.23 0.14% Western Medicine Co., Ltd. 57 China National Medicines Corporation Ltd. 439.78 0.05% China National Medicines Corporation Ltd. 90.35 0.01% 10,912.7 1.42% China National Medicines Corporation Ltd. 511.05 0.06% 74.62 0.01% Sinopharm Group (Tianjin) Oriental 2,431.56 0.28% Bookcom Medicine Co., Ltd. Sinopharm Group Anhui Co., Ltd. 186.2 0.02% Sinopharm Group Anqing Co., Ltd. 11.77 0.00% Sinopharm Group Beijing Huahong Co., Ltd. 2,363.66 0.27% Sinopharm Group Beijing Co., Ltd. 4,260.17 0.49% 244.05 0.03% Sinopharm Group Changzhou Medicine 22.26 0.00% Logistics Center Co., Ltd. Sinopharm Group Changzhou Co., Ltd. 7.3 0.00% Sinopharm Group Distribution Center Co., 1,351.38 0.15% 42,918.64 5.57% Ltd. Sinopharm Group Fujian Co., Ltd. 622.8 0.07% 354.48 0.05% Sinopharm Group Fuzhou Co., Ltd. 561.17 0.06% Sinopharm Group Gansu Co., Ltd. 900.12 0.10% Sinopharm Group Co., Ltd. 1,245.75 0.14% 18,916.3 2.45% Sinopharm Group Guizhou Co., Ltd. 128.81 0.01% 578.15 0.07% China National Medicine Corporation Ltd. 121.68 0.01% Sinopharm Group Hainan Hongyi Co., Ltd 1,045.83 0.12% Sinopharm Group Hainan Co., Ltd. 2,150.16 0.25% 29.44 0.00% Sinopharm Group Hebei Medicine Co., Ltd. 1,420.59 0.16% 58 Sinopharm Group Henan Co., Ltd. 378.72 0.04% Sinopharm Group Heilongjiang Co., Ltd. 263.64 0.03% Sinopharm Group Hubei Co., Ltd. 4,221.1 0.48% Sinopharm Group Hunan Deyuan Medicines 83.51 0.01% Co., Ltd. Sinopharm Group Hunan Co., Ltd. 5,524.88 0.63% 6.77 0.00% Sinopharm Group Jilin Co., Ltd. 254.26 0.03% Sinopharm Group Jinan Co., Ltd. 17.15 0.00% Sinopharm Group Jiangsu Co., Ltd. 589.2 0.07% Taizhou Branch of Sinopharm Group Jiangsu 0.14 0.00% Co., Ltd. Chines-Wester Medicine Branch of 141.25 0.02% Sinopharm Group Jiangsu Co., Ltd. Sinopharm Group Jiangxi Co., Ltd. 31.64 0.00% Sinopharm Group Jinzhou Co., Ltd. 545.92 0.06% Sinopharm Group Jinzhou Co., Ltd. 0.83 0.00% Sinopharm Group Lishui Co., Ltd. 3.78 0.00% Sinopharm Group Longyan Co., Ltd. 135.66 0.02% Sinopharm Group Merro (Dalian) Co., Ltd. 86.86 0.01% Sinopharm Group Inner Mongolia Co., Ltd. 207.85 0.02% Sinopharm Group NanjingCo., Ltd. 78.81 0.01% Sinopharm Group Nantong Co., Ltd. 842.78 0.10% Sinopharm Group Ningde Co., Ltd. 155.43 0.02% 59 Sinopharm Group Ningxia Co., Ltd. 1,526.55 0.17% Sinopharm Group Putian Co., Ltd. 34.5 0.00% 79.81 0.01% Sinopharm Group Qinghai Co., Ltd. 0.98 0.00% Sinopharm Group Qujin Co., Ltd. 1.91 0.00% Sinopharm Group Sanming Co., Ltd. 4.46 0.00% Sinopharm Group Shandong Co., Ltd 1,159.86 0.13% Sinopharm Group Shanxi Co., Ltd. 297.52 0.03% Sinopharm Group Shanxi Co., Ltd 1,118.79 0.13% Sinopharm Group Shenyang Co., Ltd. 1,824.09 0.21% Dalian Branch of Sinopharm Group 0.00% 15.47 Shenyang Co., Ltd. Sinopharm Group Siping Co., Ltd. 0.14 0.00% Sinopharm Group Suzhou Co., Ltd. 118.11 0.01% 1.28 0.00% Sinopharm Group Taizhou Co., Ltd. 116.38 0.01% Sinopharm Group Tianjin Northern 104.6 0.01% Medicines Co., Ltd. Sinopharm Group Tianjin Co., Ltd 1,305.3 0.15% Sinopharm Group Wenzhou Co., Ltd. 711.26 0.08% Sinopharm Group Wuxi Co., Ltd. 92.42 0.01% Sinopharm Group Wuhu Co., Ltd. 27.29 0.00% Sinopharm Group Xinjiang Hami 0.00% 5.82 Pharmaceutical Co., ltd. Sinopharm Group Xinjiang Uptodate & 5.79 0.00% 60 Special Ginseng Pharmaceutical Co., Ltd. Sinopharm Group Xinjiang Uptodate & 0.00% 22.33 Special Keshi Pharmaceutical Co., Ltd. Sinopharm Group Xinjiang New & Special 1,420.46 0.16% Western Medicine Co., Ltd. Sinopharm Group Xinjiang Yili Tongde 0.00% 1.71 Pharmaceutical Co., Ltd. Sinopharm Group Xinyu Co., Ltd. 0.00% Sinopharm Group Xuzhou Co., Ltd. 179.22 0.02% Sinopharm Group Yantai Co., Ltd. 35.1 0.00% Sinopharm Group Yancheng Co., Ltd. 92.51 0.01% Sinopharm Group Yunnan Co., Ltd 1,184.37 0.14% 12.53 0.00% Sinopharm Group Zhangzhou Co., Ltd. 78.26 0.01% 0.35 0.00% Sinopharm Group Zhejiang Co., Ltd. 1,434.26 0.16% Sinopharm Group Chongqing Co., Ltd. 672.75 0.08% Sinopharm Le-Ren-Tang Medicine Co., Ltd. 1,240.94 0.14% Reed Sinopharm Exhibitions Co., LTD 1.92 3.52% Sinopharm Xinjiang Korla Pharmaceutical 0.3 0.00% Co., ltd. A-Think Pharmaceutical Co., Ltd. 12.23 0.00% Handan Moluo Pharmaceutical Co., ltd. 2.56 0.00% Heilongjiang Sinopharm Crude Medicine 9.44 0.00% Co., Ltd. 61 Huarui Pharmaceutical Co., ltd. 3,939.17 0.51% Jiangsu Wanban Medicines Marketing Co., 725.77 0.09% ltd. Lanzhou Bio-Tech Development Co., Ltd. 26.51 0.00% Shanghai Zhaohui Pharmaceutical Co., Ltd. 157.18 0.02% -0.11 0.00% Shanghai Modern Hasen (Shangqiu) 0.00% 8.04 Pharmaceutical Co., Ltd. Shanghai Modern Pharmaceutical Ltd. 29.97 0.00% Shenzhen Accord Pharmacy Chain Co., ltd 1.19 0.00% Shenzhen Main Luck Pharmaceuticals Inc. 13.56 0.00% Shenzhen Main Luck Pharmaceuticals Inc. 1,951.11 0.25% Shenzhen Wanwei Medicines Trading Co., 407.92 0.05% Ltd. Shenyang Hongqi Pharmacy Co., ltd 2.7 0.00% Sichuan Hexin Medicines Co., ltd. 137.51 0.02% Sichuan Jiangyou ZBFZ Technology 0.00% 2.08 Development Co., ltd. Yichang Humanwell Pharmaceutical Co., 0.00% 3.31 Ltd. Yunnan Crude Medicine Co., Ltd. 26.37 0.00% China Otsuka Pharmaceutical Co., ltd. 9.73 0.00% Zhongkeqi Imp & Exp Shenzhen Co., ltd. 4.44 0.00% Chongqing Haisiman PharmaceuticalLTD 508.17 0.07% 62 Chongqing Yaoyou Pharmaceutical Co., Ltd. 4,012.31 0.46% 494 0.06% Total 71,423.67 8.09% 84,495.17 14.44% Including: related transaction 666.435 million yuan generated from the commodity sales or labor service offering to controlling shareholder and its subsidiary from the Company 2. Related transaction incurred by purchase or sales of assets √Applicable □Non-applicable Major reasons Evaluation Book value of for difference price of net Influence on net assets for Purchasing between Earnings from asset for Settlement operation Type of Content of purchased price (10 transfer price assets transfer Pricing Related party Relationship related related purchased way for results and principle company (10 thousand and book (10 thousand transaction transaction company (10 transactions fiancnial thousand yuan) value or yuan) thousand status yuan) evaluation yuan) price 99.7% Net profit equityof attributable to Sinopharm shareholder of Group listed Guangdong Wuzhou Co., Evaluation by company for Dong Fang Same Ltd. held book value of Sinopharm Uptodate & Equity Cash controlling byGuangdon balance sheet -20.54 451.33 450 N/A Wuzhou in 0 Special transactions settlement shareholder g Dong Fang dated 30 June Jan. to June Medicines Uptodate & 2011 2012 Co., Special amounting to Medicines 9,587.19 Co was yuan; owners’ purchased equity 63 attributable to shareholder of listed company in June 2012 amounting to-115,007.3 yuan Notes to the related transaction resulted from asset purchase and sales N/A 3. Significant related transaction from jointly investment outside □Applicable √Non-applicable 4. Current related liabilities and debts √Applicable □Non-applicable Fund offer to listed company from related party( 10 thousand Fund offer to related party ( 10 thousand yuan) yuan) Related party Relationship Balance at Amount Paymen Balance at Interest Interest Balance at Amount Paymen Balance at Interest Interest period-begin occurred t period-end income cost period-begin occurred t period-end income cost Account receivable: Same controlling 6,144.8 Sinopharm Group Hunan Co., Ltd. 2,172.86 6,464.11 2,492.09 shareholder 8 Chongqing Yaoyou Pharmaceutical Co., Subsidiary of FOSUN 1,968 4,694.4 5,051.2 1,611.20 Ltd. Medicines Same controlling 5,442.8 Sinopharm Group Beijing Co., Ltd. 1,686.26 4,984.39 1,227.82 shareholder 3 Sinopharm Group Hubei Co., Ltd. Same controlling 1,487.16 4,937.96 5,393.0 1,032.09 64 shareholder 3 China National Sout-west Medicine Co., Same controlling 4,826.2 1,387.1 4,909.78 1,470.60 Ltd. shareholder 8 Foshan Nanhai New Medicine & Special Same controlling 5,676.6 1,372.41 5,971.79 1,667.57 Medicine Co., Ltd. shareholder 3 2,220.6 Sinopharm Group Co., Ltd. 控股股东 1,334.11 1,457.27 570.72 6 Same controlling Guangdong Accord Pharmacy Co., Ltd. 1,267.81 4,955.1 5,193.4 1,029.51 shareholder Same controlling 2,321.2 Sinopharm Group Shenyang Co., Ltd. 1,209.68 2,068.89 957.34 shareholder 3 Same controlling 2,069.9 Guangxi Accord Pharmacy Chain Co.,Ltd. 911.43 1,779.55 621.00 shareholder 8 China National Xinjiang New & Special Same controlling 1,828.4 881.03 1,452.24 504.80 Western Medicine Co., Ltd. shareholder 7 Sinopharm Group Beijing Huahong Co., Same controlling 2,601.5 706.92 2,765.48 870.85 Ltd. shareholder 5 Same controlling 2,218.4 Sinopharm Group Hainan Co., Ltd. 698.13 2,515.64 995.32 shareholder 5 Sinopharm Le-Ren-Tang Medicine Co., Same controlling 1,864.1 684.93 1,451.9 272.69 Ltd. shareholder 4 Same controlling 1,736.2 Sinopharm Group Tianjin Co., Ltd 656.59 1,533.44 453.82 shareholder 1 Sinopharm Group (Tianjin) Oriental Same controlling 2,767.9 614.38 2,844.78 691.22 Bookcom Medicine Co., Ltd. shareholder 4 65 Same controlling Sinopharm Group Fujian Co., Ltd 592.51 728.51 1,293.4 27.62 shareholder Same controlling 1,750.2 Sinopharm Group Yunnan Co., Ltd 578.88 1,417.48 246.14 shareholder 2 Same controlling 1,670.0 Sinopharm Group Zhejiang Co., Ltd. 559.1 1,677.74 566.82 shareholder 2 Same controlling 1,210.1 Sinopharm Group Hainan Hongyi Co., Ltd 431.6 1,223.62 445.04 shareholder 8 Same controlling 1,723.5 Sinopharm Group Hebei Medicine Co., Ltd. 362.82 1,652.57 291.81 shareholder 8 Sinopharm Group Xinjiang New & Special Same controlling 1,614.7 355.3 1,661.94 402.47 Western Medicine Co., Ltd. shareholder 7 Guangdong Dong Fang Uptodate & Special Same controlling 315.04 802.96 869.3 248.70 Medicines Co., shareholder Same controlling 1,730.3 Foshan Nanhai Medicine CO., Ltd. 275.87 1,802.76 348.28 shareholder 5 Same controlling 1,292.6 Sinopharm Group Shandong Co., Ltd 272.86 1,369.98 350.20 shareholder 4 Sinopharm Group Distribution Center Co., Same controlling 1,370.8 266.4 1,579.93 475.48 Ltd. shareholder 5 Same controlling Sinopharm Group Jinzhou Co., Ltd. 215.72 634.46 763.17 87.01 shareholder Same controlling China National Medicines Corporation Ltd. 191.49 511.05 384.26 318.28 shareholder Sinopharm Group Ningxia Co., Ltd. Same controlling 163.55 1,786.06 1,483.9 465.71 66 shareholder Same controlling Sinopharm Group Shanxi Co., Ltd. 147.98 346.8 413.06 81.72 shareholder Same controlling Sinopharm Group Wenzhou Co., Ltd. 131.42 828.42 746.36 213.48 shareholder Same controlling China National Medicine Corporation Ltd. 124.77 604.9 655.66 74.01 shareholder Same controlling Sinopharm Group Jiangsu Co., Ltd. 120.53 689.37 665.92 143.98 shareholder Same controlling China National Medicine Corporation Ltd. 89.85 139.09 145.94 83.00 shareholder Same controlling Sinopharm Group Shanxi Co., Ltd 84.84 1,272.79 907.08 450.55 shareholder Sinopharm Group Tianjin Northern Same controlling 77.23 132.33 164.05 45.51 Medicines Co., Ltd. shareholder Same controlling Sinopharm Group Henan Co., Ltd. 76.74 443.1 456.93 62.91 shareholder Same controlling Sinopharm Group Fuzhou Co., Ltd. 73.17 654.39 664.21 63.35 shareholder Same controlling Sinopharm Group Inner Mongolia Co., Ltd. 61.14 243.19 233.22 71.11 shareholder Same controlling Sinopharm Group Gansu Co., Ltd. 54.73 1,053.13 959.69 148.17 shareholder Same controlling Sinopharm Group Jilin Co., Ltd. 51.15 297.48 263.27 85.36 shareholder 67 Subsidiary of FOSUN Shanghai Zhaohui Pharmaceutical Co., Ltd. 47.98 183.9 174.1 57.78 Medicines Same controlling Sinopharm Group Longyan Co., Ltd. 45.07 158.23 183.03 20.27 shareholder Same controlling Sinopharm Group Chongqing Co., Ltd. 44.82 787.12 507.96 323.98 shareholder Same ultimate Guangdong South Medicine Foreign Trade controlling 40.84 142.47 147 36.31 Co., ltd. shareholder Same controlling Sinopharm Group Heilongjiang Co., Ltd. 37.76 308.46 217.04 129.18 shareholder Same controlling Sinopharm Group Suzhou Co., Ltd. 37.61 138.19 129.13 46.67 shareholder Dalian Branch of Sinopharm Group Same controlling 36.9 18.1 45.95 9.05 Shenyang Co., Ltd. shareholder Same controlling Sinopharm Group Taizhou Co., Ltd. 28.95 135.21 127.74 36.42 shareholder Same controlling Sinopharm Group Guizhou Co., Ltd. 27.81 150.71 151.27 27.25 shareholder Same controlling Sinopharm Group Xuzhou Co., Ltd. 27.04 205.84 171.12 61.76 shareholder Same controlling Sinopharm Group Wuxi Co., Ltd. 25.12 106.2 109.11 22.21 shareholder Guangzhou Accord Pharmacy Chain Co., Same controlling 23.03 44.15 52.28 14.90 Ltd. shareholder 68 Same controlling Sinopharm Group Merro (Dalian) Co., Ltd. 21.96 101.62 84.39 39.19 shareholder Same controlling Sinopharm Group Zhangzhou Co., Ltd. 20 91.43 76.57 34.86 shareholder Same controlling Sinopharm Group NanjingCo., Ltd. 13.92 45.17 43.29 15.80 shareholder Same controlling Sinopharm Group Yancheng Co., Ltd. 9.53 108.1 95.2 22.43 shareholder Same ultimate China National Weiqida Pharmaceutical controlling 8.61 93.29 8.61 93.29 Co., Ltd. shareholder Same controlling Sinopharm Group Ningde Co., Ltd. 4.32 181.67 132.2 53.79 shareholder Same controlling Sinopharm Group Anshun Co., Ltd. 3.56 0.00 3.56 0.00 shareholder Same controlling Sinopharm Group Changzhou Co., Ltd. 3.4 8.54 5.47 6.47 shareholder Sinopharm Group Changzhou Medicine Same controlling 2.88 25.35 21.07 7.16 Logistics Center Co., Ltd. shareholder Same controlling Sinopharm Group Lishui Co., Ltd. 1.49 4.29 3.8 1.98 shareholder Same controlling Sinopharm Group Jiangxi Co., Ltd. 0.95 36.83 32.37 5.41 shareholder Same controlling Sinopharm Group Sanming Co., Ltd. 0.26 5.22 5.48 0.00 shareholder 69 Same ultimate Zhongkeqi Imp & Exp Shenzhen Co., ltd. controlling 0.24 5.2 5.44 0.00 shareholder Same controlling Sinopharm Group Qujin Co., Ltd. 0.03 2.23 2.26 0.00 shareholder Same controlling Sinopharm Group Nantong Co., Ltd. 0.00 986.05 729.85 256.20 shareholder Same controlling Sinopharm Group Anhui Co., Ltd. 0.00 217.86 197.06 20.80 shareholder Chinese-Western Medicine Branch of Same controlling 0.00 165.26 58.5 106.76 Sinopharm Group Jiangsu Co., Ltd. shareholder Subsidiary of FOSUN Sichuan Hexin Medicines Co., ltd. 0.00 160.89 133.91 26.98 Medicines Sinopharm Group Hunan Deyuan Same controlling 0.00 97.37 88.39 8.98 Medicines Co., Ltd. shareholder Same controlling Sinopharm Group Yantai Co., Ltd. 0.00 40.6 25.52 15.08 shareholder Same controlling Sinopharm Group Putian Co., Ltd. 0.00 40.36 30.38 9.98 shareholder Same controlling Sinopharm Group Wuhu Co., Ltd. 0.00 37.21 25.96 11.25 shareholder Sinopharm Group Xinjiang Uptodate & Same controlling 0.00 26.13 22.12 4.01 Special Keshi Pharmaceutical Co., Ltd. shareholder Same controlling Sinopharm Group Jinan Co., Ltd. 0.00 20.07 20.07 0.00 shareholder 70 China National Shanghai Likang Same controlling 0.00 14.82 14.82 Pharmaceutical Co., Ltd shareholder Same controlling Sinopharm Group Anqing Co., Ltd. 0.00 13.77 9.47 4.30 shareholder Sinopharm Group Xinjiang Hami Same controlling 0.00 6.81 0.8 6.01 Pharmaceutical Co., ltd. shareholder China National Xinjiang Uptodate & Same controlling 0.00 3.83 3.83 0.00 Special Karamay Pharmaceutical Co., Ltd. shareholder Sinopharm Group Xinjiang Uptodate & Same controlling 0.00 3.51 3.51 0.00 Special Ginseng Pharmaceutical Co., Ltd. shareholder Same ultimate Heilongjiang Sinopharm Crude Medicine controlling 0.00 2.27 2.27 0.00 Co., Ltd. shareholder Sinopharm Group Xinjiang Yili Tongde Same controlling 0.00 2 2.00 Pharmaceutical Co., Ltd. shareholder Same controlling Sinopharm Group Qinghai Co., Ltd. 0.00 1.15 0.86 0.29 shareholder Same controlling Sinopharm Group Jinzhou Co., Ltd. 0.00 0.83 0.83 0.00 shareholder Sinopharm Xinjiang Korla Pharmaceutical Same controlling 0.00 0.35 0.35 0.00 Co., ltd. shareholder Taizhou Branch of Sinopharm Group Same controlling 0.00 0.17 0.17 0.00 Jiangsu Co., Ltd. shareholder Same controlling Sinopharm Group Siping Co., Ltd. 0.00 0.17 0.17 0.00 shareholder 71 Control by key Jiangmen Renren Medical Equipment Co., supervisor of 0.00 19.76 21.95 -2.19 Ltd. subsidiary Other account receivable: 0.00 Same controlling China National Medicines Corporation Ltd. 121.5 0.00 0.00 121.50 shareholder Guangzhou Accord Pharmacy Chain Co., Same controlling 0.00 25.75 25.75 0.00 Ltd. shareholder Shenzhen Main Luck Pharmaceuticals Inc. Affiliated company 0.00 13.56 13.56 0.00 Same ultimate China National Shanghai Medical Divices controlling 0.00 9.67 9.67 0.00 Co., Ltd shareholder Shenzhen Wanwei Medicines Trading Co., Subsidiary of 0.00 1.99 1.99 0.00 Ltd. Affiliated company The company owned by minority Shenzhen Jiufeng Investment Co., ltd 0.00 18.17 18.17 0.00 shareholder of subsidiary Control by key Jiangmen Renren Medical Equipment Co., supervisor of 0.00 968.46 968.46 0.00 Ltd. subsidiary Note receivable: 0.00 Chongqing Yaoyou Pharmaceutical Co., Subsidiary of FOSUN 2,164.8 2,952 3,645.6 1,471.20 Ltd. Medicines Sinopharm Group Hunan Co., Ltd. Same controlling 670.2 6,145.35 6,597.2 218.34 72 shareholder 1 Same controlling Sinopharm Group Tianjin Co., Ltd 474.74 423.65 739.48 158.91 shareholder Same controlling 4,631.7 Sinopharm Group Hubei Co., Ltd. 256.62 4,573.69 198.53 shareholder 8 Same controlling 1,542.9 Sinopharm Group Hainan Co., Ltd. 203.57 1,608.6 269.20 shareholder 7 Same controlling 2,442.2 Guangdong Accord Pharmacy Co., Ltd. 185.41 2,678.06 421.25 shareholder 2 China National Sout-west Medicine Co., Same controlling 144.1 964.61 875.04 233.67 Ltd. shareholder Same controlling Guangxi Accord Pharmacy Chain Co.,Ltd. 47.46 370.02 355.03 62.45 shareholder Same controlling Sinopharm Group Chongqing Co., Ltd. 44.33 505.7 515.35 34.68 shareholder Same controlling Sinopharm Group Jiangsu Co., Ltd. 30 30 0.00 shareholder Same controlling Sinopharm Group Xuzhou Co., Ltd. 25.44 265.13 220.54 70.03 shareholder Same controlling Sinopharm Group Fuzhou Co., Ltd. 10.86 311.49 311.73 10.62 shareholder Same controlling Sinopharm Group Yancheng Co., Ltd. 10.09 6.67 16.76 0.00 shareholder Sinopharm Group Guoda Pharmacy Same controlling 6.83 56.55 63.38 0.00 Shenyang Chain Co., Ltd. shareholder 73 Same controlling Sinopharm Group Shenyang Co., Ltd. 4.02 207.4 155.42 56.00 shareholder Same controlling Sinopharm Group Yantai Co., Ltd. 2.28 21.4 23.68 0.00 shareholder Subsidiary of FOSUN Sichuan Hexin Medicines Co., ltd. 0.00 1,180.8 1,180.8 0.00 Medicines Same controlling Sinopharm Group Gansu Co., Ltd. 0.00 861.98 807.17 54.81 shareholder Same controlling Sinopharm Group Hebei Medicine Co., Ltd. 0.00 841.01 756.96 84.05 shareholder Same controlling Sinopharm Group Henan Co., Ltd. 0.00 351.3 351.3 0.00 shareholder Same controlling Sinopharm Group Shanxi Co., Ltd 0.00 307.02 150 157.02 shareholder Same controlling Sinopharm Group Anhui Co., Ltd. 0.00 197.06 197.06 0.00 shareholder Same controlling Sinopharm Group Fujian Co., Ltd. 0.00 143 143 0.00 shareholder Same controlling Sinopharm Group Longyan Co., Ltd. 0.00 95.58 95.58 0.00 shareholder Same controlling Sinopharm Guangzhou Co., Ltd. 0.00 81.7 81.7 0.00 shareholder Sinopharm Group Hunan Deyuan Same controlling 0.00 79.63 78.63 1.00 Medicines Co., Ltd. shareholder Sinopharm Group Zhangzhou Co., Ltd. Same controlling 0.00 74.35 20 54.35 74 shareholder Same controlling Sinopharm Group Taizhou Co., Ltd. 0.00 69.1 69.1 0.00 shareholder China National Xinjiang New & Special Same controlling 0.00 65 65 0.00 Western Medicine Co., Ltd. shareholder Chinese –Wester Medicine Branch of Same controlling 0.00 58.5 53.5 5.00 Sinopharm Group Jiangsu Co., Ltd. shareholder Same controlling Sinopharm Group NanjingCo., Ltd. 0.00 46.56 46.56 0.00 shareholder Sinopharm Group Beijing Huahong Co., Same controlling 0.00 35.13 35.13 Ltd. shareholder Same ultimate China National Pharmaceutical Foreign controlling 0.00 23.6 23.6 0.00 Trade Corp. shareholder Same controlling China National Medicine Corporation Ltd. 0.00 20.9 20.90 shareholder Same controlling Sinopharm Group Jinan Co., Ltd. 0.00 20.22 20.22 0.00 shareholder Same controlling Sinopharm Group Wuhu Co., Ltd. 0.00 12.83 12.83 shareholder Same controlling Sinopharm Group Tongliao Co., Ltd. 0.00 10 10 0.00 shareholder Same controlling Sinopharm Group Jiangxi Co., Ltd. 0.00 2.02 2.02 0.00 shareholder Sinopharm Group Anqing Co., Ltd. Same controlling 0.00 1.99 1.99 0.00 75 shareholder Same controlling Sinopharm Group Heilongjiang Co., Ltd. 0.00 1.12 1.12 0.00 shareholder Account paid in advance: 0.00 Affiliated company of Qinghai Pharmaceutical 305.36 410.75 397.89 318.22 Sinopharm Group China National Pharmaceutical Group Ultimate controlling 5 0.00 0.00 5.00 Corp. shareholder Subsidiary of FOSUN Handan Moluo Pharmaceutical Co., ltd. 1.11 -1.11 0.00 0.00 Medicines Same controlling Sinopharm Group Suzhou Co., Ltd. 0.95 -0.95 0.00 0.00 shareholder Same controlling Shenzhen Accord Pharmacy Chain Co., ltd 0.58 0.72 1.3 0.00 shareholder Same controlling Sinopharm Group Zhangzhou Co., Ltd. 0.35 -0.35 0.00 0.00 shareholder Yichang Humanwell Pharmaceutical Co., Affiliated company of 0.21 2.87 2.88 0.20 Ltd. Sinopharm Group Affiliated company of Huarui Pharmaceutical Co., ltd. 0.01 23.33 23.34 0.00 the Group Chengde Fujingkang Pharmaceutical Group Subsidiary of FOSUN 0.00 59.2 59.2 0.00 Co., Ltd. Medicines Same ultimate Lanzhou Bio-Tech Development Co., Ltd. controlling 0.00 16.96 16.96 0.00 shareholder 76 Same ultimate Shanghai Modern Hasen (Shangqiu) controlling 0.00 12.01 11.38 0.63 Pharmaceutical Co., Ltd. shareholder Sinopharm Group Distribution Center Co., Same controlling 0.00 9.43 9.43 0.00 Ltd. shareholder Subsidiary of FOSUN Guilin Pharmaceutical Co., Ltd. 0.00 6.4 6.4 0.00 Medicines China National Chemical Reagent Suchou Same controlling 0.00 5.75 0.00 5.75 Co., ltd. shareholder Same controlling Guangdong Accord Pharmacy Co., Ltd. 0.00 3.39 2 1.39 shareholder Same ultimate Reed Sinopharm Exhibitions Co., LTD controlling 0.00 1.92 1.92 0.00 shareholder Controlling Sinopharm Group Co., Ltd. 0.00 0.05 0.05 0.00 shareholder Same ultimate China National Union Medical Devices controlling 0.00 0.03 0.00 0.03 Co., ltd. shareholder Account payable: Sinopharm Group Distribution Center Co., Same controlling 103,665. 103,147 12,376.63 12,894.44 Ltd. shareholder 16 .35 Controlling 46,461.6 49,727. Sinopharm Group Co., Ltd. 7,462.69 4,197.38 shareholder 9 00 China National Medicines Corporation Ltd. Same controlling 2,301.39 25,007.4 24,546. 2,762.07 77 shareholder 1 73 4,615.1 Shenzhen Main Luck Pharmaceuticals Inc. Affiliated company 594.08 4,546.51 525.43 6 Affiliated company of 8,101.7 Huarui Pharmaceutical Co., ltd. 507.24 8,852.09 1,257.56 the Group 7 Same ultimate China National Weiqida Pharmaceutical controlling 278.31 786.25 798.34 266.22 Co., Ltd. shareholder Jiangsu Wanban Medicines Marketing Co., Subsidiary of FOSUN 1,640.0 262.77 1,651.96 274.65 ltd. Medicines 8 Chongqing Yaoyou Pharmaceutical Co., Subsidiary of FOSUN 246.21 1,073.74 1,110.52 209.43 Ltd. Medicines Shenzhen Wanwei Medicines Trading Co., Subsidiary of 1,010.2 209.06 978.46 177.29 Ltd. affiliated company 3 Subsidiary of FOSUN Chongqing Haisiman PharmaceuticalLTD 188.45 1,084.50 999.25 273.70 Medicines Same controlling 1,364.4 Sinopharm Group Guizhou Co., Ltd. 181.38 1,339.80 156.77 shareholder 1 Guangdong Dong Fang Uptodate & Special Same controlling 173.40 565.43 716.57 22.26 Medicines Co., shareholder Same ultimate Guangdong South Medicine Foreign Trade 1,240.5 controlling 153.63 1,454.51 367.58 Co., ltd. 6 shareholder Same controlling Sinopharm Group Beijing Co., Ltd. 53.63 543.17 585.65 11.15 shareholder 78 Same controlling Guangdong Accord Pharmacy Co., Ltd. 43.35 77.22 120.57 0.00 shareholder Same ultimate Shanghai Modern Pharmaceutical Ltd. controlling 11.58 62.99 58.20 16.37 shareholder Same ultimate China National Corp. of Traditional & controlling 20.10 0.00 20.10 0.00 Herbal Medicine shareholder Foshan Nanhai New Medicine & Special Same controlling 17.81 202.72 210.65 9.88 Medicine Co., Ltd. shareholder Same controlling China National Medicines Corporation Ltd. 12.88 74.62 69.12 18.38 shareholder Same controlling Foshan Nanhai Medicine CO., Ltd. 8.63 45.67 51.21 3.09 shareholder Subsidiary of FOSUN Guilin Pharmaceutical Co., Ltd. 7.75 28.52 28.01 8.26 Medicines Same controlling Sinopharm Group Fujian Co., Ltd. 5.24 831.74 621.71 215.27 shareholder Subsidiary of FOSUN Handan Moluo Pharmaceutical Co., ltd. 4.25 -1.42 1.25 1.58 Medicines Same ultimate China National Shanghai Medical Divices controlling 4.06 7.49 9.89 1.66 Co., Ltd shareholder Subsidiary of FOSUN Shenyang Hongqi Pharmacy Co., ltd 2.98 6.03 7.14 1.87 Medicines 79 Yichang Humanwell Pharmaceutical Co., Affiliated company of 2.62 5.98 6.16 2.44 Ltd. Sinopharm Group Subsidiary of FOSUN Shanghai Zhaohui Pharmaceutical Co., Ltd. 2.41 1.07 1.62 1.86 Medicines China National Chemical Reagent Suchou Same controlling 2.32 22.64 20.50 4.46 Co., ltd. shareholder Jiangsu Wanbang Bio-Chemical Subsidiary of FOSUN 1.49 0.00 0.00 1.49 Pharmaceutical Co., ltd. Medicines Shanghai Serum Biological Technology Affiliated company of 1.07 0.00 0.00 1.07 Co., Ltd. the Group Same ultimate China National Beijing Medical Devices controlling 0.88 0.00 0.00 0.88 Co., ltd. shareholder Affiliated company of China Otsuka Pharmaceutical Co., ltd. 0.75 19.37 9.21 10.91 the Group China National Medicines Guorui Same controlling 0.49 2.90 2.60 0.79 Pharmaceutical Co., Ltd. shareholder Same ultimate Shanghai Institution of Pharmaceutical controlling 0.37 0.00 0.23 0.14 Industry shareholder Same ultimate China National Medical Equipment and controlling 0.35 0.00 0.00 0.35 Supplies Imp& Exp Shenzhen Corp. shareholder Sichuan Jiangyou ZBFZ Technology Same ultimate 0.21 2.05 2.22 0.04 Development Co., ltd. controlling 80 shareholder Shanghai Fosun Long March Medical Subsidiary of FOSUN 0.18 0.00 0.00 0.18 Science Co., Ltd. Medicines Same ultimate China National Union Medical Devices controlling 0.16 -0.53 -0.37 0.00 Co., ltd. shareholder Same ultimate China National Pharmaceutical Foreign controlling 0.09 0.00 0.00 0.09 Trade Corp. shareholder National Medicines Prospect Dentech 国控 Affiliated 0.01 0.00 0.00 0.01 (Beijing) Co., Ltd. company Same controlling Sinopharm Group Putian Co., Ltd. 0.00 186.75 186.75 0.00 shareholder Same controlling China National Chemical Reagent Co., Ltd. 0.00 68.70 46.55 22.15 shareholder Same controlling Sinopharm Group Hainan Co., Ltd. 0.00 66.92 44.92 22.00 shareholder Same ultimate Yunnan Crude Medicine Co., Ltd. controlling 0.00 29.80 29.80 0.00 shareholder Same ultimate Lanzhou Bio-Tech Development Co., Ltd. controlling 0.00 19.04 19.04 0.00 shareholder Same controlling A-Think Pharmaceutical Co., Ltd. 0.00 33.25 18.94 14.31 shareholder 81 Same ultimate Shanghai Modern Hasen (Shangqiu) controlling 0.00 14.04 14.04 0.00 Pharmaceutical Co., Ltd. shareholder Same controlling Sinopharm Group Yunnan Co., Ltd 0.00 27.20 12.53 14.67 shareholder Same controlling Sinopharm Group Hunan Co., Ltd. 0.00 14.69 6.77 7.92 shareholder Xiamen Xingsha Huaideju Medicine Co., Affiliated company of 0.00 0.11 0.00 0.11 Ltd. Sinopharm Group Same controlling Shenzhen Accord Pharmacy Chain Co., ltd 0.00 0.08 0.00 0.08 shareholder Subsidiary of FOSUN Shanghai Forsun Pharmaceutical Co., Ltd. 0.00 0.02 0.00 0.02 Medicines Same controlling Sinopharm Group Suzhou Co., Ltd. 0.00 -3.97 -3.97 0.00 shareholder Note payable: 0.00 0.00 0.00 0.00 Controlling 10,779.0 18,017. Sinopharm Group Co., Ltd. 10,615.09 3,376.68 shareholder 1 42 Sinopharm Group Distribution Center Co., Same controlling 19,099.6 2,772.5 2,772.58 19,099.65 Ltd. shareholder 5 8 Same controlling 1,635.1 China National Medicines Corporation Ltd. 1,635.15 0.00 0.00 shareholder 5 Jiangsu Wanban Medicines Marketing Co., Subsidiary of FOSUN 307.20 236.07 408.05 135.22 ltd. Medicines Chongqing Haisiman PharmaceuticalLTD Subsidiary of FOSUN 171.34 366.78 353.58 184.54 82 Medicines Same ultimate China National Weiqida Pharmaceutical controlling 150.00 678.60 150.00 678.60 Co., Ltd. shareholder Shenzhen Main Luck Pharmaceuticals Inc. Affiliated company 119.79 679.61 712.01 87.39 Chongqing Yaoyou Pharmaceutical Co., Subsidiary of FOSUN 89.55 170.12 212.59 47.08 Ltd. Medicines China National Chemical Reagent Suchou Same controlling 33.26 20.50 33.26 20.50 Co., ltd. shareholder Subsidiary of FOSUN Guilin Pharmaceutical Co., Ltd. 11.22 0.00 11.22 0.00 Medicines Same controlling Sinopharm Group Fujian Co., Ltd. 6.20 0.00 6.20 0.00 shareholder Same ultimate Shanghai Modern Pharmaceutical Ltd. controlling 3.37 1.90 5.27 0.00 shareholder Shenzhen Wanwei Medicines Trading Co., Subsidiary of 0.00 34.18 34.18 0.00 Ltd. affiliated company Account received in advance 0.00 0.00 0.00 0.00 Same controlling Sinopharm Group NanjingCo., Ltd. 0.78 0.00 0.00 0.78 shareholder Same controlling Sinopharm Group Hunan Co., Ltd. 0.04 0.04 0.09 -0.01 shareholder Foshan Nanhai New Medicine & Special Same controlling 1,000.0 0.00 1,000.00 0.00 Medicine Co., Ltd. shareholder 0 83 Same ultimate China National Weiqida Pharmaceutical controlling 0.00 161.95 161.95 0.00 Co., Ltd. shareholder Same controlling Guangxi Accord Pharmacy Chain Co.,Ltd. 0.00 13.98 13.98 0.00 shareholder Sinopharm Group Xinjiang Uptodate & Same controlling 0.00 1.35 1.35 0.00 Special Ginseng Pharmaceutical Co., Ltd. shareholder Same controlling Sinopharm Group Hebei Medicine Co., Ltd. 0.00 27.89 0.00 27.89 shareholder Same controlling Sinopharm Group Taizhou Co., Ltd. 0.00 1.65 0.00 1.65 shareholder Same controlling Sinopharm Group Jinan Co., Ltd. 0.00 0.15 0.00 0.15 shareholder Other payables: 0.00 0.00 0.00 0.00 Guangdong Dong Fang Uptodate & Special Same controlling 490.00 135.00 490.00 135.00 Medicines Co., shareholder Controlling Sinopharm Group Co., Ltd. 373.07 20.00 0.00 393.07 shareholder China Naitonal Pharmaceutical Shanghai Same controlling 166.04 0.00 0.00 166.04 Co., shareholder Same ultimate China National Corp. of Traditional & controlling 130.00 20.00 0.00 150.00 Herbal Medicine shareholder China National Corp. of Wuhan Medicine Same ultimate 60.00 0.00 44.00 16.00 Institution controlling 84 shareholder China National Chemical Reagent Suchou Same controlling 16.00 0.30 16.30 0.00 Co., ltd. shareholder Same ultimate Zhongkeqi Imp & Exp Shenzhen Co., ltd. controlling 0.00 4.45 4.45 0.00 shareholder Same controlling Guangxi Accord Pharmacy Chain Co.,Ltd. 0.00 6.68 6.68 0.00 shareholder Same controlling China National Medicines Corporation Ltd. 0.00 354.00 354.00 shareholder Sinopharm Group Distribution Center Co., Same controlling 20.00 0.00 20.00 0.00 Ltd. shareholder Key supervisor of Peng Jianxiong 0.00 9.35 0.00 9.35 subsidiary Same ultimate China National Shanghai Medical Divices controlling 0.00 3.00 0.00 3.00 Co., Ltd shareholder Short-term loans: 0.00 0.00 0.00 0.00 Controlling 23,263.0 36,737. Sinopharm Group Co., Ltd. 33,737.00 20,263.00 shareholder 0 00 Interest payable: 0.00 0.00 0.00 0.00 Controlling Sinopharm Group Co., Ltd. 69.78 887.04 919.36 37.46 shareholder Other non-current liability: 0.00 0.00 0.00 0.00 85 Controlling Sinopharm Group Co., Ltd. 3,506.18 0.00 0.00 3,506.18 shareholder 110,548.2 112,592 257,832. 264,985 Subtotal 29,943.39 27,899.47 79,624.54 72,471.48 0 0 5 .17 62 .68 110,548.2 112,592 257,832. 264,985 Total 29,943.39 27,899.47 79,624.54 72,471.48 0 0 5 .17 62 .68 Funds offered to controlling shareholders and its subsidiary by the 99,545.46 Company in report period (RMB00’000) Including: Non-operating amount (RMB00’000) 0 Balance of funds offered to controlling shareholders and its 24,280.86 subsidiary by the Company (RMB00’000) Including:balance of Non-operating amount (RMB00’000) 0 Reasons of related liabilities and debts The creditor’s right and debt resulted from medicine purchase, entrusted loan, and shares purchase and medicine reserve fund. Liquidation of related liabilities and debts Implemented by contracts The Company has commitments with the related party in aspect of property leasing and guarantee, of which property rent-in Commitments concerned with related liabilities and debts commitments of 207000 yuan, property rent-out commitments of 2.2198 million yuan while gurantee received from related party (limit not used) 116.6244 million yuan Influence on business performance and financial status of the The above creditor’s right and debt among the related parties belonged to normal operational business transaction, which has no Company from related liabilities and debts negative influence on the operation results and financial state of the company Including: in reporting period, 995.4546 million yuan were offered to controlling shareholders and its subsidiary by listed company, balance amounting to242.8086 million yuan Fund occupation and progress of paying off □Applicable √Non-applicable Till end of reporting period, accountability plan proposed by the Board for completed no non-operational fund occupation from listed company □Applicable √Non-applicable 86 5. Other significant related transaction Nil (X) Significant contracts and its implementation 1. Profits earned from trusteeship, contract and lease reached over 10% (10% included) of total profit in this period (1) Trusteeship □Applicable √Non-applicable (2) Contract □Applicable √Non-applicable (3) Lease □Applicable √Non-applicable 2. Guarantees √Applicable □Non-applicable Unit: RMB0’000 Particulars about the external guarantee of the Company (Barring the guarantee for the controlling subsidiaries) Guarante Related Actual date of Complete e for Announcem happening Name of the Guarantee Actual Guarantee Guarantee implemen related ent (Date of Company guaranteed limit guarantee limit type term tation or party disclosure signing not (Yes or date agreement) no) China National 2011.9.29-20 Accord Medicines 2011-03-22 30,000 2011-09-29 12,056.41 Guarantee No Yes 12.9.28 Corporation Ltd. China National 2012.3.22-20 Accord Medicines 2011-08-18 7,000 2012-03-22 5,955.37 Guarantee No Yes 13.3.22 Corporation Ltd. China National 2012.3.8-201 Accord Medicines 2011-03-22 10,000 2012-03-08 8,134.63 Guarantee No Yes 3.3.8 Corporation Ltd. China National 2012.6.8-201 Accord Medicines 2012-03-16 5,000 2012-06-08 Guarantee No Yes 3.3.8 Corporation Ltd. China National 2011.6.2-201 Accord Medicines 2011-03-22 10,000 2011-06-02 3,059.19 Guarantee No Yes 2.6.1 Corporation Ltd. China National 2011.12.6-20 Accord Medicines 2011-10-22 6,000 2011-12-06 893.37 Guarantee No Yes 12.12.6 Corporation Ltd. China National 2012.5.18-20 Accord Medicines 2012-03-16 10,000 2012-05-18 1,132.89 Guarantee No Yes 13.5.13 Corporation Ltd. Shenzhen Zhijun 2011-03-22 3,150 2011-10-13 1,030.3 Guarantee 2011.10.13-2 No Yes 87 Pharmaceutical 012.10.13 Trading Co., Ltd. Total actual occurred external Total approving external 32,000 guarantee in report period guarantee in report period (A1) 44,792.25 (A2) Total actual balance of Total approved external guarantee external guarantee at the end at the end of report period ( A3) 81,150 32,262.16 of report period (A4) Guarantee of the Company for the subsidiaries Guarante Related Actual date of Complete e for Announcem happening Name of the Guarantee Actual Guarantee Guarantee implemen related ent (Date of Company guaranteed limit guarantee limit type term tation or party disclosure signing not (Yes or date agreement) no) Sinopharm Group 2011.8.2-201 2011-03-22 5,000 2011-08-02 1,113.02 Guarantee No Yes Zhanjiang Co., Ltd. 2.8.2 Sinopharm Group 2011.7.26-20 2011-03-22 20,000 2011-07-26 6,671.22 Guarantee No Yes Guangzhou Co., Ltd. 12.7.26 Sinopharm Group 2011.10.17-2 2011-08-19 35,000 2011-10-17 31,017.89 Guarantee No Yes Guangzhou Co., Ltd. 012.10.17 Sinopharm Group 2011.12.14-2 2011-08-19 8,000 2011-12-14 7,995.18 Guarantee No Yes Guangzhou Co., Ltd. 012.11.13 Sinopharm Group 2011.11.24-2 2011-08-19 20,000 2011-11-24 Guarantee No Yes Guangzhou Co., Ltd. 012.11.23 Sinopharm Group 2012.4.28-2 Guangdong Yuexing 2012-03-16 3,500 2012-04-28 1,849.21 Guarantee No Yes 013.4.28 Co., Ltd. Sinopharm Group 2012.4.28-2 2012-03-16 32,500 2012-04-28 24,194.39 Guarantee No Yes Guangzhou Co., Ltd. 013.4.28 Sinopharm Group 2012.5.21-2 2012-03-16 60,000 2012-05-21 12,056.14 Guarantee No Yes Guangzhou Co., Ltd. 013.4.24 Sinopharm Group 2012.1.18-2 2011-08-18 15,000 2012-01-18 14,872.62 Guarantee No Yes Guangzhou Co., Ltd. 013.1.18 Sinopharm Group 2012.2.10-2 2011-03-22 10,000 2012-02-10 9,816.21 Guarantee No Yes Guangzhou Co., Ltd. 013.2.9 Sinopharm Group 2012.4.27-2 2012-03-16 10,000 2012-04-27 9,931.79 Guarantee No Yes Guangzhou Co., Ltd. 013.4.12 Shenzhen Yanfeng 2012.2.28-2 Pharmaceutical Co., 2011-08-19 3,000 2012-02-28 1,951.66 Guarantee No Yes 013.2.27 Ltd. Shenzhen Yanfeng 2011.12.14-2 2011-08-19 2,000 2011-12-14 1,760.37 Guarantee No Yes Pharmaceutical Co., 012.11.13 88 Ltd. Shenzhen Zhijun 2011.12.14-2 Pharmaceutical 2011-08-19 1,500 2011-12-14 1,190.13 Guarantee No Yes 012.11.13 Trading Co., Ltd. Shenzhen Zhijun 2012.3.8-20 Pharmaceutical 2011-08-18 2,000 2012-03-08 485.35 Guarantee No Yes 13.3.8 Trading Co., Ltd. Shenzhen Zhijun 2012.6.20-2 Pharmaceutical Co., 2012-03-16 20,000 2012-06-20 5,677.08 Guarantee No Yes 013.6.20 Ltd. Shenzhen Zhijun 2011.12.13-2 Pharmaceutical Co., 2011-08-19 8,000 2011-12-13 2,037.63 Guarantee No Yes 012.11.13 Ltd. Shenzhen Zhijun 2011.8.25-20 Pharmaceutical Co., 2011-08-18 17,500 2011-08-25 2,979.5 Guarantee No Yes 16.8.24 Ltd. Shenzhen Zhijun 2012.3.22-2 Pharmaceutical Co., 2011-08-18 7,000 2012-03-22 1,011.17 Guarantee No Yes 013.3.22 Ltd. Sinopharm Group 2011.12.14-2 2011-08-19 2,000 2011-12-14 1,500 Guarantee No Yes Liuzhou Co., Ltd. 012.11.13 Sinopharm Group 2011.11.20-2 2011-03-22 5,000 2011-11-20 2,485.57 Guarantee No Yes Liuzhou Co., Ltd. 012.11.20 Suzhou Zhijun Wanqing 2012.6.28-2 2012-03-16 6,000 2012-06-28 3,990 Guarantee No Yes Pharmaceutical Co., 013.6.27 Ltd. Suzhou Zhijun Wanqing 2010.8.1-20 2010-03-23 6,000 2010-08-01 3,000 Guarantee No Yes Pharmaceutical Co., 13.8.1 Ltd. Suzhou Zhijun Wanqing 2012.1.17-2 2011-08-18 5,000 2012-01-17 4,978.92 Guarantee No Yes Pharmaceutical Co., 013.1.5 Ltd. Suzhou Zhijun Wanqing 2012.5.7-20 2012-03-16 10,000 2012-05-07 6,812 Guarantee No Yes Pharmaceutical Co., 13.5.6 Ltd. Suzhou Zhijun 2011-08-19 4,000 2011-12-14 4,000 Guarantee 2011.12.14-2 No Yes 89 Wanqing 012.11.13 Pharmaceutical Co., Ltd. Suzhou Zhijun Wanqing 2012.6.14-2 2012-03-16 5,000 2012-06-14 4,471.82 Guarantee No Yes Pharmaceutical Co., 013.6.14 Ltd. Sinopharm Group 2011.1.17--2 Guangxi Logistic 2010-12-09 10,000 2011-01-17 6,690.85 Guarantee No Yes 014.1.17 Co., Ltd. Sinopharm Group 2012.5.15-2 2012-03-16 10,000 2012-05-15 8,536.88 Guarantee No Yes Guangxi Co., Ltd. 013.5.15 Sinopharm Group 2012.5.16-2 2012-03-16 10,000 2012-05-16 9,787.83 Guarantee No Yes Guangxi Co., Ltd. 013.5.16 Sinopharm Group 2011.12.14-2 2011-08-19 8,000 2011-12-14 7,331.65 Guarantee No Yes Guangxi Co., Ltd. 012.12.13 Sinopharm Group 2012.4.28-2 2012-03-16 4,000 2012-04-28 2,231.1 Guarantee No Yes Guangxi Co., Ltd. 013.4.28 Total amount of actual Total amount of approving occurred guarantee for guarantee for subsidiaries in 213,000 319,517.03 subsidiaries in report period report period (B1) (B2) Total balance of actual Total amount of approved guarantee for subsidiaries at guarantee for subsidiaries at the 365,000 202,427.17 the end of reporting period end of reporting period (B3) (B4) Total amount of guarantee of the Company( total of two abovementioned guarantee) Total amount of approving Total amount of actual guarantee in report period occurred guarantee in report (A1+B1) 245,000.00 period (A2+B2) 364,309.28 Total amount of approved Total balance of actual guarantee at the end of report guarantee at the end of report period (A3+B3) 446,150.00 period (A4+B4) 234,689.33 The proportion of the total amount of actually guarantee in the 144.23% net assets of the Company(that is A4+ B4) Including: Amount of guarantee for shareholders, actual controller and its 0 related parties(C) The debts guarantee amount provided for the guaranteed parties 188,040.07 whose assets-liability ratio exceed 70% directly or indirectly(D) Proportion of total amount of guarantee in net assets of the 153,327.15 Company exceed 50%(E) Total amount of the aforesaid three guarantees(C+D+E) 341,367.22 Explanations on possibly bearing joint and several liquidating N/A responsibilities for undue guarantees Explanations on external guarantee against regulated N/A procedures 90 3. Trust financing □Applicable √Non-applicable 91 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 4. Implementation of material contracts entered into during the normal operation Nil 5. Other significant contract □Applicable √Non-applicable (XI) Explanation on corporate bonds offering □Applicable √Non-applicable (XII) Implementation of commitments 1. Commitments made by the Company or shareholders holding above 5% shares of the Company in reporting period or extending to reporting period. □Applicable √Non-applicable 2. Explanation on assets or projects that reached the original profit forecast as well as its reasons while the reporting period still in forecast period, and there are profit forecast on assets or projects of the Company □Applicable √Non-applicable (XIII) Items of other consolidated income Unit: RMB Items This period Last period 1. Gains(losses) from financial assets available for sales 0 0 Less: Income tax influences from financial assets available 0 0 for sales Net amount reckoned into other consolidated income in previous period but transferred into gains/losses in current 0 0 period Subtotal 0 0 2. Shares in the other consolidated income of the investee 0 0 calculated based on equity method Less: Income tax influences of shares in the other consolidated income of the investee calculated based on 0 0 equity method Net amount reckoned into other consolidated income in previous period but transferred into gains/losses in current 0 0 period Subtotal 0 0 3. Gains(losses) from cash flow hedge instrument 0 0 Less: Income tax influences from cash flow hedge 0 0 Net amount reckoned into other consolidated income in previous period but transferred into gains/losses in current 0 0 period Adjusted amount transferred to initial confirmed amount of 0 0 the arbitraged items Subtotal 0 0 4. Differences from translating foreign currency financial 0 0 statements Less: Net amount of disposing overseas business transferred 0 0 to current gains/losses Subtotal 0 0 5. Others 0 0 Less: Income tax influences by others reckoned into other 0 0 consolidated income 92 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Net amount reckoned into other consolidated income in previous period but transferred into gains/losses in current 0 0 period Subtotal 0 0 Total 0 0 (XIV)Registration form of receiving research, communication and interview in the report period Content discussed and Date Place Way Type Object documents provided Chongqing Financial Research Institute, CITIC Visit the company, and Building of building investment, know the development of Shenzhen Accord E Fund, Elegant May 17, 2012 Field research Institution the company, no Pharmaceutical Co., Investment, Guodu information was Ltd Securities, Zexi provided. Investment, Guodu Securities, CITIC Building Investment Visit the company, and Building of know the development of Shenzhen Accord Jun. 1, 2012 Field research Institution JPMFC the company, no Pharmaceutical Co., information was Ltd provided. Visit the company, and Building of Invesco Great Wall, know the development of Shenzhen Accord Guotai Junan Jul. 5, 2012 Field research Institution the company, no Pharmaceutical Co., Securities, Invesco information was Ltd Great Wall provided. (XV) Engagement and non-reappointment of CPA Whether the semi-annual report was audited or not □ Yes √ No (XVI) Punishment and rectification for listed company and its directors, supervisor, senior executives, shareholders of the Company, actual controller and purchasers □Applicable √Non-applicable (XVII) Explanation on other significant events □Applicable √Non-applicable (XVIII) Major changes of profitability of turn debt guarantor, assets status and credit standings (Only applies to listed company with corporate convertible bonds offered) □Applicable √Non-applicable 93 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (XIX) Index for information disclosure Proceeding Published Magazine and layout Publishing date Website and searching route Resolution of the 7th Meeting of the 6th Session of Supervisory Committee, Resolution of the 7th Meeting of the 6th Session of the Board of Directors, Summary of Annual Report 2011, Annual Report 2011, Work Report 2011 of Independent Director, Auditing Report 2011, Notice on the Application of General Credit Limit from the Bank and the Arrangement of Guarantees 2012, Notice on Opinion of Independent Directors, Self Evaluation Report of Internal Control 2011, Auditing Report on “Securities Times” D52, Hong Kong http://www.szse.cn Internal Control, Notice on Commercial Daily A20、21 Mar. 16, 2012 http://www.cninfo.com.cn Holding 2011 Shareholders’ General Meeting, Opinion on the Self Evaluation of Internal Control by Board of Supervisors, Inside Information and Insider Management System (Mac. 2012), Special Report on Fund Occupation of Controlling Shareholders and Other Related Parties, Notice on Daily Related Transactions 2012, Rules for the Board of Directors (Mar. 2012), Corporate Social Responsibility Report 2011) Notice on Purchasing 100% Stake of Sinopharm Medicine “Securities Times” B22, “Hong http://www.szse.cn Holding Jiangmen RenRen Co., Kong Commercial Daily” A9 Mar. 31, 2012 http://www.cninfo.com.cn Ltd The Summary and Text of 121ST “Securities Times” C49, “Hong Kong http://www.szse.cn Apr. 23, 2012 Report Commercial Daily” A19 http://www.cninfo.com.cn 94 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Announcement of Resolution of 2011 shareholders’ Meeting, “Securities Times” B65, “Hong http://www.szse.cn Apr. 28, 2012 Legal Opinion on 2011 Kong Commercial Daily” A8 http://www.cninfo.com.cn Shareholders’ Meeting Notice on the Compensation and Arrangement for the House http://www.szse.cn “Securities Times” D20, “Hong Kong Removal of the Subordinate May 16, 2012 Commercial Daily” A14 http://www.cninfo.com.cn Sinopharm Medicine Holding Guangxi Logistics Co., Ltd” Notice of Dividend Distribution “Securities Times” D20 “Hong Kong http://www.szse.cn Jun. 13, 2012 for 2011 Commercial Daily” A11 http://www.cninfo.com.cn Notice on the Payment of Compensation for Chebei Project Termination and the “Securities Times” D24, “Hong http://www.szse.cn Jun. 21, 2012 Self-construction of Kong Commercial Daily” A9 http://www.cninfo.com.cn Distribution Headquarters building” VIII. Financial Report (I) Audit Report Semi-Annual Report Audited or Not □ Yes √ No (II) Financial Statements Consolidated Statements: √ Yes □ No All amounts are stated in Renminbi (“RMB”) unless otherwise stated Notes to financial statements are stated in RMB 1. Consolidated balance sheet Prepared by: China National Accord Medicines CO.,Ltd. Currency: RMB Items Notes 30 June 2012 31 December 2011 Current assets: 95 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Cash at bank and on hand 895,026,548.58 952,950,167.56 Settlement provision 0 0 Outgoing call loan 0 0 Held-for-trading financial assets 0 0 Notes receivable 605,028,889.32 534,922,741.3 Accounts receivable 4,394,736,822.18 3,580,506,395.7 Advances to suppliers 58,074,632.94 65,857,961.31 Insurance receivable 0 0 Reinsurance receivable 0 0 Provisions of Reinsurance contracts 0 0 receivable Interest receivable 0 0 Dividend receivable 0 0 Other receivables 52,858,405.59 28,656,020.58 Repurchasing of financial assets 0 0 Inventories 1,300,431,074.08 1,313,213,414.68 Current portion of non-current assets 0 0 Other current assets 4,063,215.43 7,653,736.21 Total current assets 7,310,219,588.12 6,483,760,437.34 Non-current assets: Loans and payment on other’s behalf 0 0 disbursed Disposable financial asset 0 0 Held-to-maturity investment 0 0 Long-term receivable 0 0 Long-term equity investments 98,295,325.71 95,799,627.42 Investment properties 85,681,940.62 86,164,929.7 Fixed assets 598,800,553.24 602,205,927.87 Construction in progress 141,003,444.17 131,042,772.59 Engineering material 0 0 Fixed asset disposal 0 0 Biological assets 0 0 Oil & Gas assets 0 0 Intangible assets 137,365,167.37 119,601,478.86 Development costs 4,366,503.52 3,998,433.69 96 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Goodwill 83,542,336.35 53,555,677.09 Long-term prepaid expenses 18,108,195.83 20,103,138.99 Deferred tax assets 48,594,167.03 44,070,064.25 Other non-current assets 136,256,131.17 40,273,842.92 Total non-current assets 1,352,013,765.01 1,196,815,893.38 TOTAL ASSETS 8,662,233,353.13 7,680,576,330.72 Current liabilities Short-term borrowings 1,838,188,971.79 1,839,838,065.68 Loan from Central Bank 0 0 Deposit received and hold for others 0 0 Call loan received 0 0 Trade off financial liabilities 0 0 Notes payable 1,105,740,272.07 1,059,426,952.84 Accounts payable 3,048,521,150.09 2,496,755,405.3 Advances from customers 42,747,675.56 58,705,230.49 Selling of repurchased financial 0 0 assets Fees and commissions payable 0 0 Employee benefits payable 140,151,502.39 142,414,446.06 Taxes payable 68,310,117.67 63,600,830.11 Interests payable 8,367,987.51 10,451,229.03 Dividend payable 0 0 Other payables 415,177,944.78 346,965,182.34 Reinsurance fee payable 0 0 Insurance contract provision 0 0 Entrusted trading of securities 0 0 Entrusted selling of securities 0 0 Current portion of non-current 14,928,000 23,960,000 liabilities Other non-current liabilities 0 0 Total current liabilities 6,682,133,621.86 6,042,117,341.85 Non-current liabilities Long-term borrowings 112,111,487.71 93,082,967.96 Bond payable 0 0 Long-term payables 32,915.4 35,536.2 97 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Payables for specific projects 4,287,000 4,519,000 Expected liabilities 0 0 Deferred tax liabilities 23,265,829.99 19,900,787.3 Other non-current liabilities 213,158,877.71 94,245,023.54 Total non-current liabilities 352,856,110.81 211,783,315 TOTAL Liabilities 7,034,989,732.67 6,253,900,656.85 OWNERS’ EQUITY Paid-in capital 288,149,400 288,149,400 Capital surplus 5,550,338.57 8,735,305.04 Less:Shares in stock 0 0 Special reserves 0 0 Surplus reserve 63,480,745.16 63,480,745.16 General risk reserve 0 0 Undistributed profits 1,191,219,361.77 989,727,826.66 Different of foreign currency 0 0 translation Total equity attributable to equity 1,548,399,845.5 1,350,093,276.86 holders of the Company Minority interest 78,843,774.96 76,582,397.01 Total owners' equity 1,627,243,620.46 1,426,675,673.87 TOTAL LIABILITIES AND OWNERS’ 8,662,233,353.13 7,680,576,330.72 EQUITY Legal representative: Wei Yulin Principal in charge of accounting: Wei Pingxiao Head of accounting department: Chi Guoguang 2, Balance Sheet of Parent Company Currency: RMB Items Notes 30 June 2012 31 December 2011 Current assets: Cash at bank and on hand 144,950,816.05 164,840,499.86 Held-for-trading financial assets Notes receivable 7,566,992.28 8,718,971.96 Accounts receivable 369,480,124.54 295,227,856.2 Advances to suppliers 413,707.37 3,148,580.55 98 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Interest receivable Dividend receivable Other receivables 753,111,280.96 704,287,016.32 Inventories 116,475,310.73 125,157,825.01 Current portion of non-current assets Other current assets 39,482.38 39,482.38 Total current assets 1,392,037,714.31 1,301,420,232.28 Non-current assets Disposable financial asset Held-to-maturity investment Long-term receivable Long-term equity investments 1,391,094,820.09 1,332,527,041.51 Investment properties 8,027,050.5 8,841,071.5 Fixed assets 30,624,093.26 32,866,561.06 Construction in progress 253,886.24 253,886.24 Engineering material Fixed asset disposal Bearer biological assets Oil and gas assets Intangible assets 26,776,809.98 27,426,551.44 Development costs Goodwill Long-term prepaid expenses 8,461,170.47 9,030,726.77 Deferred tax assets 3,037,448.27 5,335,693.52 Other non-current assets 7,000,000 7,000,000 Total non-current assets 1,475,275,278.81 1,423,281,532.04 TOTAL ASSETS 2,867,312,993.12 2,724,701,764.32 Current liabilities: Short-term borrowings 422,634,603.89 417,648,980.6 Trade off financial liabilities Notes payable 206,188,500.68 120,293,155.72 Accounts payable 299,987,674.91 343,946,734.72 Advances from customers 208,520.83 249,535.25 Employee benefits payable 32,133,570 24,966,511.9 99 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Taxes payable 3,808,013.17 1,640,177.39 Interests payable 667,776.34 868,585.17 Dividend payable Other payables 663,273,819.85 865,237,491.48 Current portion of long-term borrowings Other current liability Non-current liabilities 1,628,902,479.67 1,774,851,172.23 Non-current liabilities Long-term borrowings Bond payable Long-term payables Payables for specific projects 800,000 1,032,000 Expected liabilities Deferred tax liabilities 3,773,319 3,773,319 Other non-current liabilities Total non-current liabilities 4,573,319 4,805,319 TOTAL Liabilities 1,633,475,798.67 1,779,656,491.23 OWNERS’ EQUITY Paid in capital 288,149,400 288,149,400 Capital surplus 14,348,726.93 14,116,726.93 Less: Shares in stock 0 Special reserves 0 Surplus reserve 63,480,745.16 63,480,745.16 Undistributed profits 867,858,322.36 579,298,401 Different of foreign currency translation 0 Total owners' equity 1,233,837,194.45 945,045,273.09 TOTAL LIABILITIES AND OWNERS’ EQUITY 2,867,312,993.12 2,724,701,764.32 Legal representative: Wei Yulin Principal in charge of accounting: Wei Pingxiao Head of accounting department: Chi Guoguang 3. Consolidated income statement Currency: RMB Items Notes Consolidated Consolidated Six months ended 30 Six months ended 31 100 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. June 2012 December 2011 I. Total operating revenues 8,803,252,346.2 7,209,655,400.57 Including: Sales income 8,803,252,346.2 7,209,655,400.57 Interest income Insurance fee earned Fee and commission received II. Total operating cost 8,501,305,125.54 7,019,841,377.44 Including: cost of sales 7,967,951,745.26 6,532,714,090.9 Interest expense Fee and commission Insurance discharge payment Net claim amount paid Net insurance contract reserves Insurance policy dividend paid Reinsurance expenses Taxes and surcharges 26,649,659.87 15,622,190.52 Selling and distribution expenses 233,599,483.22 240,597,217.15 Administration expenses 176,226,562.15 163,398,128.69 Financial expenses – net 88,489,461.15 61,634,098.99 Asset impairment losses 8,388,213.89 5,875,651.19 Add: Gains from change of fair value (“-”for loss) Investment income(“-”for loss) 16,016,159.76 12,810,289.3 Including: Share of profits of 16,016,159.76 12,810,289.3 associates and joint venture Gains from currency exchange (“-”for loss) Operating profit (“-”for loss) 317,963,380.42 202,624,312.43 Add: Non-operating income 19,109,166.93 15,015,410.03 Less: Non-operating expenses 29,914,252.52 217,194.52 Including: Loss on disposal of 8,985,832.5 70,253.22 non- current assets III. Total profit (“-”for loss) 307,158,294.83 217,422,527.94 Less: Income taxes expenses 63,947,782.17 49,992,392.1 IV. Net profit (“-”for loss) 243,210,512.66 167,430,135.84 101 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Including: Net losses of the -240,695.14 -295,307.5 acquiree entity in a business combination involving enterprises under common control before the combination date Attributable to equity holders of 240,033,990.64 164,842,022.26 the Company Minority interest 3,176,522.02 2,588,113.58 V. Earnings per share Basic earnings per share 0.833 0.572 Diluted earnings per share 0.833 0.572 VI. Other comprehensive income VII. Total comprehensive income 243,210,512.66 167,430,135.84 Attributable to equity holders of 240,033,990.64 164,842,022.26 the Company Minority interest 3,176,522.02 2,588,113.58 Net losses of the acquiree entity in a business combination involving enterprises under common control before the combination date is: RMB -240,695.14. Legal representative: Wei Yulin Principal in charge of accounting: Wei Pingxiao Head of accounting department: Chi Guoguang 102 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 4. Income statement of the Parent Company Currency: RMB Six months ended 30 June Six months ended 31 Items Notes 2012 December 2011 I. Total operating revenues 1,061,913,880.58 946,753,432.44 Including: Sales income 1,009,526,559.83 901,521,599.01 Taxes and surcharges 2,561,289.79 1,912,151.45 Selling and distribution 23,790,432.21 24,588,975.59 expenses Administration expenses 18,789,943.57 19,332,279.73 Financial expenses – net 12,150,824.5 16,818,820.34 Asset impairment losses -87,845.57 252,914.4 Add: Gains from change of fair value (“-”for loss) Investment income (“-”for 333,088,955.75 247,870,767.97 loss) Including: Share of profits of associates and 16,016,159.76 12,810,289.3 joint venture II. Operating profit (“-”for 328,271,632 230,197,459.89 loss) Add: Non-operating 316,515.21 2,582,378.11 income Less: Non-operating 270,558.6 expenses Including: Loss on disposal of 69,125.07 non-current assets III. Total profit (“-”for loss) 328,317,588.61 232,779,838 Less: Income taxes 2,298,245.25 3,230,532.5 expenses IV. Net profit(“-”for loss) 326,019,343.36 229,549,305.5 V. Earnings per share -- -- Basic earnings per share Diluted earnings per share VI. Other comprehensive 103 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. income VII. Total comprehensive 326,019,343.36 229,549,305.5 income Legal representative: Wei Yulin Principal in charge of accounting: Wei Pingxiao Head of accounting department: Chi Guoguang 5,Consolidated cash flows statement Unit : RMB Consolidated Consolidated Items Six months ended 30 June Six months ended 31 2012 December 2011 I. Cash flows from operating activities: Cash received from sales of goods or 8,154,024,926.29 7,017,192,904.96 rendering of services Net increase of customer deposits and capital kept for brother company Net increase of loans from central bank Net increase of inter-bank loans from other financial bodies Cash received against original insurance contract Net cash received from reinsurance business Net increase of client deposit and investment Net increase of trade financial asset disposal Cash received as interest, processing fee and commission Net increase of inter-bank fund received Net increase of repurchasing business Refund of taxes and surcharges 1,635,046.52 738,150.65 Cash received relating to other operating 54,219,435.33 61,739,956.91 activities Sub-total of cash inflows 8,209,879,408.14 7,079,671,012.52 Cash paid for goods and services 7,429,617,641.04 6,413,891,243.42 Net increase of client trade and advance Net increase of savings in central bank and brother company 104 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Cash paid for original contract claim Cash paid for interest, processing fee and commission Cash paid for policy dividend Cash paid to and on behalf of employees 237,818,197.76 221,130,722.37 Payments of taxes and surcharges 267,522,349.76 176,188,362.99 Cash paid relating to other operating activities 136,011,351.41 161,813,391.28 Sub-total of cash outflows 8,070,969,539.97 6,973,023,720.06 Net cash flows from operating activities 138,909,868.17 106,647,292.46 II. Cash flows from investing activities Cash received from disposal of investments 1,830,000 Cash received from returns on investments 13,520,461.47 17,595,000 Net cash received from disposal of fixed assets, intangible assets and other long-term 1,186,748.27 2,118,542.7 assets Cash received from disposal of subsidiaries 0 and other business units Cash received relating to other investing 50,000,000.00 2,095,500 activities Sub-total of cash inflows 64,707,209.74 23,639,042.7 Cash paid to acquire fixed assets, intangible 100,816,136.04 83,999,605.07 assets and other long-term assets Cash paid to acquire investments 3,151,909.31 Net increase of loan against pledge Net cash paid to acquire subsidiaries and 24,618,888.24 other business units Cash paid relating to other investing 9,698,496.42 activities Sub-total of cash outflows 125,435,024.28 96,850,010.8 Net cash flows from investing activities -60,727,814.54 -73,210,968.1 III. Cash flows from financing activities Cash received from capital contributions Including: Cash received from capital contributions by minority shareholders of subsidiaries Cash received from borrowings 542,234,155.37 577,822,900 105 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Cash received from bond placing Cash received relating to other financing 379,293,299.15 253,512,730.06 activities Sub-total of cash inflows 921,527,454.52 831,335,630.06 Cash repayments of borrowings 556,539,508.71 326,720,493.3 Cash payments for interest expenses and 115,134,064.07 72,291,396.35 distribution of dividends or profits Including: Cash payments for dividends or 915,144.07 0 profit to minority shareholders of subsidiaries Cash payments relating to other financing 367,370,000.00 258,540,393.07 activities Sub-total of cash outflows 1,039,043,572.78 657,552,282.72 Net cash flows from financing activities -117,516,118.26 173,783,347.34 IV. Effect of foreign exchange rate changes on 8,041.09 -546.91 cash and cash equivalents V. Net increase in cash and cash equivalents -39,326,023.55 207,219,124.79 Add: Cash and cash equivalents at beginning 907,884,162.14 684,764,869.84 of the period VI. Cash and cash equivalent at end of the 868,558,138.59 891,983,994.63 period Legal representative: Wei Yulin Principal in charge of accounting: Wei Pingxiao Head of accounting department: Chi Guoguang 6. Cash flow statement of the Parent Company Currency: RMB Six months ended Six months ended 31 Items 30 June 2012 December 2011 I. Cash flows from operating activities: Cash received from sales of goods or rendering of 1,078,704,746.86 1,054,596,424.06 services Refund of taxes and surcharges Cash received relating to other operating activities 8,565,080.02 9,195,945.98 Sub-total of cash inflows 1,087,269,826.88 1,063,792,370.04 Cash paid for goods and services 986,191,531.05 1,039,422,432.86 Cash paid to and on behalf of employees 24,886,316.46 23,901,254.31 Payments of taxes and surcharges 12,845,563.17 14,283,145.46 106 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Cash paid relating to other operating activities 15,390,706.25 26,247,197.21 Sub-total of cash outflows 1,039,314,116.93 1,103,854,029.84 Net cash flows from operating activities 47,955,709.95 -40,061,659.8 II. Cash flows from investing activities Cash received from disposal of investments 1,830,000 Cash received from returns on investments 113,015,614.75 88,424,879.2 Net cash received from disposal of fixed assets, 207,900 1,338,000 intangible assets and other long-term assets Cash received from disposal of subsidiaries and 5,424,600 other business units Cash received relating to other investing activities 184,483,271.97 171,500,000 Sub-total of cash inflows 303,131,386.72 263,092,879.2 Cash paid to acquire fixed assets, intangible assets 1,241,178 3,043,716.52 and other long-term assets Cash paid to acquire investments 52,751,909.31 Net cash paid to acquire subsidiaries and other 44,442,000 business units Cash paid relating to other investing activities 233,780,000 186,500,000 Sub-total of cash outflows 279,463,178 242,295,625.83 Net cash flows from investing activities 23,668,208.72 20,797,253.37 III. Cash flows from financing activities Cash received from capital contributions Cash received from borrowings 70,000,000 330,000,000 Cash received relating to other financing 480,563,612.79 520,373,122.79 activities Sub-total of cash inflows 550,563,612.79 850,373,122.79 Cash repayments of borrowings 90,062,726.66 210,000,000 Cash payments for interest expenses and 66,347,376.19 63,353,770.36 distribution of dividends or profits Cash payments relating to other financing 485,667,112.42 454,235,099.01 activities Sub-total of cash outflows 642,077,215.27 727,588,869.37 Net cash flows from financing activities -91,513,602.48 122,784,253.42 IV. Effect of foreign exchange rate changes on cash and cash equivalents V. Net increase in cash and cash equivalents -19,889,683.81 103,519,846.99 107 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Add: Cash and cash equivalents at beginning of the 164,840,499.86 135,498,819.87 period VI. Cash and cash equivalent at end of the period 144,950,816.05 239,018,666.86 Legal representative: Wei Yulin Principal in charge of accounting: Wei Pingxiao Head of accounting department: Chi Guoguang 108 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 7,Consolidated statement of changes in owners’ equity The current term Currency: RMB 30 June 2012 Attributable to the shareholders of the Company Items Less: General Total Specialized Minority interest Paid-in capital Capital surplus Shares Surplus reserve Risk Undistributed profits Other owners’ equity reserve In stock Reserve I. Balance at 31 288,149,400 5,318,338.57 63,480,745.16 993,269,387.62 76,582,771.92 1,426,800,643.27 December 2011 Add: Changes in accounting policies Corrections of prior period errors Other 3,416,966.47 0 -3,541,560.96 -374.91 -124,969.4 II. Balance at 1 288,149,400 8,735,305.04 63,480,745.16 989,727,826.66 76,582,397.01 1,426,675,673.87 January 2012 III. Movements for the period ended 30 June -3,184,966.47 0 0 201,491,535.11 2,261,377.95 200,567,946.59 2012 (I) Net profit 240,033,990.64 3,176,522.02 243,210,512.66 (II) Other 0 comprehensive income Total of (I) and (II) 240,033,990.64 3,176,522.02 243,210,512.66 (III) Capital contribution 0 -3,184,966.47 0 0 0 0 -1,083,033.53 0 0 -4,268,000 109 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. and withdrawal by owners 1.Capital contribution by owners 2. Amount of shares paid and accounted as owners’ equity 3. Others -3,184,966.47 -1,083,033.53 -4,268,000 (IV)Profit distribution 0 0 0 0 0 0 -37,459,422 0 -915,144.07 -38,374,566.07 1. Appropriation to surplus reserves 2. Providing of common risk provisions 3. Profit distribution to -37,459,422 -915,144.07 -38,374,566.07 equity owners 4. Others (V) Transfer within 0 0 0 0 0 0 0 0 0 0 owners' equity 1.Transfer from capital surplus to paid-in capital 2. Transfer from surplus reserves to paid-in capital 3. Surplus reserves 110 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. used to offset accumulated losses 4. Others (VI) Special reserves 0 0 0 0 0 0 0 0 0 1. Provided this year 0 2. Used this term 0 (VII)Other 0 0 0 0 0 0 0 0 0 0 IV. Balance at 30 June 288,149,400 5,550,338.57 0 0 63,480,745.16 1,191,219,361.77 78,843,774.96 1,627,243,620.46 2012 The previous term Unit:RMB 31 December 2011 Owner’s equity Attributable to the Parent Company Paid-in capital Capital Less: Speciali Surplus Gener Attributable Other Minor Items Total of owners’ reserves Share zed reserves al Risk profit shareholders’ equity in reserve Reserv equity stock e I. Balance at 31 288,149,400 5,030,338.57 39,981,268.55 719,209,302.41 79,075,051.61 1,131,445,361.14 December 2010 Retroactive 3,416,966.47 -1,557,687.89 5,594.61 1,864,873.19 adjustment from Business combination under common control Changes in accounting 111 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. policies Corrections of prior period errors Other II. Balance at 1 288,149,400 8,447,305.04 39,981,268.55 717,651,614.52 79,080,646.22 1,133,310,234.33 January 2011 III. Movements for the 0 288,000 0 0 23,499,476.61 0 272,076,212.14 0 -2,498,249.21 293,365,439.54 year ended 31 December 2011 (I) Net profit 328,323,616.75 -2,498,249.21 325,825,367.54 (II) Other comprehensive income Total of (I) and (II) 0 0 0 0 0 0 328,323,616.75 0 -2,498,249.21 325,825,367.54 (III) Capital 0 288,000 0 0 0 0 1,830,000 0 0 2,118,000 contribution and withdrawal by owners 1.Capital contribution by owners 2. Amount of shares paid and accounted as owners’ equity 3. Others 288,000 1,830,000 2,118,000 (IV)Profit distribution 0 0 0 0 23,499,476.61 0 -58,077,404.61 0 0 -34,577,928 1. Appropriation to 23,499,476.61 -23,499,476.61 0 112 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. surplus reserves 2. Providing of common risk provisions 3. Profit distribution to -34,577,928 -34,577,928 equity owners 4. Others (V) Transfer within 0 0 0 0 0 0 0 0 0 0 owners' equity 1.Transfer from capital surplus to paid-in capital 2. Transfer from surplus reserves to paid-in capital 3. Surplus reserves used to offset accumulated losses 4. Others (VI) Special reserves 1. Provided this year 2. Used this term (VII)Other IV. Balance at 31 288,149,400 8,735,305.04 63,480,745.16 989,727,826.66 76,582,397.01 1,426,675,673.87 December 2011 Legal representative: Wei Yulin 113 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Principal in charge of accounting: Wei Pingxiao Head of accounting department: Chi Guoguang 8. Statement of change in owner’s Equity of the Parent Company Amount of the Current term Unit:RMB 30 June 2012 Less: Items Specialized General Risk Undistributed Total Paid-in capital Capital surplus Shares in Surplus reserve reserve Reserve profits owners’ equity stock I. Balance at 31 December 2011 288,149,400 14,116,726.93 63,480,745.16 579,298,401 945,045,273.09 Add:Changes in accounting policies Corrections of prior period errors Other II. Balance at 1 January 2012 288,149,400 14,116,726.93 0 63,480,745.16 579,298,401 945,045,273.09 III. Movements for the period 232,000 288,559,921.36 288,791,921.36 ended 30 June 2012 (I) Net profit 326,019,343.36 326,019,343.36 (II) Other comprehensive income 985,088.36 Total of (I) and (II) 0 0 0 0 0 0 326,019,343.36 326,019,343.36 (III) Capital contribution and 0 232,000 0 0 0 0 0 232,000 withdrawal by owners 1.Capital contribution by owners 114 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 2. Amount of shares paid and accounted as owners’ equity 3. Others 232,000 232,000 (IV)Profit distribution 0 0 0 0 0 0 -37,459,422 -37,459,422 1. Appropriation to surplus reserves 2. Providing of common risk provisions 3. Profit distribution to equity -37,459,422 -37,459,422 owners 4. Others (V) Transfer within owners' 0 0 0 0 0 0 0 0 equity 1.Transfer from capital surplus to paid-in capital 2. Transfer from surplus reserves to paid-in capital 3. Surplus reserves used to offset accumulated losses 4. Others (VI) Special reserves 1. Provided this year 2. Used this term (VII)Other 0 IV. Balance at 30 June 2012 288,149,400 14,348,726.93 0 63,480,745.16 0 867,858,322.36 1,233,837,194.4 115 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 5 Amount of the previous term Currency: RMB 31 December 2011. Less: Items Specialized Surplus General Risk Total of owners’ Paid-in capital Capital reserves Shares in Attributable profit reserve reserves Reserve equity stock I. Balance at 31 December 2010 288,149,400 13,828,726.93 39,981,268.55 400,551,039.54 742,510,435.02 Changes in accounting policies Corrections of prior period errors Other II. Balance at 1 January 2011 288,149,400 13,828,726.93 39,981,268.55 400,551,039.54 742,510,435.02 III. Movements for the period 288,000 23,499,476.61 178,747,361.46 202,534,838.07 ended 31 December 2011 (I) Net profit 234,994,766.07 234,994,766.07 (II) Other comprehensive income Total of (I) and (II) 234,994,766.07 234,994,766.07 (III) Capital contribution and 0 288,000 0 0 0 0 1,830,000 2,118,000 withdrawal by owners 1.Capital contribution by owners 2. Amount of shares paid and accounted as owners’ equity 3. Others 288,000 1,830,000 2,118,000 (IV)Profit distribution 0 0 0 0 23,499,476.61 0 -58,077,404.61 -34,577,928 116 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 1. Appropriation to surplus 23,499,476.61 -23,499,476.61 0 reserves 2. Providing of common risk provisions 3. Profit distribution to equity -34,577,928 -34,577,928 owners 4. Others (V) Transfer within owners' equity 0 0 0 0 0 0 0 0 1.Transfer from capital surplus to paid-in capital 2. Transfer from surplus reserves to paid-in capital 3. Surplus reserves used to offset accumulated losses 4. Others (VI) Special reserves 1. Provided this year 2. Used this term (VII)Other IV. Balance at 31 December 2011 288,149,400 14,116,726.93 63,480,745.16 579,298,401 945,045,273.09 Legal representative: Wei Yulin Principal in charge of accounting: Wei Pingxiao Head of accounting department: Chi Guoguang 117 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (III) General information China National Accord Medicines Co., Ltd. (‘the Company’), formerly known as Shenzhen Health Mineral Water Co., Ltd., was approved by the People’s Government of Shenzhen with SFBF (1993) No.356 document to establish on February 1, 1993 through stock restructure as a company limited by shares. In March 1993, with the approval from the Shenzhen Branch of the People’s Bank of China, the Company issued 30 million A-shares (including 16.5 million public shares, 3.5 million employee shares and 10 million corporation shares) and 20 million B-shares. After this issuance, the Company’s share capital was RMB105 million. Through transfer of capital surplus to share capital and bonus issues for years, the share capital of the Company increased to RMB288,149,400 up to June 30, 2012. The employee shares, domestic public shares and foreign public shares have all been listed on the Shenzhen Stock Exchange. In November 2000, the Company entered into an Assets Exchange Agreement with Shenzhen Investment Management Company, the original main shareholder of the Company, to exchange all the assets and liabilities of the Company as of August 31, 2000 for Shenzhen Investment Management Company’s 100% equity interests in 11 pharmaceutical companies and certain properties as well as 51% equity interests in Shenzhen Tefa Modern Computer Co., Ltd. On December 29, 2000, the above assets exchange proposal was approved by shareholder’s voting in the second extraordinary general meeting in 2000. The transaction was completed on January 8, 2001. On June 18, 2001, the Company changed its name to Shenzhen Accord Pharmaceutical Co., Ltd., and belongs to the pharmaceutical manufacturing industry. On February 18, 2004, the Company’s original main shareholder, Shenzhen Investment Management Company, entered into a Stock Transfer Agreement with Sinopharm Group Co., Ltd. (formerly known as Sinopharm Group Medicine Holding Co., Ltd, hereinafter referred to as “Sinopharm Group”) to transfer its 43.33% shares in the Company to Sinopharm Group. The legal procedures of the above equity transfer were completed on December 9, 2004. At the same time, as approved by GZCQ (2004) No.525 document from the State-owned Assets Supervision and Administration Commission of the State Council and ZJGSZ (2004) No.94 document from the China Securities Regulatory Commission, the nature of these shares was transferred from state-owned stock to state-owned legal entity stock and Sinopharm Group became the top shareholder of the Company. On April 14, 2006, the Company’s proposal on reformation of segregated stocks was approved. To gain liquidity for the restricted stocks of the Company, the holders of the restricted stocks of the Company agreed to pay the following consideration: based on the stock registration as of April 27, 2006, the Company issued bonus shares on April 28, 2006 at the ratio of 3 shares to every 10 A-shares to liquidated A-share holders which went public on the same day. After this bonus issue, the total number of shares of the Company remained unchanged with corresponding changes in the composition of share holdings. As at June 30, 2012, there were 288,149,400 shares in total. On December 22, 2011, the Company changed its name from “Shenzhen Accord Pharmaceutical Co.,Ltd ” to “ China National Accord Medicines Co.,Ltd”. The Company is registered with Shenzhen Administration for Industry & Commerce. Its business license number is 440301103040048 and the serial number of the license is N24657. The operation period of the 118 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Company is from August 2, 1986 to August 2, 2036. The registered capital of the Company is RMB288, 149,400. The legal representative of the Company is Wei Yulin. (IV) Summary of significant accounting policies and accounting estimates 1,Basis of preparation The financial statements were prepared in accordance with the Basic Standard and 38 specific standards of the Accounting Standards for Business Enterprises issued by the Ministry of Finance on 15 February 2006, and the Application Guidance for Accounting Standards for Business Enterprises, Interpretations of Accounting Standards for Business Enterprises and other relevant regulations issued thereafter (hereafter collectively referred to as “the Accounting Standards for Business Enterprises” or “CAS”) and the disclosure requirements in the Preparation Convention of Information Disclosure by Companies Offering Securities to the Public No.15 – General Rules on Financial Reporting (2010 revised) issued by the China Securities Regulatory Commission. 2,Statement of compliance with the Accounting Standards for Business Enterprises The financial statements of the Company for the period ended 30 June 2012 are in compliance with the Accounting Standards for Business Enterprises, and truly and completely present the financial position as of 30 June 2012 and the operating results, cash flows and other information for the period then ended of the Group and the Company. 3,Accounting year The Company’s accounting year starts on 1 January and ends on 31 December. This financial report period starts on 1 January and ends on 30 June. 4,Recording currency The recording currency is Renminbi (RMB). The recording currency of Foreign Subsidiaries: N/A 5,Business combinations (1)Business combinations involving enterprises under common control The consideration paid and net assets obtained by the absorbing party in a business combination are measured at the carrying amount. The difference between the carrying amount of the net assets obtained from the combination and the carrying amount of the consideration paid for the combination is treated as an adjustment to capital surplus (share premium). If the capital surplus (share premium) is not sufficient to absorb the difference, the remaining balance is adjusted against retained earnings. Costs directly attributable to the combination are included in profit or loss in the period in which they are incurred. Transaction costs associated with the issue of equity or debt securities for the business combination are included in the initially recognised amounts of the equity or debt securities. 119 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (2)Business combinations involving enterprises not under common control The cost of combination and identifiable net assets obtained by the acquirer in a business combination are measured at fair value at the acquisition date. Where the cost of the combination exceeds the acquirer’s interest in the fair value of the acquirer’s identifiable net assets, the difference is recognized as goodwill; where the cost of combination is lower than the acquirer’s interest in the fair value of the acquirer’s identifiable net assets, the difference is recognized in profit or loss for the current period. Costs directly attributable to the combination are included in profit or loss in the period in which they are incurred. Transaction costs associated with the issue of equity or debt securities for the business combination are included in the initially recognized amounts of the equity or debt securities. 6,Preparation of consolidated financial statements (1)Preparation of consolidated financial statements A. The consolidated financial statements comprise the financial statements of the Company and all of its subsidiaries. B. Subsidiaries are consolidated from the date on which the Group obtains control and are de-consolidated from the date that such control ceases. For a subsidiary that is acquired in a business combination involving enterprises under common control, it is included in the consolidated financial statements from the date when it, together with the Company, comes under common control of the ultimate controlling party. The portion of the net profits realized before the combination date is presented separately in the consolidated income statement. C. In preparing the consolidated financial statements, where the accounting policies and the accounting periods of the Company and subsidiaries are inconsistent, the financial statements of the subsidiaries are adjusted in accordance with the accounting policies and the accounting period of the Company. For subsidiaries acquired from business combinations involving enterprises not under common control, the individual financial statements of the subsidiaries are adjusted based on the fair value of the identifiable net assets at the acquisition date. D. All significant inter-group balances, transactions and unrealized profits are eliminated in the consolidated financial statements. The portion of a subsidiary’s equity and the portion of a subsidiary’s net profits and losses for the period not attributable to Company are recognized as minority interests and presented separately in the consolidated financial statements within equity and net profits respectively. (2)Disclose the accounting treatment when in the two consecutive fiscal years, buying and then sell, or selling to buy another for the same subsidiary. N/A 7,Cash and cash equivalent recognition Cash comprise cash on hand, deposits that can be readily drawn on demand, and short-term and highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. 120 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 8,Foreign currency translation (1)Foreign currency translation Foreign currency transactions are translated into RMB using the exchange rates prevailing at the dates of the transactions. (2)Foreign currency translation At the balance sheet date, monetary items denominated in foreign currencies are translated into RMB using the spot exchange rates on the balance sheet date. Exchange differences arising from these translations are recognised in profit or loss for the current period, except for those attributable to foreign currency borrowings that have been taken out specifically for the acquisition or construction of qualifying assets, which are capitalised as part of the cost of those assets. Non-monetary items denominated in foreign currencies that are measured at historical costs are translated at the balance sheet date using the spot exchange rates at the date of the transactions. The effect of exchange rate changes on cash is presented separately in the cash flow statement. 9,Financial Instruments Please refer to next paragraphs (1)Classification of financial assets Financial assets are classified into the following categories at initial recognition: financial assets at fair value through profit or loss, receivables, available-for-sale financial assets and held-to-maturity investments. The classification of financial assets depends on the Group’s intention and ability to hold the financial assets. The Group currently holds the financial assets including receivables. Receivables, including notes receivables, accounts receivable and other receivables, are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. (2)Recognition and measurement A. Financial assets are recognised at fair value on the balance sheet when the Group becomes a party to the contractual provisions of the financial instrument. Receivables are measured at amortised cost using the effective interest method. B. Financial liabilities are classified into the following categories at initial recognition: financial liabilities at fair value through profit or loss and other financial liabilities. The financial liabilities of the Group mainly comprise other financial liabilities, including payables and borrowings: a. Payables, including notes payable, accounts payable and other payables, are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. b. Borrowings are recognised initially at fair value, net of transaction costs incurred, and subsequently carried at amortised costs using the effective interest method. c. Other financial liabilities with maturities no more than one year are classified as current liabilities. Other financial liabilities with maturities over one year but are due within one year at the balance sheet date are 121 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. classified as the current portion of non-current liabilities. Others are classified as non-current liabilities. (3)Recognition and measurement basis of financial asset transposition Recognition and measurement basis of financial asset transposition: A. A financial asset is derecognised when any of the below criteria is met: (i) the contractual rights to receive the cash flows from the financial asset expire; (ii) the financial asset has been transferred and the Group transfers substantially all the risks and rewards of ownership of the financial asset to the transferee; or (iii) the financial asset has been transferred and the Group has not retained control of the financial asset, although the Group neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset. B. When commercial asset derecognized, the difference between carrying amount of the asset and consideration received is recognized in profit and loss for the current period. (4)Financial liability derecognised A financial liability is derecognised or partly derecognised when the current obligation is discharged or partly discharged. The difference between the carrying amount of the financial liability or the derecognised part of the financial liability and the consideration paid is recognised in profit or loss. (5)Recognition basis of financial assets and financial liabilities’ fair value N/A (6)Impairment of financial assets N/A (7)State the basis for the change of intention and ability when reclassification from held-to-maturity investments to available-for-sale financial assets. N/A 10. Receivables (1)Receivables with amounts those are individually significant and subject to separate assessment for provision for bad debts The criterion for determing “individually significant” amounts Any individual amount is more than RMB 5 million. The amount of the present value of the future cash flows The method of providing for bad debts for those individually expected to be derived from the receivable below its significant amounts carrying amount 122 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (2)Receivables that are subject to provision for bad debts on the grouping basis provision for bad debts on Grouping name Basis for the Groupings the grouping basis Receivables with amounts that are not individually significant and those receivables that have been individually assessed for impairment and have not been found impaired are classified into certain groupings based Based on the ageing of Aging Groupings on their credit risk characteristics.The provision for bad receivables debts is determined based on the historical loss experience for the groupings of receivables with similar credit risk characteristics, taking into consideration of the current circumstances. In the Groupings, The adopting aging analysis method: √ Applicable □ Not applicable Provision ratios used for Provision ratios used for other receivables Aging accounts receivables (%) (%) Within 1 year 0% 0% 1 to 2 years 5% 5% 2 to 3 years 10% 10% More than 3 years 20% 20% 3 to 4 years 20% 20% 4 to 5 years 20% 20% More than 5 years 20% 20% In the groups,adopting balance percentage method to withdraw bad debt provision □ Applicable √ Not applicable In the groups,adopting other methods to withdraw bad debt provision: □ Applicable √ Not applicable (3)Receivables with amounts those are not individually significant but subject to separate assessment for provision for bad debts The reason for making separate assessment for provision for bad debts: there exists objective evidence that the Group will not be able to collect the amount under the original terms of the receivable The provision for bad debts: based on the amount of the present value of the future cash flows expected to be derived from the receivable below its carrying amount. 123 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 11,Inventories (1)Classification Inventories include raw materials, work in progress, finished goods and turnover materials, and are measured at the lower of cost and net realizable value. (2)Costing of inventories □First-in first-out method √ Weighted averages method □Specific identification method □ Others Cost is determined on the weighted average method. The cost of finished goods and work in progress comprises raw materials, direct labor and an allocation of systematically allocated overhead expenditures incurred based on normal operating capacity. (3)Basis for determining net realizable values of inventories and method for making provision for decline in the value of inventories Provisions for declines in the value of inventories are determined at the excess amount of the carrying value of the inventories over their net realizable value. Net realizable value is determined based on the estimated selling price in the ordinary course of business, less the estimated costs to completion and estimated costs necessary to make the sale and related taxes. (4)Inventory System: √Perpetual inventory system □Periodic inventory system □ Others The Group adopts the perpetual inventory system. (5)Amortization methods of low value consumables and packaging materials Turnover materials include low value consumables and packaging materials, which are expensed when issued. 12,Long-term equity investments (1)Determination of investment cost For long-term equity investments acquired through a business combination: for long-term equity investments acquired through a business combination involving enterprises under common control, the investment cost shall be the absorbing party’s share of the carrying amount of owners’ equity of the party being absorbed at the combination date; for long-term equity investment acquired through a business combination involving enterprises not under common control, the investment cost shall be the combination cost. 124 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (2)Subsequent measurement and recognition of related profit and loss A. For long-term equity investments accounted for using the cost method, they are measured at the initial investment costs, and cash dividends or profit distribution declared by the investees are recognised as investment income in profit or loss. B. For long-term equity investments accounted for using 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 acquisition date, the long-term equity investment is measured at 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 acquisition date, the difference is included in profit or loss and the cost of the long-term equity investment is adjusted upwards accordingly. C. For long-term equity investments accounted for using the equity method, the Group recognises the investment income according to its share of net profit or loss of the investee. The Group discontinues recognising its share of net losses of an investee after the carrying amount of the long-term equity investment together with any long-term interests that, in substance, form part of the investor’s net investment in the investee are reduced to zero. However, if the Group has obligations for additional losses and the criteria with respect to recognition of provisions under the accounting standards on contingencies are satisfied, the Group continues recognising the investment losses and the provisions. For changes in owners’ equity of the investee other than those arising from its net profit or loss, the Group records its proportionate share directly into capital surplus, provided that the Group’s proportion of shareholding in the investee remains unchanged. The carrying amount of the investment is reduced by the Group’s share of the profit distribution or cash dividends declared by an investee. The unrealised profits or losses arising from the intra-group transactions amongst the Group and its investees are eliminated in proportion to the Group’s equity interest in the investees, and then based on which the investment gains or losses are recognised. For the loss on the intra-group transaction amongst the Group and its investees attributable to asset impairment, any unrealised loss is not eliminated. (3)Basis for determing existence of control, jointly control or significant influence over investees A. Control is the power to determine the financial and operating policies of the investee, through what can receive future economic benefits from the business. B. 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. (4)Impairment of long-term equity investments The carrying amount of long-term equity investments in subsidiaries and associates is reduced to the recoverable amount when the recoverable amount is less than the carrying amount (Note II (20)). 13,Investment properties A. Investment properties, including land use rights that have already been leased out, buildings that are held for the purpose of leasing, and buildings that are being constructed or developed for the purpose of leasing in future, are measured initially at cost. Subsequent expenditures incurred in relation to an investment property are included in the cost of the investment property when it is probable that the associated economic benefits 125 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. will flow to the Group and their costs can be reliably measured; otherwise, the expenditures are recognised in profit or loss in the period in which they are incurred. B. The Group adopts the cost model for subsequent measurement of investment properties. Buildings and land use rights are depreciated or amortized to their estimated net residual values over their estimated useful lives. The estimated useful lives, the estimated net residual values that are expressed as a percentage of cost and the annual depreciation (amortization) rates of investment properties are as follows: Estimated useful lives Estimated residual value Annual depreciation (amortization) rates Buildings 20-35 years 5% 2.71% to 4.75% Land use rights 30-50 years - 2.00% to 3.33% C. When an investment property is transferred to owner-occupied properties, it is reclassified as fixed asset or intangible asset at the date of the transfer. When an owner-occupied property is transferred out for earning rentals or for capital appreciation, the fixed asset or intangible asset is reclassified as investment properties at its carrying amount at the date of the transfer. D. The investment property’s estimated useful life, net residual value and depreciation (amortisation) method applied are reviewed and adjusted as appropriate at each year-end. E. An investment property is derecognised on disposal or when the investment property is permanently withdrawn from use and no future economic benefits are expected from its disposal. The net amount of proceeds from sale, transfer, retirement or damage of an investment property after its carrying amount and related taxes and expenses is recognised in profit or loss for the current period. F. The carrying amount of an investment property is reduced to the recoverable amount if the recoverable amount is below the carrying amount. 14,Fixed assets (1)Recognition and initial measurement of fixed assets A. Fixed assets comprise buildings, machinery and equipment, motor vehicles, other equipment and leasehold improvements. B. Fixed assets are recognised when they are probable that the related economic benefits will flow to the Group and the cost can be reliably measured. Fixed assets purchased or constructed are initially measured at cost at the time of acquisition. The fixed assets contributed by the State shareholders at the reorganisation of the Company into a corporation entity are recognised based on the revaluated amounts approved by the state-owned assets administration department. C. Subsequent expenditures incurred for a fixed asset are included in the cost of the fixed asset when it is probable that the associated economic benefits will flow to the Group and the related cost can be reliably measured. The carrying amount of the replaced part is derecognised. All the other subsequent expenditures are recognised in profit or loss in the period in which they are incurred. (2)Recognition and initial measurement of fixed assets from financing lease N/A 126 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (3)Depreciation methods of fixed assets Fixed assets are depreciated using the straight-line method to allocate the cost of the assets to their estimated residual values over their estimated useful lives. For the fixed assets that have been provided for impairment loss, the related depreciation charge is prospectively determined based upon the adjusted carrying amounts over their remaining useful lives. Annual items Estimated useful lives Estimated residual value depreciation rates Buildings 20-35 years 5% 2.71% to 4.75% Machinery and equipment 10-14 years 5% 6.79% to 9.5% electronic equipment Motor vehicles 5-10 years 5% 9.5% to 19% Fixed asset improvements Within 5 years 0 Above 20% Other equipment 5-10 years 5% 9.5% to 19% fixed assets from financing -- -- -- lease: Incl: Buildings Machinery and equipment electronic equipment Motor vehicles Other equipment (4)Testing and provision method of impairment of fixed assets When the recoverable amount of the asset is less than its carrying amount, a provision for impairment and an impairment loss are recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. (5)Other explanation A fixed asset is derecognized on disposal or when no future economic benefits are expected from its use or disposal. The amount of proceeds from disposal on sale, transfer, retirement or damage of a fixed asset net of its carrying amount and related taxes and expenses is recognized in profit or loss for the current period. 15,Construction in progress (1)Classification of construction in progress Construction in progress is measured by the construction project. 127 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (2)Timing of construction in progress transferred to fixed assets Construction in progress is transferred to fixed assets when the assets are ready for their intended use, and depreciation begins from the following month. (3)Testing and provison method of impairment of construction in progress The carrying amount of construction in progress is reduced to the recoverable amount when the recoverable amount is less than the carrying amount 16,Borrowing costs (1)Confirmed basis for capitalization of borrowing costs The borrowing costs that is directly attributable to the acquisition and construction of a fixed asset that needs a substantially long period of time for its intended use. Borrowing costs ceases when the asset under acquisition or construction becomes ready for its intended use and the borrowing costs incurred thereafter are recognized in profit or loss for the current period (2)Period for capitalization of borrowing costs The borrowing costs that are directly attributable to the acquisition and construction of a fixed asset that needs a substantially long period of time for its intended use commence to be capitalized and recorded as part of the cost of the asset when expenditures for the asset and borrowing costs have been incurred, and the activities relating to the acquisition and construction that are necessary to prepare the asset for its intended use have commenced. The capitalization of borrowing costs ceases when the asset under acquisition or construction becomes ready for its intended use and the borrowing costs incurred thereafter are recognized in profit or loss for the current period. (3)Suspended period for capitalization of borrowing costs Capitalization of borrowing costs is suspended during periods in which the acquisition or construction of a fixed asset is interrupted abnormally and the interruption lasts for more than 3 months, until the acquisition or construction is resumed. (4)Calculation of capitalization of borrowing costs A. For the specific borrowings obtained for the acquisition or construction of a fixed asset qualifying for capitalization, the amount of borrowing costs eligible for capitalization is determined by deducting any interest income earned from depositing the unused specific borrowings in the banks or any investment income arising on the temporary investment of those borrowings during the capitalization period. B. For the general borrowings obtained for the acquisition or construction of a fixed asset qualifying for capitalization, the amount of borrowing costs eligible for capitalization is determined by applying the weighted average effective interest rate of general borrowings, to the weighted average of the excess amount of cumulative expenditures on the asset over the amount of specific borrowings. The effective interest rate is the 128 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. rate at which the estimated future cash flows during the period of expected duration of the borrowings or applicable shorter period are discounted to the initial amount of the borrowings. 17, Bearer biological assets N/A 18, Oil and gas assets N/A 19, Intangible assets (1)The valuation methods of intangible assets Intangible assets include land use rights, computer softwares, technology patents and trademarks, which initially recognised at cost. Intangible assets contributed by state-owned shareholders during the company reorganisation were recorded based on the valuation amount approved by the state-owned assets supervision and management department. Intangible assets (sales network) acquired in business combinations under common control were recorded based on the fair value at the acquisition date (2)Adjustment basis for intangible asset with a finite useful life items Expected useful life Basis Land use rights 30 to 50 years A land use right granted by government with a infinite useful life would not be amortized. Other land use rights are amortised on the straight-line basis over their approved useful period of 30 to 50 years. If the acquisition costs of land use rights and the buildings located thereon cannot be reliably allocated between the land use rights and the buildings, all of the acquisition costs are recognised as fixed assets. Computer softwares 3 to 5 years Computer softwares purchased by the Group are initially measured at cost, which are amortised on the straight-line basis over their approved useful period of 3 to 5 years. Trademarks 5 to10years over their effective useful lives Technology Patents 5 years over their effective useful lives Sales Network Amortization over Sales network includes client relationship and expected beneficial distribution channels, amortization over expected period beneficial period 129 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (3)Adjustment basis for intangible asset without a definite useful life A. The intangible asset rights from the contractual or other legal, but no definite useful life provide. B. We cannot determine the period of intangible assets to bring economic benefits for the company although we integrated with the industry or related experts ‘discussion. (4)Impairment of intangible assets The carrying amount of intangible assets is reduced to the recoverable amount when the recoverable amount is less than the carrying amount (5)The classification basis of expenditure on the research phase and expenditure on the development phase The expenditure on an internal research and development project is classified into expenditure on the research phase and expenditure on the development phase based on its nature and whether there is material uncertainty that the research and development activities can form an intangible asset at end of the project. Expenditure on the research phase is recognized in profit or loss in the period in which it is incurred. Expenditure on the development phase is capitalized only if all of the following conditions are satisfied: (1) It is technically feasible to complete the intangible asset so that it will be available for use; (2) Management intends to complete the intangible asset, and use or sell it; (3) It can be demonstrated how the intangible asset will generate economic benefits; (4) Adequate technical, financial and other resources to complete the development and the ability to use or sell the intangible asset; and the expenditure attributable to the intangible asset during its development phase can be reliably measured. (6)The calculation of expenditure on an internal research and development project Other development expenditures that do not meet the conditions above are recognized in profit or loss in the period in which they are incurred. Development costs previously recognized as expenses are not recognized as an asset in a subsequent period. Capitalized expenditure on the development phase is presented as development costs in the balance sheet and transferred to intangible assets at the date that the asset is ready for its intended use. 20,Long-term prepaid expenses Long-term prepaid expenses include the expenditure for improvements to fixed assets under operating leases, and other expenditures that have been made but should be recognized as expenses over more than one year in the current and subsequent periods. Long-term prepaid expenses are amortized on the straight-line basis over the expected beneficial period and are presented at actual expenditure net of accumulated amortization. 21, Asset transfer with conditions of repurchasing N/A 130 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 22, Expected liabilities (1)Recognition of expected liabilities N/A (2)Measurement of expected liabilities N/A 23, Share-based payment and equity instruments N/A 24, Repurchase of shares of the company N/A 25, Revenue recognition A. Revenue recognition of sale of goods Revenue from the sale of goods is recognized when significant risks and rewards of ownership of the goods are transferred to the buyer, the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold, and it is probable that the economic benefit associated with the transaction will flow to the Company and the relevant revenue and costs can be measured reliably. B. Revenue recognition of transfer of asset use rights Revenue is recognized when the economic benefits associated with the transaction will flow to the Group, the related revenue and cost can be reliably measured; the interest income is determined by using the effective interest method, based on the length of time for which the Group’s cash is used by others. The income from an operating lease is recognized on a straight-line basis over the period of the lease. C. Recognition of contract completion status using percentage-of-completion method to recognize the revenue of Service income and Construction contracts revenue. N/A 26. Government grants (1)Types Government grants are transfers of monetary or non-monetary assets from the government to the Group at nil 131 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. consideration, including refund of taxes and financial subsidies, etc. (2)Accounting treatment method 1, A government grant is recognized when the conditions attached to it can be complied with and the government grant can be received. For a government grant in the form of transfer of monetary assets, the grant is measured at the amount received or receivable. For a government grant in the form of transfer of non-monetary assets, it is measured at fair value; if the fair value is not reliably determinable; the grant is measured at nominal amount. 2, 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. Government grants measured at nominal amounts are recognized immediately in profit or loss for the current period. 3, For government grants related to income, where the grant is a compensation for related expenses or losses to be incurred by the Group in the subsequent periods, the grant is recognized as deferred income, and included in profit or loss over the periods in which the related costs are recognized; where the grant is a compensation for related expenses or losses already incurred by the Group, the grant is recognized immediately in profit or loss for the current period. 27,Deferred tax assets and deferred tax liabilities A. Basis for deferred tax assets recognized a. Deferred tax assets and deferred tax liabilities are calculated and recognized based on the differences arising between the tax bases of assets and liabilities and their carrying amounts (temporary differences). b. Deferred tax asset is recognized for the deductible losses that can be carried forward to subsequent years for deduction of the taxable profit in accordance with the tax laws. c. No deferred tax asset or deferred tax liability is recognized for the temporary differences resulting from the initial recognition of assets or liabilities due to a transaction other than a business combination, which affects neither accounting profit nor taxable profit (or deductible loss). d. When it is probable that the temporary differences arising from investments in subsidiaries and associates will be reversed in the foreseeable future and that the taxable profit will be available in the future against which the temporary differences can be utilized, the corresponding deferred tax assets are recognized. e. Deferred tax assets are only recognized for deductible temporary differences, deductible losses and tax credits to the extent that it is probable that taxable profit will be available in the future against which the deductible temporary differences, deductible losses and tax credits can be utilized. f. At the balance sheet date, deferred tax assets are measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled. B. Basis for deferred tax liabilities recognized a. Deferred tax assets and deferred tax liabilities are calculated and recognized based on the differences arising between the tax bases of assets and liabilities and their carrying amounts (temporary differences). b. No deferred tax liability is recognized for a temporary difference arising from the initial recognition of goodwill. c. No deferred tax asset or deferred tax liability is recognized for the temporary differences resulting from the 132 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. initial recognition of assets or liabilities due to a transaction other than a business combination, which affects neither accounting profit nor taxable profit (or deductible loss). d. Deferred tax liabilities are recognized for temporary differences arising from investments in subsidiaries and associates, 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. e. At the balance sheet date, deferred tax liabilities are measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled. 28,Operating leases, Financing leases A. Operating leases Leases where a significant portion of the risks and rewards of ownership are retained by the leaser are classified as operating leases. Lease payments under an operating lease are recognised on a straight-line basis over the period of the lease, and are either capitalised as part of the cost of related assets or charged as an expense for the current period. B. Accounting treatment for financing leases N/A 29, Available-for-sale financial assets A. Recognition basis for available for sale assets N/A B. Accounting treatment for available for sale assets N/A 30,Asset securitization business N/A 31,Hedge accounting N/A 32, Changing of main accounting policies, accounting estimations Changing of main accounting policies, accounting estimations for this period □ Yes √ No 133 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. A. Changing of main accounting policies Changing of main accounting policies for this period □ Yes √ No B. Changing of main accounting estimations Changing of main accounting estimations for this period □ Yes √ No 33,Correcting of accounting errors in the prior period Correcting of accounting errors in the prior period for this period □ Yes √ No A. Retrospective Restatement Accounting errors in the prior period for this period using retrospective restatement □ Yes √ No B. Prospective Application Accounting errors in the prior period for this period using Prospective Application □ Yes √ No 34. Other main accounting policies, accounting estimations, and preparing financial Statements methods A. Governmental medical reserve funds and specially approved reserving materials Appointed by the PRC Government, China National Pharmaceutical Group Corporation (“CNPGC") is responsible for purchasing, allocating and providing the governmental medical reserves, which include the medical products, traditional Chinese medicine and medical appliances for nation-wide emergency rescue and disaster relief. Appointed by the Government of Guangxi Province, Sinopharm Medicine Holding Nanning Co., Ltd. (“Sinopharm Nanning”), a subsidiary of the Group, is responsible for purchasing, allocating and providing the medical reserves, which include the medical products needed for common disease and emergencies triggered by major disasters, epidemics and other situations in Guangxi Province. In accordance with the regulation of CNPGC, as being the enterprise who bears the obligation for specially approved medical reserving materials, the medical reserve funds received from the PRC Government or local government are recognised in other Non-current liabilities. The Group reserves the specially approved medical reserving materials according to the reserve program (by category and by quantity), applies dynamic management and recognises in other non-current assets. 134 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. B. Impairment of long-term assets 1,Fixed assets, construction in progress, intangible assets with finite useful lives, Long-term prepaid expenses and investment properties measured using the cost model and long-term equity investments in subsidiaries, joint ventures and associates are tested for impairment if there is any indication that an asset may be impaired at the balance date. If the result of the impairment test indicates that the recoverable amount of the asset is less than its carrying amount, a provision for impairment and an impairment loss are recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and the present value of the future cash flows expected to be derived from the asset. Provision for asset impairment is determined and recognised on the individual asset basis. If it is not possible to estimate the recoverable amount of an individual asset, the recoverable amount of a group of assets to which the asset belongs is determined. A group of assets is the smallest group of assets that is able to generate independent cash inflows. 2. Goodwill that is separately presented in the financial statements and intangible assets with infinite useful lives are tested at least annually for impairment, irrespective of whether there is any indication that it may be impaired. In conducting the test, the carrying value of goodwill is allocated to the related asset groups or groups of asset groups which are expected to benefit from the synergies of the business combination. If the result of the test indicates that the recoverable amount of an asset group or group of asset groups, including the goodwill allocated, is lower than its carrying amount, the corresponding impairment loss is recognized. The impairment loss is first deducted from the carrying amount of goodwill that is allocated to the asset group or group of asset groups, and then deducted from the carrying amounts of other assets within the asset groups or groups of asset groups in proportion to the carrying amounts of other assets. 3. Once the above asset impairment loss is recognized, it will not be reversed for the value recovered in the subsequent periods. C. Employee benefits Employee benefits mainly include wages or salaries, bonuses, allowances and subsidies, staff welfare, annuity, social security contributions, housing funds, labour union funds, employee education funds and other expenditures incurred in exchange for service rendered by employees Where the Group terminates the employment relationship with employees before the end of the employment contract or offers compensation for encouraging employees to accept voluntary redundancy, a provision for termination benefits for the compensation arising from termination of the employment relationship with employees is recognized, with a corresponding charge to profit or loss when the Group has made a formal plan for termination of the employment relationship or an offer for voluntary redundancy which will be implemented immediately and cannot be withdrawn by the Group unilaterally. Except for compensation paid for termination of employment, employee benefits are recognised as salaries and wages payable in the accounting period in which an employee has rendered service, as costs of assets or expenses to whichever the employee service is attributable. Certain subsidiaries have the defined benefit plans. The Group recognizes salaries, social insurance premiums, etc., to be paid for the early retired employees, during the period from the date when the employees stop rendering service to the normal retirement date, as employee benefits payable through administrative expenses for the current period, when the above conditions for the recognition of termination benefit plan are satisfied. 135 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. The liability recognized in the balance sheet in respect of defined benefit plans is the present value of the defined benefit obligation at the balance sheet date, together with adjustments for unrecognised actuarial gains or losses and past service costs. The defined benefit t obligation is calculated annually by independent actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using interest rates of the RMB denominated (the currency in which the benefits will be paid) PRC government bonds, and that have terms to maturity approximating to the terms of the related pension liability. D. Dividend distribution Cash dividends distribution is recognised as a liability in the period in which it is approved by the annual shareholders’ meeting. E. Rendering of services The Group provides freight service and storage service to external parties. The freights are recognized as revenue right after the goods are transported to the place of delivery according to contracts or agreements, received and confirmed by the purchasers. The storage charges are recognized as revenue on the basis of services provided during the storage period. Other service revenue is ascertained from the providing of labor services in accordance with the received or to-be-received price of the party that receives the labor services as stipulated in the contract or agreement. F. Customer Loyalty Programme Shenzhen Zhijun Pharmaceutical Co., Ltd. (‘Zhijun Pharm’), a subsidiary of the group, offers loyalty points programmes where points earned through the purchase of goods can only be redeemed for goods provided by Zhijun Pharm or other free goods. The fair value of the consideration received or receivable in respect of the initial sale is allocated between the award credits and the other components of the sale. Fair value of award points is measured on the basis of the value of the awards (that is, goods or services) for which they could be redeemed, the fair value of the award credits should take account of expected forfeitures as well as the discounts or incentives that would otherwise be offered to customers who have not earned award credits from an initial sale. G. Segment information The Group identifies operating segments based on the internal organisation structure, management requirements and internal reporting system, and discloses segment information of reportable segments which is determined on the basis of operating segments. An operating segment is a component of the Group that satisfies all of the following conditions: (1) the component is able to earn revenues and incur expenses from its ordinary activities; (2) whose operating results are regularly reviewed by the Group’s management to make decisions about resources to be allocated to the segment and to assess its performance, and (3) for which the information on financial position, operating results and cash flows is available to the Group. If two or more operating segments have similar economic characteristics and satisfy certain conditions, they are aggregated into one single operating segment. 136 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. H. Critical accounting estimates and judgments The Group continually evaluates the critical accounting estimates and key judgments applied based on historical experience and other factors, including expectations of future events that are believed to be reasonable. Critical accounting estimates and key assumptions The critical accounting estimates and key assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next accounting year are outlined below: (a) Accounting estimates on impairment of goodwill The Group tests annually whether goodwill has suffered any impairment. The recoverable amount of asset groups and groups of asset groups is the present value of the future cash flows expected to be derived from them. These calculations require use of estimates. If management revises the gross margin that is used in the calculation of the future cash flows of asset groups and groups of asset groups, and the revised gross margin is lower than the one currently used, the Group would need to recognise further impairment against goodwill and fixed assets. If management revises the pre-tax discount rate applied to the discounted cash flows, and the revised pre-tax discount rate is higher than the one currently applied, the Group would need to recognize further impairment against goodwill and fixed assets. If the actual gross margin/pre-tax discount rate is higher/lower than management’s estimates, the impairment loss of goodwill previously provided for is not allowed to be reversed by the Group. (b) Income taxes The Group is subject to income taxes in numerous jurisdictions. There are many transactions and events for which the ultimate tax determination is uncertain during the ordinary course of business. Significant judgment is required from the Group in determining the provision for income taxes in each of these jurisdictions. The Group recognizes income taxes in each jurisdiction based on estimates. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made. (c) Accounting estimates on impairment of accounts receivable In accordance with the Group’s accounting policy of receivables (Note II (10)), the Group’s management tests annually whether receivables have suffered any impairment, Impairment of receivables has been assessed by taking into account the customers’ credit history and financial position together with the current market conditions. Even if the Group’s management has made bad debt provision for the expected loss at its best estimate, there is a possibility that changes in customers’ financial position or market conditions will alter the result. (d) Accounting estimates on impairment of inventories In accordance with the Group’s accounting policy of provision for declined in value of inventories, the Group’s management estimates the net realizable value of the inventory. Net realizable value is determined based on the estimated selling price in the ordinary course of business, less the estimated costs to completion and estimated costs necessary to make the sale and related taxes. Even if the Group’s management has made stock provision for the expected impairment at its best estimate, there is a possibility that changes in market conditions will alter the result. (e) Accounting estimates on impairment of long-term assets In accordance with the Group’s accounting policy of impairment of long-term assets, the Group’s management tests annually whether long term assets with an indication of impairment have suffered any 137 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. impairment, including fixed assets, construction in progress, intangible assets with finite useful lives, Long-term prepaid expenses and investment properties measured using the cost model and long-term equity investments in subsidiaries and associates. The calculation of present value of projection cash flows of these long-term assets requires the use of accounting estimate which is similar to the impairment test of goodwill. It is reasonably possible that outcomes based on current experience within the next financial year would be significantly different, which will result in a significant impact on the carrying amount of those long-term assets described above. (f) Useful lives and residual values of property, plant and equipment The Group determines the estimated useful lives and residual values and consequently the related depreciation charges for its property, plant and equipment. This estimate is based on the historical experience of the actual useful lives of property, plant and equipment of similar nature and functions. Management will period review estimated useful lives and estimated residual values of fix assets. Periodic review could result in a change in depreciable lives and residual values, and therefore depreciation expense in the future years, when foreseeable economic lives or foreseeable residual values differ from estimated useful lives or estimated residual values. (g) Useful lives of sales network The Group determines the estimated useful lives and consequently the related amortization charges for its sales network. These estimates are based on the historical experience of the actual useful lives of sales network of similar nature and functions and considering the current market environment in PRC and estimations of future changes. Management will increase the amortization charges where useful lives are less than previously estimated lives, it will write-off or write-down technically obsolete or non-strategic assets that have been abandoned or sold. Actual economic lives may differ from estimated useful lives. Periodic review could result in a change in amortizable lives and therefore amortization expenses in future years. 138 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (V)Taxation 1. The types and rates of taxes applicable to the Group are set out below: Type Taxable base Tax rate Taxable value added amount (Tax payable is calculated using the Value added tax (“VAT”) taxable sales amount multiplied by 0%,6%,3%,13% or 17% the effective tax rate less deductible VAT input of current period) consumption tax N/A Rental income, storage income and Business tax 3%,5% Freight income etc. City maintenance and VAT and business tax 7% construction tax Enterprise income tax(“EIT”) Taxable income 15%,20% or 25% Education surcharge VAT and business tax 3% Local Education Surcharge VAT and business tax 2% Income tax rate for per Subsidiaries 1. Explanation for different income tax rate for the Subsidiaries ①15%: Shenzhen Zhijun Pharmaceutical Co., Ltd., Suzhou Zhijun Wanqing Pharmaceutical Co., Ltd. and Sinopharm Medicine Holding Shenzhen Herbal Co., Ltd., subsidiaries of the Company, are New Technology Enterprises, and the applicable tax rates are 15%. ②20%: Sinopharm Medicine Holding Guangxi Herbal Sliced Co., Ltd. is a small low-profit enterprise and the income tax rate is 20%. ③25%:Other Subsidiaries are all 25%. 2. Explanation for different VAT for the Subsidiaries ①13% Applicable for herbal sales; ②6% For Sinopharm Medicne Holding Shenzhen Yanfeng Co., Ltd, biological products sales; ③0% For the Contraception products sales. 2,Tax preferences In 2011, Shenzhen Zhijun Pharmaceutical Co., Ltd. and Suzhou Zhijun Wanqing Pharmaceutical Co., Ltd., 139 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. subsidiaries of the Company, separately obtained the certificate of High and New Technology Enterprises with effective period of 3 years. In 2009, Sinopharm Medicine Holding Shenzhen Herbal Co., Ltd. obtained the certificate of High and New Technology Enterprises with effective period of 3 years. In 2011, Sinophram Medicine Holding Shenzhen Herbal Co., Ltd. summited application with Shenzhen Baoshui Local Taxation Bureau concerning tax exemption and reduction of high-tech enterprise. Under the relevant regulations of article 28 of the Corporate Income Tax Law, the applicable tax rates for Shenzhen Zhijun Pharmaceutical Co., Ltd., Suzhou Zhijun Wanqing Pharmaceutical Co., Ltd. and Sinopharm Medicine Holding Shenzhen Herbal Co., Ltd. are 15% (2011: 15%). 3, Others. N/A (VI)Business combinations and consolidated financial statements Business combinations and consolidated financial statements conclusion: China National Accord Medicines CO., LTD. has 30 subsidiaries, including 24 second subsidiaries and 6 third subsidiaries. 1,Subsidiaries China National Accord Medicines CO., LTD. has 30 subsidiaries, including: 24 secondary subsidiaries: China National Accord Medicines CO., LTD., Sinopharm Medicine Holding Guangzhou Co., Ltd. (’Sinopharm Guangzhou’), Sinopharm Guangdong Accord Hengxing Pharmaceutical Co., Ltd. (‘Sinipharm Hengxing'),Guangdong Huixin Investment Co., Ltd. (’Huixin Investment’),Sinopharm Medicine Holding Foshan Co., Ltd. (’Sinopharm Foshan’),Sinopharm Medicine Holding Huizhou Co., Ltd. (’Sinopharm Huizhou’),Sinopharm Medicine Holding Zhaoqing Co., Ltd.(“Sinopharm Zhaoqing”),Sinopharm Medicine Holding Jiangmen Renren Co., Ltd.(“Sinopharm Jiangmen”), Sinopharm Medicine Holding Guangdong Logistics Co., Ltd. (’Guangdong Logistics’),Sinopharm Medicine Holding Dongguan Co., Ltd. (’ Sinopharm Dongguan’), Sinopharm Medicine Holding Yuexing Co., Ltd. (‘Sinopharm Yuexing’),Sinopharm Medicine Holding Zhanjiang Co., Ltd. (’Sinopharm Zhanjiang’),Sinopharm Medicine Holding Meizhou Co., Ltd. (’Sinopharm Meizhou’),Sinopharm Medicine Holding Shenzhen Logistics Co., Ltd.(“Shenzhen Logistics”),Sinopharm Medicine Holding Shenzhen Jianmin Co., Ltd.(“Sinopharm Jianmin”),Sinopharm Medicine Holding Shenzhen Yanfeng Co., Ltd. (“Sinopharm Yanfeng”),Sinopharm Medicine Holding Shenzhen Material Co., Ltd.(“Sinopharm Material”),Guangdong Accord Pharmaceutical Vocational Skills Training Center (’Training Center’), Sinopharm Medicine Holding Shenzhen Herbal Co., Ltd. (“Shenzhen Herbal”),Shenzhen Zhijun Pharmaceutical Co., Ltd.(“Zhijun Pharm”),Shenzhen Zhijun Trade Co., Ltd.(“Zhijun Trade”),Suzhou Zhijun Wanqing Pharmaceutical Co., Ltd. (“Suzhou Wanqing”),Sinopharm Medicine Holding Liuzhou Co., Ltd. (’Sinopharm Liuzhou’),Sinopharm Medicine Holding Guangxi Co., Ltd. (’ Sinopharm Guangxi’), Shenzhen Medicine Trade Co., Ltd. 6 third subsidiaries: Sinopharm Medicine Holding Guangxi Herbal Sliced Co., Ltd.(“Guangxi Herbal”).,Sinopharm Medicine Holding Wuzhou Co., Ltd.(“Sinopharm Wuzhou”),Sinopharm Medicine Holding Guangxi Logistics Co., Ltd. (‘Guangxi Logistics’),Sinopharm Medicine Holding Yulin Co., Ltd.(“Sinopharm Yulin”),Sinopharm Medicine Holding Baise Co., Ltd.(“Sinopharm Baise”), Sinopharm Medicine Holding Guilin Co., Ltd.(“ Sinopharm Guilin Co., Ltd.”)。 140 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (1)Subsidiaries acquired under set up or the means such as investment Newly setup subsidiaries Sinopharm Baise and Sinopharm Guilin. Currency: RMB Subsidiari Subsidi Place Nature of Registered Currency Principal activities Year-End Other Equity Votin Cons Minor Loss The balance es Name aries of business capital balance of assets interest g olidat ity shared between current type regist investment constitut held rights ed or intere by losses assumed ration e (%) held not sts minorit by minority investme (%) y shareholders’ nt in interest deducted from substanc s owners’ equity e belongs to parent company and the minority shareholders’ attributable share of owners’ equity at the opening balance Sinophar Wholly Baise Commerci 10,000,00 CNY Chinese herbs, 10,000,00 0 100% 100 Yes 0 0 0 m Baise owned al 0 medicine, Chinese 0 % subsidi Herbal Medicine, ary chemical raw materials and their preparations, antibiotics, biochemical medicines, biological items (except 141 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. vaccines), psychotropic substances, the Narcotic Drugs Sinophar Wholly Guili Commerci 10,000,00 CNY Chinese herbs, 10,000,00 0 100% 100 Yes 0 0 0 m guilin owned n al 0 medicine, Chinese 0 % subsidi Herbal Medicine, ary chemical raw materials and their preparations, antibiotics, biochemical medicines, biological items (except vaccines), the second class of psychotropic drugs, medical toxic drugs, etc. Other explanation for subsidiaries acquired under set up or the means such as investment N/A 142 2012 Semi-annual Report of China National Accord Medicines CO.,LTD (2)Subsidiaries acquired under common control Zhijun Pharm, Sinopharm Jianmin, Shenzhen Medicine Trade Co., Ltd. (‘Shenzhen Trade’) (i), Sinopharm Material, Zhijun Trade, Shenzhen logistics, Training Center, Sinopharm Hengxing, Sinopharm Yulin(Note 2), Sinopharm Liuzhou, Guangxi Herbal, Huixin Investment, Sinopharm Foshan, Sinopharm Yuexing,Guangdong Logistics, Sinopharm Guangxi, Guangxi Logistics, Shenzhen Herbal, Sinopharm Wuzhou. 143 2012 Semi-annual Report of China National Accord Medicines CO.,LTD Unit:RMB Subsi Subsidiar Place of Nature of Regist Currency Principal Year Other Equit Voti Consoli Mino Loss The balance diarie ies type registrati business ered activities -End assets y ng dated rity share between current s on capital bala constitu inter right or not inter d by losses assumed name nce te est s ests minori by minority ( RMB of investm held held ty shareholders’ ’0000) inve ent in (%) (%) intere deducted from stme substan sts owners’ equity nt ce belongs to parent company and the minority shareholders’ attributable share of owners’ equity at the opening balance Zhijun Wholly Shenzhe Manufact 200,0 CNY Original chemical 237, 0 100 100 Yes 0 0 0 Phar owned n uring 00,00 medicine 062, % % m subsidiary 0 manufacture, 000 Chinese patent medicine processing, chemical raw material of medicine, the imports and exports business which transacted according to examined and 144 2012 Semi-annual Report of China National Accord Medicines CO.,LTD approved certificate Sinop Wholly Shenzhe Commerci 5,000, CNY Wholesale of 53,4 0 100 100 Yes 0 0 0 harm owned n al 000 chemical agent, 83,0 % % Jianm subsidiary antibiotics agent, 00 in chemical and biological agent, blood products, raw material of chemical product, Chinese medicine and diagnosis products Shen Wholly Shenzhe Commerci 1,880, CNY Wholesale and 8,47 0 100 100 Yes 0 0 0 zhen owned n al 000 retail of drugs 9,00 % % Medic subsidiary and textiles 0 ine Trade Co., Ltd. (‘She nzhen Trade’ ) (i) Sinop Wholly Shenzhe Commerci 6,000, CNY Chinese patent 8,16 0 100 100 Yes 0 0 0 harm owned n al 000 medicine, 7,00 % % Materi subsidiary western 0 al medicine, 145 2012 Semi-annual Report of China National Accord Medicines CO.,LTD medicine treatment apparatus Zhijun Wholly Shenzhe Commerci 1,890, CNY Purchase and 3,73 0 100 100 Yes 0 0 0 Trade owned n al 000 sale of Chinese 4,00 % % subsidiary traditional 0 medicinal materials, Chinese patent medicine, chemical raw material for medical treatment, antibiotic preparation, chemical medicine preparation etc. Shen Wholly Shenzhe Service 1,000, CNY Storage service, 1,01 0 100 100 Yes 0 0 0 zhen owned n 000 convey, 9,00 % % logisti subsidiary liquidation of 0 cs cargo external package and common transportation of road Traini Wholly Shenzhe Service 30,00 CNY Training service 30,0 0 100 100 Yes 0 0 0 ng owned n 0 00 % % 146 2012 Semi-annual Report of China National Accord Medicines CO.,LTD Ce subsidiary nte r Sinop Wholly Guangzh Commerci 400,0 CNY Chinese patent 483, 0 100 100 Yes 0 0 0 harm owned ou al 00,00 medicine, 888, % % Guan subsidiary 0 chemical 000 gzhou medicine preparation, antibiotics, biochemical medicine, biological products, diagnosis medicine, treatment diagnosis biological products, finalized packing food, chemical products, self-support and surrogate the imports and exports of various merchandise and skills. 147 2012 Semi-annual Report of China National Accord Medicines CO.,LTD Sinop Wholly Guangzh Commerci 40,00 CNY Drugs, medical 37,1 0 100 100 Yes 0 0 0 harm owned ou al 0,000 apparatus sales 42,0 % % Heng subsidiary 00 xing Sinop Wholly Yulin Commerci 5,000, CNY Drug sales 0 0 100 100 Yes 0 0 0 harm owned al 000 % % Yulin subsidiary Sinop Wholly Liuzhou Commerci 20,53 CNY Chinese 22,2 0 51% 51 Yes 31,2 0 0 harm owned al 0,600 traditional 06,0 % 55,6 Liuzh subsidiary medicinal 00 61.6 ou materials, 9 Chinese patent medicine, Chinese traditional medicine in pieces, chemical raw material, chemical medicine preparation, antibiotics, biochemical drugs, psychotropic drugs, chemical raw material drug and its preparation. (that 148 2012 Semi-annual Report of China National Accord Medicines CO.,LTD involving specific examination and approve should be operated based on the scope that checked and ratified by the license) Guan Share Liuzhou Manufact 2,000, CNY Manufacturing 0 51% 100 Yes 0 0 0 gxi holding uring 000 and sales of % Herba subsidiar Chinese herbal l y pieces Huixin Wholly Guangzh Service 5,000, CNY Project 64,4 0 100 100 Yes 0 0 0 Invest owned ou 000 investment, 17,0 % % ment subsidiary property 00 management and leasing, medical information consultancy, car park management Sinop Wholly Foshan Commerci 10,00 CNY Drug sales 14,9 0 100 100 Yes harm owned al 0,000 95,0 % % Fosha subsidiary 00 n Sinop Wholly Guangzh Commerci 30,00 CNY Sales of medicine 43,4 0 100 100 Yes 0 0 0 harm owned ou al 0,000 and medical 59,0 % % Yuexi subsidiary treatment 00 149 2012 Semi-annual Report of China National Accord Medicines CO.,LTD ng apparatus Guan Wholly Guangzh Service 5,000, CNY Storage loading 5,59 0 100 100 Yes 0 0 0 gdong owned ou 000 and unloading 6,00 % % Logist subsidiary 0 ics Sinop Wholly Nanning Commerci 100,0 CNY Drug sales 104, 0 100 100 Yes 0 0 0 harm owned al 00,00 049, % % Guan subsidiary 0 000 gxi Guan Wholly Nanning Service 7,100, CNY Storage loading 0 100 100 Yes 0 0 0 gxi owned 706.8 and unloading, % % Logist subsidiary 8 consultation ics service Shen Wholly Shenzhe Manufact 50,00 CNY Manufacturing of 48,0 0 100 100 Yes 0 0 0 zhen owned n uring 0,000 granules, lotion, 81,0 % % Herba subsidiary tablet, capsule, 00 l oral liquid and mixture, and syrup; manufacturing and sale of hair products, bath foam and cosmetics, and detergent (antibiosis washing liquid); manufacturing of plastic bottle; 150 2012 Semi-annual Report of China National Accord Medicines CO.,LTD manufacturing and sale of health food. Sinop Share Wuzhou Commerci 3,300, CNY Chinese herbs, 3,15 0 99.7 100 Yes -346. 0 0 harm holding al 000 medicine, 0,00 % % 07 Wuzh subsidiar Chinese Herbal 0 ou y Medicine, chemicals and their preparations, antibiotics, biochemical medicines, biological products, medical toxic drugs, anabolic agents and peptide hormones medicines 151 2012 Semi-annual Report of China National Accord Medicines CO.,LTD Other explanation for subsidiaries acquired under common control: Note1: Shenzhen Trade ceased its operation in 2003. Note2:Sinopharm Yulin, a former wholly owned subsidiary of the Company, became wholly owned of Sinopharm Guangxi on January 1st,2012, is indirextly held of 100%in equity by the Company. Note3:Guangxi Herbal, a wholly owned subsidiary of Sinopharm Liuzhou, is indirectly held of 51% in equity by the Company. Note4:Guangxi Logistics, a wholly owned subsidiary of Sinopharm Guangxi, is indirectly held of 100% in equity by the Company. (3)Subsidiaries acquired not under common control Suzhou Wanqing, Sinopharm Dongguan. Sinopharm Zhanjiang,Sinopharm Yanfeng, Sinopharm Meizhou, Sinopharm Huizhou, Sinopharm Zhaoqing, Sinopharm Jiangmen. Currency: RMB The balanc current loss assumed by Other shareholde assets Loss deducted fr constitut Voting Registered Year-End Equity shared owners’ equ Subsidiari Subsidiary Place of Nature of e rights Consolidat Minority capital Currency Principal activities balance of interest by belongs to es name Type registration business investme held ed or not interests investment held (%) minority company a nt in (%) interests minority sha substanc attributable e share of ow equity at th opening Suzhou Share Suzhou Manufa 80,000,000 CNY Production and sales of 134,250,00 0 75% 75% Yes 22,961 0 Wanqin holding cturing general raw materials of 0 ,028.5 g subsidi medicine, raw medicine 5 ary and preparation of cephalosporin; do export 152 2012 Semi-annual Report of China National Accord Medicines CO.,LTD business of production and technology of the Company Sinopha Wholly Dongguan Comme 10,000,000 CNY Wholesales of Chinese 9,942,000 0 100% 100% Yes 0 0 rm owned rcial traditional medicinal Donggu subsidia materials, Chinese patent an ry medicine, Chinese traditional medicine in pieces, chemical raw material; sales of daily general merchandise and heath protection food Sinopha Wholly Zhanjiang Comme 15,000,000 CNY Wholesale of medicine 15,769,900 0 100% 100% Yes 0 0 rm owned rcial Zhanjia subsidia ng ry Sinopha Share Shenzhen Comme 30,000,000 CNY Wholesale of medicine 38,207,800 0 51% 51% Yes 24,627 0 rm holding rcial ,430.7 Yanfeng subsidi 9 ary Sinopha Wholly Meizhou Comme 1,200,000 CNY Wholesale of medicine 4,481,900 0 100% 100% Yes 0 0 rm owned rcial Meizho subsidia u ry Sinopha Wholly Huizhou Comme 7,000,000 CNY Wholesale of medicine 5,644,200 0 100% 100% Yes 0 0 rm owned rcial Huizhou subsidia ry Sinopha Wholly Zhaoqing Comme 2,000,000 CNY Chinese herbs, medicine, 3,542,000 0 100% 100% Yes 0 0 153 2012 Semi-annual Report of China National Accord Medicines CO.,LTD rm owned rcial Chinese Herbal Medicine, zhaoqin subsidia chemicals and their g ry preparations, antibiotics, biochemical medicines, biological products (except vaccines), psychotropic drugs, narcotic drugs, medicinal toxic drugs, anabolic agents and peptide hormones, drugs, etc. Sinopha Wholly Jiangmen Comme 10,000,000 CNY Chinese herbs, medicine, 40,900,000 0 100% 100% Yes 0 0 rm owned rcial Chinese Herbal Medicine, Jiangm subsidia chemicals and their en ry preparations, antibiotics, biochemical medicines, biological products (except vaccines), psychotropic drugs, narcotic drugs, medicinal toxic drugs, anabolic agents and peptide hormones, drugs, etc. Other explanation of subsidiaries acquired not under common control N/A 154 2012 Semi-annual Report of China National Accord Medicines CO.,LTD 2,Special purpose entities, or the operating entity foster the control power through entrusted with the operation or lessee □ Applicable √ Not applicable Other explanation for special purpose entities, or the operating entity foster the control power through entrusted with the operation or lessee N/A 3,Explantion for change of scope of consolidation Explantion for change of scope of consolidation: New acquisition subsidiaries for this period:Sinopharm Zhaoqing,Sinopharm Jiangmen,Sinopharm Wuzhou New set-up subsidiaries:Sinopharm Baise,Sinopharm Guilin √ Applicable □ Not applicable There are 5 more subsidiaries for consolidation compared with last period because: For the realization of the Twelve Five-Year Strategic Development Plan, expand market share, and vigorously promote the epitaxial expansion mode. There are no subsidiaries for consolidation reduce compared with last period because: N/A 4, Newly incorporated into the main body of the scope of consolidation and no longer included in the main body of the scope of consolidation during the reporting period Newly incorporated into the main body of the scope of consolidation:Sinopharm Zhaoqing, Sinopharm Jiangmen Sinopharm Wuzhou,Sinopharm Baise,Sinopharm Jiangmen, Sinopharm Guilin Subsidiaries for newly incorporated into the main body of the scope of consolidation,special purpose entities, or the operating entity foster the control power through entrusted with the operation or lessee Currency: RMB Name Net asset in the period-end Net profit for this peirod Sinopharm Zhaoqing 2,475,950.25 10,291.78 Sinopharm Jiangmen 11,292,546.68 1,138,843.24 Sinopharm Wuzhou -115,353.36 9,616.04 Sinopharm Baise 10,000,211.89 211.89 Sinopharm Guilin 10,001,386.84 1,386.84 Subsidiaries no longer included in the main body of the scope of consolidation, special purpose entities, or the operating entity foster the control power through entrusted with the operation or lessee during the reporting period N/A 155 2012 Semi-annual Report of China National Accord Medicines CO.,LTD 5,Business combinations under common control for this period Currency: RMB Judgement Cash flow from Basis for Revenue from Net profit from operating The actual Business period-beginning period-beginning activities from The merged party controller under combinations to consolidation to consolidation period-beginning common control under common date date to consolidation control date under common control China China National Sinopharm National Medicines 7,055,650.23 -240,695.14 -1,367,454.11 Wuzhou Medicines Co.,Ltd. Co.,Ltd. Other explanation for business combinations under common control: N/A 6,Business combinations not under common control for this period Currency: RMB The merged party Goodwill amount Goodwill calculation method combination cost 5,060,000.00RMB - the acquiree's identifiable net assets at fair Sinopharm Zhaoqing 2,594,341.53 value on combination date 2,465,658.47 =Goodwill 2,594,341.53. combination cost 56,000,000.00 - the acquiree's identifiable net assets at fair Sinopharm Jiangmen 21,192,317.73 value on combination date 34,807,682.27=Goodwill 21,192,317.73 Other explanation for business combinations not under common control for this period: N/A 7, Subsidiaries reduced by selling equities without control right during the reporting period N/A 8, The counter purchases in the reporting period N/A 9, Mergers in the reporting period N/A 156 2012 Semi-annual Report of China National Accord Medicines CO.,LTD 10, Exchange rates of major items in financial statements for foreign entities N/A VII Notes to the consolidated financial statements 1. Cash at bank and on hand 30 June 2012 31 December 2011 Item Foreign Exchange Foreign Exchange RMB RMB currency rate currency rate Cash on hand: -- -- 67,571.77 -- -- 48,381.59 RMB -- -- 67,571.77 -- -- 48,381.59 Cash at bank: -- -- 868,490,566.82 -- -- 907,835,780.55 RMB -- -- 868,490,541.75 -- -- 907,835,721.38 HKD 30.75 0.82 25.07 USD 9.17 6.453 59.17 Other cash balances: -- -- 26,468,409.99 -- -- 45,066,005.42 RMB -- -- 26,468,409.99 -- -- 45,066,005.42 Total -- -- 895,026,548.58 -- -- 952,950,167.56 As at 30 June 2012, except a deposit of HKD which was equivalent to RMB25.07 (31 December 2011: USD deposit equivalent to RMB59.17), all other cash at bank and on hand are in RMB. Other cash balances represent RMB26,468,409.99 of deposits for the purpose of applying for bank acceptance notes (31 December 2011: RMB25,066,005.42 of deposits for the purpose of applying for bank acceptance notes and RMB20,000,000.00 of the tem por ar y c ap ital depos ites of Sino pharm Nan ni ng for the es tablis hmen ts of ne w subsi dia ries ). 2. Financial assets held for trading (1) Financial assets held for trading □Applicable √Not applicable (2) Financial assets held for trading with limited use □Applicable √Not applicable 157 2012 Semi-annual Report of China National Accord Medicines CO.,LTD (3) Hedging instruments and notes to relevant hedging transaction □Applicable √Not applicable 3. Notes receivable (1) The notes receivable by category are analysed below: Categories 30 June 2012 31 December 2011 Bank acceptance notes 272,877,889.51 252,793,459.39 Trade acceptance notes 332,150,999.81 282,129,281.91 Total 605,028,889.32 534,922,741.3 (2) Notes receivable which have been pledged as security at the end of the period: □Applicable √Not applicable (3) Notes receivable reclassified to accounts receivable due to the drawers' inability to settle the note on maturity, and notes endorsed by the Company to other parties which are not yet due at the end of the period: Notes receivable reclassified to accounts receivable due to the drawers' inability to settle the note on maturity □Applicable √Not applicable The top five notes receivable are analysed as below. Issue date Expiry date Amount Remark General Hospital of Guangzhou Military Command of PLA 6 June 2012 6 September 2012 14,768,782.62 Trade acceptance notes Guangdong Provincial People's Hospital 14 June 2012 14 October2012 5,486,233.58 Trade acceptance notes General Hospital of Guangzhou Military Command of PLA 26 June 2012 26 September 2012 4,996,767.11 Trade acceptance notes Guangdong Provincial People's Hospital 10 May 2012 10 September 2012 4,307,560.8 Trade acceptance notes Guangdong Yinhe Pharmaceutical Co., Ltd. 28 May 2012 28 November 2012 3,000,000 Bank acceptance notes Total -- -- 32,559,344.11 -- Note: The top five note receivable are 32,559,344.11, 5.38% of total note receivable. 158 2012 Semi-annual Report of China National Accord Medicines CO.,LTD Note to discounted undue notes receivable: As at 30 June 2012, notes receivable including undue trade acceptance notes of RMB148,162,109.72 (31 December 2011: RMB154,597,987.59), and undue bank acceptance notes of RMB282,652,468.19 (31 December 2011: RMB80,801,595.56) have been discounted. 4. Dividends receivable □Applicable √Not applicable 5. Interest receivable (1) Interest receivable □Applicable √Not applicable (2) Overdue interest □Applicable √Not applicable (3) Notes to interest receivable □Applicable √Not applicable 6. Accounts receivable (1) The accounts receivable and related provision for bad debts by category are analysed below: 30 June 2012 31 December 2011 Carrying amount Bad debt provision Carrying amount Bad debt provision % of total % of total % of total % of total Amount Amount Amount Amount balance balance balance balance individually significant are subject to separate 40,107,637.53 0.91% 19,174,686.68 47.81% 34,637,925.19 0.96% 16,677,034.14 48.15% impairment assessment receivable accounts within similar credit risk group Aging 4,353,734,542.08 98.5% 460,028.09 0.01% 3,553,033,667.61 98.62% 212,211 0.01% 0% Subtotal 4,353,734,542.08 98.5% 460,028.09 0.01% 3,553,033,667.61 98.62% 212,211 0.01% Individually not 26,280,748.65 0.59% 5,751,391.31 21.88% 15,046,840.16 0.42% 5,322,792.12 35.37% significant but 159 2012 Semi-annual Report of China National Accord Medicines CO.,LTD individually evaluated for impairment Total 4,420,122,928.26 -- 25,386,106.08 -- 3,602,718,432.96 -- 22,212,037.26 -- Notes to category of accounts receivable: (1) Accounts receivables with amounts that are individually significant: Period end balance is great than 500 million. (2) Accounts receivables that are subject to provision for bad debts on the grouping basis: Accounts receivables with amounts that are not individually significant and those receivables that have been individually assessed for impairment and have not been found impaired are classified into certain groupings based on their credit risk characteristics. The provision for bad debts is determined based on the historical loss experience for the groupings of receivables with similar credit risk characteristics, taking into consideration of the current circumstances. A provision for impairment of accounts receivables is made based on the ageing of receivables at the following percentage: Provision ratios used for accounts receivables Within 1 year - 1 to 2 years 5% 2 to 3 years 10% More than 3 years 20% (3) Accounts receivables with amounts that are not individually significant but subject to separate assessment for provision for bad debts: there exists objective evidence that the Group will not be able to collect the amount under the original terms of the receivable. As at 30 June 2012, impairment provision for accounts receivable individually significant are analysed as below: √ Applicable □ Inapplicable Carrying Bad debt provsion Rate Assessment for impairment amount Disputed receivable with higher risk of 15,686,460.93 15,686,460.93 100% Guangdong Liyuan Pharmaceutical Co. Ltd. recoverability. Disputed receivable with higher risk of 7,348,181.43 779,734.43 10.61% NanNing Second People's Hospital recoverability. Disputed receivable with higher risk of 10,590,547.63 210,838.78 1.99% LiuZhou LiuTie Central Hospital recoverability. Beijing Shirentang Pharmaceutical Co., Ltd. 6,482,447.54 2,497,652.54 38.53% Disputed receivable Total 40,107,637.53 19,174,686.68 -- Provisions for impairment of the receivables which have a similar risk group by using an ageing analysis are analysed below: 160 2012 Semi-annual Report of China National Accord Medicines CO.,LTD √ Applicable □ Inapplicable 30 June 2012 31 December 2011 Carrying amount Carrying amount Bad debt % of total Bad debt provision % of total amount amount provision balance balance Within 1 year -- -- -- -- -- -- 4,347,493,017.59 99.86% 0 3,549,990,947.87 99.92% 0 Subtotal 4,347,493,017.59 99.86% 0 3,549,990,947.87 99.92% 0 1 to 2 years 4,058,806.94 0.09% 211,559.04 1,841,219.74 0.05% 92,061 2 to 3 years 1,880,742.64 0.04% 188,074.26 1,201,500 0.03% 120,150 Over 3 years 301,974.91 0.01% 60,394.79 Total 4,353,734,542.08 -- 460,028.09 3,553,033,667.61 -- 212,211 In the groups, accounts receivable adopting balance percentage method to withdraw bad debt provision: □Applicable √Not applicable In the groups, accounts receivable adopting other methods to withdraw bad debt provision □Applicable √Not applicable As at 30 June 2012, accounts receivable individually not significant but individually evaluated for impairment are analysed below : Carrying amount Bad debt provision Rate Assessment for impairment 4,739,471.54 333,620.92 7.04% Uncertainty in Longgang Central Hospital of recoverability under Shenzhen legal process 4,456,371.28 670,476.15 15.05% Lawsuit progressing, Peking University Shenzhen but probably cannot Hospital recover the bad debt 4,657,006.34 1,434,789.46 30.81% Uncertainty in The Second People's Hospital of recoverability under Shenzhen legal process 3,742,512.44 150,786.50 4.03% Uncertainty in recoverability under The Third People’s Hospital legal process 1,366,392.40 7,177.72 0.53% Disputed receivable with some risk of The First People’s Hospital of Hechi recoverability 161 2012 Semi-annual Report of China National Accord Medicines CO.,LTD 997,915.83 11,688.32 1.17% Disputed receivable with some risk of The Red Cross Hospital of Wuzhou recoverability 829,149.55 12,682.17 1.53% Disputed receivable with some risk of The Red Cross Hospital of Liuzhou recoverability 773,956.27 773,956.27 100.00 Uncertainty in Guangzhou Da Shenlin Medicine % recoverability under Co., Ltd legal process 686,959.39 69,646.03 10.14% Uncertainty in Shatang Centeral Health Center of recoverability under Liuzhou legal process 4,031,013.61 2,286,567.77 56.72% Uncertainty in recoverability under Others legal process Total 26,280,748.65 5,751,391.31 21.88% -- (2) Accounts receivable reversed or collected in the reporting period √Applicable □Not applicable Currency: RMB provision for bad debts Accounts receivable Receive or reverse Basis for provision before received and Amount type reason reversed Payment Receivable recover Aging 368,610.79 316,056.31 Total -- -- 368,610.79 -- As at 30 June 2012, accounts receivable individually significant or not significant but individually evaluated for impairment are analysed below Accounts receivable Carrying amount Bad debts provision Reason type Guangxi zhuang Ageing of this account autonomous region 46,065.66 46,065.66 100% receivable is over 3 medicines co years The customer suffer Wuxuan zhenjia pharm 61,064.32 61,064.32 100% bankrupt, unable repay of receivable. Total 107,129.98 107,129.98 -- -- (3) Accounts receivable written off in the period □Applicable √Not applicable 162 2012 Semi-annual Report of China National Accord Medicines CO.,LTD 163 2012 Semi-annual Report of China National Accord Medicines CO.,LTD (4) Accounts receivable due from shareholders with more than 5% (including 5%) of the Company’s equity interest are analysed as below: √ Applicable □ Inapplicable 30 June 2012 31 December 2011 Carrying amount Bad debt provision Carrying amount Bad debt provision Sinopharm Group 5,707,245.6 0 13,341,144.9 0 Total 5,707,245.6 0 13,341,144.9 0 (5) As at 30 June 2012, the top five accounts receivable by customer are analysed as below: % of the total Relationship with accounts the Group Amount Ageing receivable Center for Disease Control and Prevention of Guangdong Province Third party 136,428,786.00 Within 1 year 3.09% The Third Affiliated Hospital of ZhongShan University Third party 67,061,477.35 Within 1 year 1.52% The First Affiliated Hospital of GuangXi Medical University Third party 63,793,560.29 Within 1 year 1.45% Zhujiang Hospital of Southern Medical University Third party 47,483,249.06 Within 1 year 1.08% GuangDong Province People's Hospital Third party 43,974,559.17 Within 1 year 1.00% Total -- 358,741,631.87 -- 8.14% (6) Accounts receivable due from related party % of total Relationship with the Company Amount accounts receivable Accounts receivable due from related party Related parties 238,168,565.18 5.39% Total -- 238,168,565.18 5.39% (7) Derecognized accounts receivable Derecognized amount Profit or loss related to derecognition Irrevocable factoring contracts 393,967,878.74 0 Total 393,967,878.74 0 164 2012 Semi-annual Report of China National Accord Medicines CO.,LTD (8) Description of securitization on the accounts receivables □Applicable √Not applicable 7. Other Receivables (1) Other receivables and related provision for bad debts by category are analysed below: 30 June 2012 31 December 2011 Carrying amount Bad debt provision Carrying amount Bad debt provision % of % of total % of total % of total Amount total Amount Amount Amount amount amount amount amount Individually significant are subject to separate 8,980,000 13.59% 8,980,000 100% 8,980,000 21.87% 8,980,000 100% impairment assessment Receivable accounts within similar credit risk group Aging 48,770,440.75 73.78% 188,085.88 0.39% 24,168,535.85 58.85% 74,161.25 0.31% Subtotal 48,770,440.75 73.78% 188,085.88 0.39% 24,168,535.85 58.85% 74,161.25 0.31% Individually not significant but individually evaluated 8,347,463.78 12.63% 4,071,413.06 48.77% 7,915,439.63 19.28% 3,353,793.65 42.37% for impairment Total 66,097,904.53 -- 13,239,498.94 -- 41,063,975.48 -- 12,407,954.9 -- Note: Note: The nature of other receivables including: (1) Other receivables with amounts that are individually significant: Period end balance is great than 500 million. (2) Other receivables that are subject to provision for bad debts on the grouping basis: Other receivables with amounts that are not individually significant and those receivables that have been individually assessed for impairment and have not been found impaired are classified into certain groupings based on their credit risk characteristics. The provision for bad debts is determined based on the historical loss experience for the groupings of receivables with similar credit risk characteristics, taking into consideration of the current circumstances. A provision for impairment of other receivables is made based on the ageing of receivables at the following percentage: Provision ratios used for other receivables Within 1 year - 1 to 2 years 5% 165 2012 Semi-annual Report of China National Accord Medicines CO.,LTD 2 to 3 years 10% More than 3 years 20% (3) Other receivables with amounts that are not individually significant but subject to separate assessment for provision for bad debts: there exists objective evidence that the Group will not be able to collect the amount under the original terms of the receivable. .As at 30 June 2012, impairment provision for other receivables individually significant are analysed as below: √ Applicable □ Not applicable Bad debt Assessment for Amount Rate provision impairment Uncertainty in Shenzhen Yinghai Technology investment Co., Ltd. 8,980,000 8,980,000 100% recoverability Total 8,980,000 8,980,000 -- -- Provisions for impairment of the receivables which have a similar risk group by using an ageing analysis are analysed below: √ Applicable □ Not applicable 30 June 2012 31 December 2011 Carrying amount Carrying amount Bad debt Bad debt % of total % of total amount provision amount provision amount amount Within 1 year 43,649,901.26 89.5% 0 20,723,468.05 85.75% 0 Subtotal 43,649,901.26 89.5% 0 20,723,468.05 85.75% 0 1 to 2 years 4,647,258.66 9.53% 140,757.79 3,439,603.8 14.23% 73,068.45 2 to 3 years 473,280.83 0.97% 47,328.09 Over 3 years 5,464 0.02% 1,092.8 Total 48,770,440.75 -- 188,085.88 24,168,535.85 -- 74,161.25 In the group, other accounts receivable that provisions for bad debts by balance percentage: □Applicable √Not applicable In the group, other accounts receivable that provisions for bad debts by other methods: □Applicable √Not applicable As at 30 June 2012, other receivables individually not significant but individually evaluated for impairment are analysed 166 2012 Semi-annual Report of China National Accord Medicines CO.,LTD below: √ Applicable □ Not applicable Assessment for Amount Bad debt provision Rate impairment Uncertainty in 1,157,860 1,157,860 100% ShenZhen Health Food I&E Co. Ltd. recoverability Uncertainty in 7,189,603.78 2,913,553.06 40.52% Service fee etc. recoverability Total 8,347,463.78 4,071,413.06 48.77% -- (2) Reversals and collections during the period √Applicable □Not applicable Currency: RMB provision for bad debts basis of provision for Other Receivable content Receive or Reverse before received and Amount bad debts reversed Deposit, bonds, etc Receive According to aging 210,338.25 15,699.81 Total -- -- 210,338.25 -- (3) Other receivables written off in the period □Applicable √Not applicable (4) Accounts receivable due from shareholders with more than 5% (including 5%) of the Company’s equity interest are analysed as below □Applicable √Not applicable (5) Nature of other receivables with significant amount % of the total Amount Nature other receivable Receivable of equity 8,980,000 13.59% ShenZhenShi YingHai Technology&Investment Co. Ltd. transaction Guangdong Huize Investment Co., Ltd. 4,980,000 Compensation to be clearing 7.53% GuangXi Autonomous Region Housing system 1,901,707.85 Payment made on behalf 2.88% Reformed Department Liuzhou Housing Fund Management Centre 1,708,508.47 Housing fund 2.58% 167 2012 Semi-annual Report of China National Accord Medicines CO.,LTD Shanghai Novartis Trading Co., Ltd. 1,490,073.54 Service fee 2.25% Total 19,060,289.86 -- 28.84% Note: N/A (6) As at 30 June 2012, the top five other receivables by customer are analysed below: Relationship with % of the total other Amount Ageing the Group receivable ShenZhenShi YingHai Third party 8,980,000 13.59% Technology&Investment Co. Ltd. Over 5 years Guangdong Huize Investment Co., Ltd. Third party 4,980,000 Within 1 year 7.53% GuangXi Autonomous Region Housing Third party 1,901,707.85 2.88% system Reformed Department Over 5 years Liuzhou Housing Fund Management Centre Third party 1,708,508.47 Over 5 years 2.58% Shanghai Novartis Trading Co., Ltd. Third party 1,490,073.54 Within 1 year 2.25% Total -- 19,060,289.86 -- 28.84% (7) Other receivables due from related party Relationship with the company Amount % of the total other receivable Sinopharm Group Medicine Controlled by Sinopharm Group 1,215,000 1.84% Logistic Co., Ltd. Total -- 1,215,000 1.84% (8) Derecognized of other receivables □Applicable √Not applicable (9) Description of securitization on the other receivables □Applicable √Not applicable 168 2012 Semi-annual Report of China National Accord Medicines CO.,LTD 8. Advances to suppliers (1) The ageing of advances to suppliers is analysed below: 30 June 2012 31 December 2011 Amount % of total balance Amount % of total balance Within 1 year 55,887,027.34 96.23% 61,704,597.49 93.69% 1 to 2 years 1,862,742.23 3.21% 623,928.87 0.95% 2 to 3 years 127,331.01 0.22% 0 0% Over 3 years 197,532.36 0.34% 3,529,434.95 5.36% Total 58,074,632.94 -- 65,857,961.31 -- The illustration for the ageing of advances to suppliers: As at 30 June 2012, the balance of advances to suppliers that ageing over one year is RMB2,187,605.60, which is mainly deposits for patent Research and Development. (2) As at 30 June 2012, the top five advances to suppliers by customer are analysed below: Relationship with Reason for Amount Date the group unsettlement Advances for NCPC Hebei Huamin Pharmaceutical Co., Third party 4,050,969.6 27 April 2012 procurement LTD Guang dong South National Pharmaceutical Advances for Related party 3,370,000 1 March 2012 Foreign Trade Co.,Ltd. procurement Advances for Qinghai Pharmaceutical factory Co., Ltd Related party 3,182,179 28 April 2012 procurement Advances for Sunflower Group Pharmaceutical Co., LTD Third party 2,604,470.5 21 June 2012 procurement 17 January Advances for GLAXOSMITHKLINE LIMITED Third party 2,070,547.25 2012 procurement Total -- 15,278,166.35 -- -- (3) Advances to suppliers due from shareholders with more than 5% (including 5%) of the Company’s equity interest are analysed as below □Applicable √Not applicable 169 2012 Semi-annual Report of China National Accord Medicines CO.,LTD (4) Notes to advances to suppliers Advances to suppliers are mainly related taxes and purchase. 9. Inventories (1) Inventories by category are analysed as below: 30 June 2012 31 December 2011 Book value Provision Net book value Book value Provision Net book value Raw materials 101,876,103.83 6,558,397.11 95,317,706.72 128,933,630.01 8,749,136.38 120,184,493.63 Work in progress 32,297,407.44 32,297,407.44 32,594,856.82 32,594,856.82 Finished goods 1,146,855,856.69 11,473,610.19 1,135,382,246.5 1,130,907,025.1 14,444,602.02 1,116,462,423.08 Turnover materials Consumptive biological assets Consigned 1,605,877.04 1,605,877.04 2,379,345.2 2,379,345.2 processing material Goods in transition 34,032,748.32 298,360.03 33,734,388.29 40,099,925.25 157,915.73 39,942,009.52 Low cost 1,387,627.71 1,387,627.71 857,373.23 857,373.23 consumable Packaging materials 712,421.43 6,601.05 705,820.38 792,913.2 792,913.2 Total 1,318,768,042.46 18,336,968.38 1,300,431,074.08 1,336,565,068.81 23,351,654.13 1,313,213,414.68 (2) Provision for declines in value of inventories is analysed as below: Decrease 31 December 2011 Increase 30 June 2012 Reversal Write-off Raw materials 8,749,136.38 14,492.9 2,205,232.17 6,558,397.11 Work in progress Finished goods 14,444,602.02 9,644,224.2 1,316,075.56 11,299,140.47 11,473,610.19 Turnover materials Consumptive biological assets Consigned 170 2012 Semi-annual Report of China National Accord Medicines CO.,LTD processing material Goods in transition 157,915.73 298,360.03 157,915.73 298,360.03 Low cost consumable Packaging materials 18,413.58 11,812.53 6,601.05 Total 23,351,654.13 9,975,490.71 3,521,307.73 11,468,868.73 18,336,968.38 (3) Provision for decline in value of inventories Reasons for reversal of Reasons for provision Reversal of total inventories provision Cost higher than net Rising net realisable value of Raw materials 2.16% realisable value inventories higher than cost Cost higher than net Rising net realisable value of Work in progress 0.11% realisable value inventories higher than cost Finished goods 0% Turnover materials 0% Consumptive biological 0% assets Consigned processing Cost higher than net 0% material realisable value Cost higher than net Goods in transition 0% realisable value Note to inventories: N/A 10. Other current assets 30 June 2012 31 December 2011 Corporate income tax to be deducted 39,482.38 1,785,503.23 VAT to be deducted 4,023,733.05 5,868,232.98 Total 4,063,215.43 7,653,736.21 Note to other current assets: N/A 11. Available-for-sale financial assets (1) Available-for-sale financial assets □Applicable √Not applicable 171 2012 Semi-annual Report of China National Accord Medicines CO.,LTD (2) Available-for-sale equity instruments □Applicable √Not applicable 12. Held-to-maturity investments (1) Held-to-maturity investments □Applicable √Not applicable (2) Sales amounts of undue held-to-maturity investments during the period □Applicable √Not applicable 13. Long-term receivables □Applicable √Not applicable 14. Investment in joint venture and associates Total Total Total net Legal assets liabilitie Registr Share Voting assets repres Busine Curr Shari at s at Reven Net Investee Type ation capita share( at entativ ss ency ng(%) balanc balanc ue profit place l %) balanc e e sheet e sheet e sheet date date date I.Joint venture II. Associate Shenzhen Wanle sino-for Pharmaceutical eign Yan 359,57 272,91 285,06 Shenz Manuf 19,54 35.19 33.33 632,48 50,570, Co., Ltd. joint Zhigan USD 0,438.9 9,091.9 8,709.7 hen aturing 4,550 % % 9,530.9 426.44 venture g 8 2 8 s Note: N/A 15. Long-term equity investments 172 2012 Semi-annual Report of China National Accord Medicines CO.,LTD (1) Associates Explanation for the Original inconsistence Accrual of Accounting 31 December Increases/ Equity interest Voting rights Current cash investment 30 June 2012 between equity Provision provision in method 2011 (Decreases) held (%) held (%) dividend cost interest held current year and voting rights held Board of the directors is the highest decision making organization, which is formed Shenzhen by 3 Wanle Equity method 4,457,400 95,799,627.42 2,495,698.29 98,295,325.71 35.19% 33.33% shareholders 0 0 13,520,461.47 Pharmaceutic of Wanle al Co., Ltd. Medical evenly, each shareholder appoints 2 directors set up the borad Total -- 4,457,400 95,799,627.42 2,495,698.29 98,295,325.71 -- -- -- 0 0 13,520,461.47 173 2012 Semi-annual Report of China National Accord Medicines CO.,LTD (2) Information of the limitation on the capability to transfer capital to investee □Applicable √Not applicable 16. Investment properties (1) Investment properties measured by cost Increase in current Decrease in current 31 December 2011 30 June 2012 year year A. Cost 172,885,351.28 4,269,156.45 682,657.05 176,471,850.68 1.Buildings 152,728,757.27 4,269,156.45 682,657.05 156,315,256.67 2.Land use rights 20,156,594.01 0 0 20,156,594.01 B. Accumulated depreciation/ 85,420,421.58 4,724,047.78 654,559.3 89,489,910.06 amortisation 1.Buildings 83,682,458.72 4,527,372.09 654,559.3 87,555,271.51 2.Land use rights 1,737,962.86 196,675.69 0 1,934,638.55 C. Net book value 87,464,929.7 0 0 86,981,940.62 1.Buildings 69,046,298.55 0 0 68,759,985.16 2.Land use rights 18,418,631.15 0 0 18,221,955.46 D. Provision for 1,300,000 0 0 1,300,000 impairment loss 1.Buildings 1,300,000 0 0 1,300,000 2.Land use rights 0 0 F. Carrying amount 86,164,929.7 0 0 85,681,940.62 1.Buildings 67,746,298.55 0 0 67,459,985.16 2.Land use rights 18,418,631.15 0 0 18,221,955.46 January to June, 2012 Amount of depreciation and amortization 3,220,900.39 Amount of provision for impairment loss 0 (2) Investment properties measured by fair value N/A 174 2012 Semi-annual Report of China National Accord Medicines CO.,LTD 17. Fixed assets (1) Fixed assets 31 December Decrease in Increase in current year 30 June 2012 2011 current year A. Cost 945,127,066.76 40,528,309.05 27,362,936.1 958,292,439.71 Buildings 423,670,934.61 8,531,909.72 19,410,291.59 412,792,552.74 Machinery and equipment 321,122,580.44 23,340,427.88 3,656,107.31 340,806,901.01 Motor vehicles 54,663,635.74 962,562.29 1,630,024.2 53,996,173.83 Other 130,056,178.02 7,147,409.16 2,666,513 134,537,074.18 Leasehold improvements 15,613,737.95 546,000 16,159,737.95 31 December Increase in Accural in current Decrease in -- 30 June 2012 2011 current year year current year B. Accumulated depreciation 342,921,138.89 328,155.21 36,867,919.01 20,625,326.64 359,491,886.47 Buildings 97,277,640.3 8,178,822.07 13,514,330.95 91,942,131.42 Machinery and equipment 128,933,323.69 15,158,696.56 3,220,475.45 140,871,544.8 Motor vehicles 23,122,665.5 127,200.66 3,084,824.76 1,345,180.88 24,989,510.04 Other 83,325,003.85 200,954.55 9,679,682.86 2,545,339.36 90,660,301.9 Leasehold improvements 10,262,505.55 765,892.76 11,028,398.31 31 December -- -- 30 June 2012 2011 C. Net book value 602,205,927.87 -- 598,800,553.24 Buildings 326,393,294.31 -- 320,850,421.32 Machinery and equipment 192,189,256.52 -- 199,935,356.21 Motor vehicles 31,540,970.24 -- 29,006,663.79 Other 46,731,174.4 -- 43,876,772.28 Leasehold improvements 5,351,232.4 -- 5,131,339.64 D. Provision 0 -- 0 Buildings 0 -- 0 Machinery and equipment 0 -- 0 Motor vehicles 0 -- 0 Other 0 -- 0 Leasehold improvements 0 -- 0 E. Carrying amount 602,205,927.87 -- 598,800,553.24 Buildings 326,393,294.31 -- 320,850,421.32 175 2012 Semi-annual Report of China National Accord Medicines CO.,LTD Machinery and equipment 192,189,256.52 -- 199,935,356.21 Motor vehicles 31,540,970.24 -- 29,006,663.79 Other 46,731,174.4 -- 43,876,772.28 Leasehold improvements 5,351,232.4 -- 5,131,339.64 The depreciation chared in Six months ended 30 June 2012 are RMB36,867,919.01; In Six months ended 30 June 2012, fixed assets transferred from construction in progress are RMB24,820,831.01. (2) Idle fixed assets □Applicable √Not applicable (3) Fixed assets leased out under operating leases □Applicable √Not applicable (4) Fixed assets leased out under operating leases. □Applicable √Not applicable (5)Held-for-sale fixed asset □Applicable √Not applicable (6) Fixed assets of which certificates of title have not been obtained □Applicable √Not applicable 18. Construction in progress (1) 30 June 2012 31 December 2011 Book value Provisio Net book value Book value Provis Net book n ion value Zhijun Pharm Guanlan 56,362,027.08 56,362,027.08 34,454,871.59 34,454,871.59 Stage II Project Guangxi Logistics Center 25,338,725.42 25,338,725.42 22,481,720.32 22,481,720.32 Project Menstruum Recycling 14,832,852.18 14,832,852.18 15,141,346.09 15,141,346.09 Plant Project Asepsis Materials Plant 14,830,665.89 14,830,665.89 Project 176 2012 Semi-annual Report of China National Accord Medicines CO.,LTD Peinan Project 11,946,120.84 11,946,120.84 11,311,813.32 11,311,813.32 Chebei Project 8,515,595.20 8,515,595.2 7,515,595.20 7,515,595.20 Cefoxitin Plant 6,358,080.42 6,358,080.42 6,189,414.31 6,189,414.31 Improvement Project Multifunctional 1,785,174.70 1,785,174.70 1,253,509.03 1,253,509.03 Warehouse Project Reconstruction of 15,610,982.09 15,610,982.09 17,133,027.52 17,133,027.52 Wastewater Treatment Project and others Other projects 253,886.24 253,886.24 730,809.32 730,809.32 Total 141,003,444.1 0 141,003,444.17 131,042,773.5 0 131,042,772.5 7 9 9 177 2012 Semi-annual Report of China National Accord Medicines CO.,LTD (2) Significant changes of construction in progress in Six months ended 30 June 2012 are below: Borrowing Cost up Transfer to Accumulated cost Weighted Current to date Budget of 31 December Current year fixed assets Construction capitalized capitalized average Financed 30 June year out of project 2011 additions during currnet progress (%) borrowing in Six months interest rate by 2012 decreases budget year cost ended 30 June (%) (%) 2012 Asepsis Working Materials Plant 59,340,000 14,830,665.89 1,545,360.81 16,376,026.7 0 100% 99% 1,509,020.73 1,357,663.87 5.99% capital and 0 Project borrowings Nanning Working Logistics 154,667,633 22,481,720.32 5,170,423.89 2,120,256.40 193,162.39 82% 99% 5,739,988.86 252,779.33 6.71% capital and 25,338,725.42 Center Project borrowings Menstruum Working Recycling 18,216,000 15,141,346.09 0 308,493.91 0 100% 99% 1,376,457.93 0 14,832,852.18 capital Plant Project Cefoxitin Plant Working Improvement 9,180,000 6,189,414.31 168,666.11 0 0 100% 99% 75,510.7 75,510.7 5.99% capital and 6,358,080.42 Project borrowings Chebei Working 11,810,000 7,515,595.2 1,000,000 0 0 72% 72% 0 0 8,515,595.2 Project capital Multifunction Working al 11,520,000 1,253,509.03 570,127.21 38,461.54 0 98% 99% 255,242.18 255,242.18 5.99% capital and 1,785,174.7 Warehouse borrowings 178 2012 Semi-annual Report of China National Accord Medicines CO.,LTD Project Working Peinan 40,000,000 11,311,813.32 634,307.52 0 0 99% 99% 283,975.28 283,975.28 5.99% capital and 11,946,120.84 Project borrowings Zhijun Zhiyao Working Guanglan 250,000,000 34,454,871.59 22,191,237.55 284,082.06 0 43% 43% 233,898.64 233,898.64 7.16% capital and 56,362,027.08 Stage II borrowings Project Wastewater Working Treatment 117,038,000 17,133,027.52 3,641,550.44 5,163,595.87 0 40% 40% 1,367,996.46 27,363.96 5.99% capital and 15,610,982.09 Project and borrowings others Working Other 0 730,809.32 52,991.45 529,914.53 0 23,723.92 23,723.92 5.99% capital and 253,886.24 projects borrowings Total 671,771,633 131,042,772.59 34,974,664.98 24,820,831.01 193,162.39 -- -- 10,865,814.7 2,510,157.89 -- -- 141,003,444.17 179 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (3) Provision □Applicable √Not applicable (4) Construction on progress Construction on progress Remark Asepsis Materials Plant Project 99% Guangxi Logistics Center Project 99% Menstruum Recycling Plant Project 99% Cefoxitin Plant Improvement Project 99% Multifunctional Warehouse Project 99% Zhijun Zhiyao Guanglan Stage II 43% Project Reconstruction of Wastewater 40% Treatment Project and others (5) Notes to construction in progress □Applicable √Not applicable 19. Construction material □Applicable √Not applicable 20. Disposal of fixed assets □Applicable √Not applicable 21. Biological assets □Applicable √Not applicable 22. Oil and gas assets □Applicable √Not applicable 180 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 23. Intangible assets (1) Intangible assets 31 December 2011 Current year additions Current year decreases 30 June 2012 A. Cost 204,789,616.11 27,836,352.37 6,000,831 226,625,137.48 Computer software 13,200,777.11 2,119,213.18 15,319,990.29 Land use rights 138,308,055.67 917,139.19 6,000,831 133,224,363.86 Trademarks 196,850 196,850 Proprietary 53,083,933.33 53,083,933.33 Sales Network 24,800,000 24,800,000 B. Accumulated 82,188,137.25 4,071,832.86 0 86,259,970.11 amortization Computer software 10,023,615.71 909,517.39 10,933,133.1 Land use rights 27,791,450.58 1,483,757.09 29,275,207.67 Trademarks 174,916.66 16,117.54 191,034.2 Proprietary 44,198,154.3 1,662,440.84 45,860,595.14 Sales Network C. Net book value 122,601,478.86 0 0 140,365,167.37 Computer software 3,177,161.4 4,386,857.19 Land use rights 110,516,605.09 103,949,156.19 Trademarks 21,933.34 5,815.8 Proprietary 8,885,779.03 7,223,338.19 Sales Network 24,800,000 D. Provision for 3,000,000 0 0 3,000,000 impairment loss Computer software Land use rights Trademarks Proprietary 3,000,000 3,000,000 Sales Network E. Carrying amount 119,601,478.86 0 0 137,365,167.37 Computer software 3,177,161.4 4,386,857.19 Land use rights 110,516,605.09 103,949,156.19 Trademarks 21,933.34 5,815.8 Proprietary 5,885,779.03 4,223,338.19 181 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Sales Network 24,800,000 In Six months ended 30 June 2012, amortisation of intangible assets that are recognized in profit or loss for the current period amount to RMB 4,071,832.86. (2) Expenditures on research and development incurred in . are listed as below: Current year decreases Current year 31 December 2011 Current profit or Recognized 30 June 2012 additions loss intangible asset Expenditures on research and 3,998,433.69 368,069.83 0 0 4,366,503.52 development Total 3,998,433.69 368,069.83 0 0 4,366,503.52 The percentage of expenditures on research and development in Six months ended 30 June 2012 of total expenditures on research and development is 1.01%. The percentage of recognized intangible asset of total intangible assets is 0%. (3) Intangible asset of which certificates of title have not been obtained □Applicable √Not applicable (4) Others In May 2012, the Company received Shen Gui Tu Ping Han[2012]293issued by the Bureau of Planning, Land and Resources of Shenzhen Municipality, which said the Company is exempted from vacant land fee approved by the municipal government. As a result, the Company reversed the liability of RMB 9,190,000 and the project on Ping Shan of Longgang district would be launched in year end. 24. Goodwill 30 December Increases Decreases 30 June 2012 Provision 2011 Sinopharm Yanfeng 16,868,644.87 16,868,644.87 Sinopharm Meizhou 1,610,819.66 1,610,819.66 Sinopharm Huizhou 923,184.67 923,184.67 Sinopharm Zhanjiang 282,135.55 282,135.55 Sinopharm Dongguan 1,499.02 1,499.02 182 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Suzhou Wanqing 33,869,393.32 33,869,393.32 Sinopharm Zhaoqing 2,594,341.53 2,594,341.53 Sinopharm Jiangmen 27,392,317.73 27,392,317.73 Total 53,555,677.09 29,986,659.26 0 83,542,336.35 0 Note: The illustration of goodwill impairment testing method and the method of provision for goodwill impairment is as below: Goodwill that is separately presented in the financial statements is tested at least annually for impairment, irrespective of whether there is any indication that it may be impaired. In conducting the test, the carrying value of goodwill is allocated to the related asset groups or groups of asset groups which are expected to benefit from the synergies of the business combination. If the result of the test indicates that the recoverable amount of an asset group or group of asset groups, including the allocated goodwill, is lower than its carrying amount, the corresponding impairment loss is recognised. The impairment loss is first deducted from the carrying amount of goodwill that is allocated to the asset group or group of asset groups, and then deducted from the carrying amounts of other assets within the asset groups or groups of asset groups in proportion to the carrying amounts of assets other than goodwill. 25. Long-term prepaid expenses 31 December Current year Current year Current year Assessment for 30 June 2012 2011 additions amortisation other decreases other decreases Leasehold 19,019,005.23 314,352.72 2,158,908.05 17,174,449.9 N/A improvements Others 1,084,133.76 77,306.86 227,694.69 933,745.93 N/A Total 20,103,138.99 391,659.58 2,386,602.74 0 18,108,195.83 -- Note:N/A 26. Deferred tax assets and deferred tax liabilities (1) Deferred tax assets/liabilities and relevant deductible and taxable temporary difference after offsetting: 30 June 2012 31 December 2011 Deferred tax assets: Provision for assets impairment 12,178,300.29 12,251,957.13 Establishment charge 0 0 Deductible losses 9,005,882.06 5,707,702.49 Accrued expenses 9,970,659.41 5,903,465.72 Accrued payroll 7,802,988.37 9,558,094.14 Deferred revenue 7,397,319.86 7,064,337.65 183 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Others 2,239,017.04 3,584,507.12 Subtotal 48,594,167.03 44,070,064.25 Deferred tax liabilities: Valuation of financial instruments held for 0 0 trading and derivatives Accumulated changes in fair value of available-for-sale financial assets to other 0 0 comprehensive income Business combination involving entities not 8,719,201.28 2,761,423.21 under common control Changes in fair value from assets revaluation 10,598,993.53 13,179,149.48 Others 3,947,635.18 3,960,214.61 Subtotal 23,265,829.99 19,900,787.3 Details of unrecognized deferred tax assets 30 June 2012 31 December 2011 Deductible losses 0 3,975,000 Other deductible temporary differences 38,213,685.61 24,516,268.65 Total 38,213,685.61 28,491,268.65 The deductible losses which are not recognized as deferred tax assets will expire in following years. 30 June 2012 31 December 2011 Remark 2013 0 0 2014 0 0 2015 13,657,521.99 9,748,417.56 2016 14,767,851.09 14,767,851.09 2017 9,788,312.53 0 Total 38,213,685.61 24,516,268.65 -- Details of taxable differences and deductible differences items Temporary difference 30 June 2012 31 December 2011 Taxable differences items Assets evaluation difference of corporation 42,395,974.12 52,716,597.93 restruction 184 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Acquisition under non-common control 41,594,675.18 18,409,488.08 Other 16,255,383.85 16,339,246.79 Subtotal 100,246,033.15 87,465,332.8 Deductible differences items Provison of accounts receivable 25,315,110.51 22,077,157.93 Provision of other receivables 13,019,861.35 12,187,579.91 Provision for decline in value of inventories 18,245,498.33 23,212,083.12 Provision for long-term equity investments 0 0 Provision for impairment of investment 657,609.76 671,168.73 properties Accrued selling expense 65,492,333.33 37,652,168.18 Employee benefit payable 38,934,016.52 46,916,608.47 Accrued payments to retiree 0 0 Deferred income 48,782,132.4 46,562,251.05 Deductible losses 48,716,529.09 35,323,416.95 Accrued liabilities 0 Other 10,846,902.96 17,691,687.07 Subtotal 270,009,994.25 242,294,121.41 (2) Deferred tax assets and liabilities are listed as the net value after offset □Applicable √Not applicable 27. Provision for asset impairment 31 December Decreases Increases 30 June 2012 2011 Reversal Written off Provision for receivables 34,619,992.16 4,337,368.98 331,756.12 38,625,605.02 Provision for declines in 23,351,654.13 9,975,490.71 3,521,307.73 11,468,868.73 18,336,968.38 value of inventories Provision for impairment of available-for-sale financial assets Provision for impairment of held-to-maturity investment Provision for impairment of long-term equity 0 0 investments 185 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Provision for investment 1,300,000 0 1,300,000 property impairment Provision for impairment of 0 0 fixed assets Provision for impairment of construction project materials Provision for impairment of 0 0 0 construction in progress Provision for impairment of bearer biological assets Including: Provision for impairment of mature bearer biological assets Provision for impairment of 0 0 0 oil and gas assets Provision for intangible 3,000,000 0 3,000,000 assets impairment Provision for impairment of 0 goodwill Other Total 62,271,646.29 14,312,859.69 3,853,063.85 11,468,868.73 61,262,573.4 Note: N/A 28. Other non-current assets 30 June 2012 31 December 2011 Medical reserve fund 38,836,485.73 37,163,948.02 Prepayment for equipment 27,169,645.44 3,109,894.9 Compensation in goods from demolition 70,250,000 0 Total 136,256,131.17 40,273,842.92 Note: The subsidiary Guangxi Logistics obtained RMB120.25mIlions compensation for the demolition carried out by the government; As at 30 June,2012, the company has received cash compensation amounted RMB50million and another physical compensation amounted RMB70.25million would be received in year 2015 when completion. 186 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 29. Short-term borrowings (1) Category 30 June 2012 31 December 2011 Pledge borrowings 29,246,624.78 0 Secured borrowings 0 0 Guaranteed borrowings 358,884,666.23 146,054,097.48 Unsecured borrowings 1,099,265,571.06 1,201,815,980.61 Entrusted borrowings 202,630,000 337,370,000 Discounted notes 148,162,109.72 154,597,987.59 Total 1,838,188,971.79 1,839,838,065.68 Note: As at 30 June 2012, pledged loans represented the account receivable in irrevocable factoring contracts agreed with financial institute are not derecognized; guaranteed borrowings are RMB 358,884,666.23 (2011: 146,054,097.48). Unsecured borrowings are RMB1,099,265,571.06 (2011: 1,201,815,980.61), guaranteed between the company and its subsidies. (2) Short-term borrowings overdue but not yet repaid □Applicable √Not applicable 30. Held-for-trading financial liabilities □Applicable √Not applicable 31. Notes payable 30 June 2012 31 December 2011 Trade acceptance notes 178,435,156.6 182,966,615.77 Bank acceptance notes 927,305,115.47 876,460,337.07 Total 1,105,740,272.07 1,059,426,952.84 As at 30 June 2012, notes receivable of RMB1,105,740,272.07would be expired within 1 year (31 December 2011: RMB1,059,426,952.84). 32. Accounts payable (1) 30 June 2012 31 December 2011 187 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Accounts payable for purchases 3,048,521,150.09 2,496,755,405.3 Total 3,048,521,150.09 2,496,755,405.3 (2) Accounts payable due from shareholders with more than 5% (including 5%) of the Company’s equity interest are analysed as below: 30 June 2012 31 December 2011 Sinopharm Group 41,973,797.04 74,626,867.68 Total 41,973,797.04 74,626,867.68 Notes to accounts payable aged over 1 year: As at 30 June 2012, accounts payable of RMB72,816,707.69 (31 December 2011: RMB44,732,970.31) were aged over 1 year, which were mainly for quality deposit. Before the financial statement is approved, no such long aged accounts payable have been settled. 33. Advances from customers (1) 30 June 2012 31 December 2011 Advances from customers 42,747,675.56 58,705,230.49 Total 42,747,675.56 58,705,230.49 (2) Advances from customers due from shareholders with more than 5% (including 5%) of the Company’s equity interest are analysed as below: □Applicable √Not applicable Notes to advances from customers aged over 1 year: As at 30 June 2012, advances from customers of RMB1,468,389.74, were aged over 1 year. Before the financial statement is approved, no such long aged advances have been settled. 34. Employee benefits payable 31 December 2011 Current year additions Current year reductions 30 June 2012 Wages and 114,611,695.4 187,353,067.58 187,843,090.61 114,121,672.37 salaries bonuses Staff welfare 354,584.16 12,547,104.09 12,773,828.25 127,860 Social security 767,833.16 19,881,556.23 19,126,612.37 1,522,777.02 contributions Including: 113,984.87 5,780,144.9 5,662,822.14 231,307.63 Medical insurance 188 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Basic pensions 550,795.78 12,164,784.51 11,605,408.91 1,110,171.38 Unemployement 84,413.64 927,093.34 902,459.06 109,047.92 insurance Work injury 3,037.29 558,041.67 527,549.5 33,529.46 insurance Maternity 15,601.58 451,491.81 428,372.76 38,720.63 insurance Housing funds 497,601.75 6,232,688.47 6,034,497.78 695,792.44 Supplemental 10,647,031.09 1,323,517.76 1,949,257.95 10,021,290.9 pensions Others 15,535,700.5 8,258,278.38 10,131,869.22 13,662,109.66 Including: Supplemental 2,998,247.13 1,392,710.56 3,127,251.18 1,263,706.51 pensions Labor union funds and employee 10,638,569.27 6,725,103.13 6,048,254.73 11,315,417.67 education funds Others 1,898,884.1 140,464.69 956,363.31 1,082,985.48 Total 142,414,446.06 235,596,212.51 237,859,156.18 140,151,502.39 As at 30 June 2012, there are no payroll payables in arrears. As at 30 June 2012, labor union funds and employee education funds paid are 6,048,254.73 and there is no non-monetary welfare. The compensation for employee dismission are 1,097,167.38. Employee benefits payable will be settled at the year end. 35. Taxes payable 30 June 2012 31 December 2011 Value-added-tax payable 18,298,428.82 21,194,777.26 Consumption tax payable 0 Business tax payable 1,403,309.56 1,714,936.36 Enterprise income tax payable 39,010,068.72 30,342,766.82 Individual income tax payable 2,696,782.75 869,908.61 City maintenance and construction tax payable 1,212,310.39 1,875,216.54 Real estate tax payable 687,455.41 1,042,234.4 Stamp duty tax payable 520,414.82 1,368,858.31 Land use rights 1,364.2 286,607.27 Educational surcharge payable 909,545.39 1,283,779.92 189 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Rivers management fee 2,681,814.33 2,813,891.79 Anti-flood fund 334,373.24 552,568.54 Others 554,250.04 255,284.29 Total 68,310,117.67 63,600,830.11 Note: N/A 36. Interests payable 30 June 2012 31 December 2011 Long-term borrowings with periodic payment of 106,231.58 0 interest Debenture interest Interest payable for short-term borrowings 8,261,755.93 10,451,229.03 Total 8,367,987.51 10,451,229.03 Note: N/A 37. Dividend payable □Applicable √Not applicable 190 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 38. Other payables (1) 30 June 2012 31 December 2011 Accrued selling expenses 197,974,304.76 156,473,454 Payables for construction in progress and 40,353,619.63 51,532,375.56 equipment Amount collected on behalf of third party 19,498,033.24 36,761,462.92 Deposit 19,229,217.21 12,555,627.33 Investment consideration payble 17,968,000 0 Compensation expense 17,600,000 Others 102,554,769.94 89,642,262.53 Total 415,177,944.78 346,965,182.34 (2) Other payables due to shareholders with more than 5% (including 5%) of the Company’s equity interest are analysed as below: 30 June 2012 31 December 2011 Sinopharm Group 3,930,696.87 3,730,696.87 Total 3,930,696.87 3,730,696.87 (3) Explanation of large amounts of other payables aged over 1 year: As at 30 June 2012, other payables aged over 1 year are RMB82,844,706.44, which are accrued selling expenses, payment for equipment and deposit mainly. (4) Significant amount of other payables Amount Ageing Remark Peng Jianxiong, Liu Mengzhou, Wu 15,100,000.00 Within 1 year Equity trasaction payable yong Liuzhou Antai construction Co., 9,222,017.47 1 to 2 years Compensation Ltd. Wyeth Pharmaceutical Co., Ltd. 12,409,433.72 Within 1 year Payable of transaction Guangdong Huize Investment Co., 17,600,000.00 Within 1 year Compensation Ltd. 191 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 39. Accrued liabilities □Applicable √Not applicable 40,Current portion of non-current liabilities (1) 30 June 2012 31 December 2011 Currnet portion of long term borrowings 10,000,000 15,000,000 Long term loans due within one year Promotion rewards program – due within 4,928,000 8,960,000 one year Total 14,928,000 23,960,000 (2) Current portion of long term borrowings Current portion of long term borrowings 30 June 2012 31 December 2011 Pledge borrowings Secured borrowings Guaranteed borrowings Unsecured borrowings 10,000,000 15,000,000 Total 10,000,000 15,000,000 Overdue borrowings of long-term borrowings due within one year are RMB 0. The top five current portion of long term borrowings are analysed as below: 30 June 2012 31 December 2011 Lender Begin with Due to Currency Interest (%) Original Original RMB RMB currency currency Bank of China 19 January 2012 28 March 2013 CNY 7.25% 3,351,400 Longhua Branch Bank of China 19 January 2012 28 June 2013 CNY 7.25% 2,908,600 Longhua Branch Bank of China 9 March 2012 28 June 2013 CNY 7.25% 2,091,400 Longhua Branch Bank of China 12 January 2012 28 March 2013 CNY 7.25% 1,648,600 Longhua Branch 192 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Agricultural 28 January 2011 26 June 2012 CNY 5.99% 10,000,000 Bank of China Agricultural 31 March 2011 18 May 2012 CNY 6.65% 5,000,000 Bank of China Total -- -- -- -- -- 10,000,000 -- 15,000,000 Overdue borrowings of long-term borrowings due within one year are RMB 0. (3) Bond payable due within one year □Applicable √Not applicable (4) Long-term payable due within one year □Applicable √Not applicable 41. Other current liabilities □Applicable √Not applicable 42. Long-term borrowings (1) Categories of long-term borrowings 30 June 2012 31 December 2011 Pledge borrowings Secured borrowings Guaranteed borrowings Unsecured borrowings 112,111,487.71 93,082,967.96 Total 112,111,487.71 93,082,967.96 Notes to categories of long-term borrowings: As at 30 June 2012, Bank unsecured borrowings of RMB30,000,000.00 (31 December 2011: 30,000,000.00) are guaranteed by Suzhou Wanqing, a subsidiary of the Company. Interest is paid every month and the principal is due for repayment on 5 September 2013; Bank unsecured borrowings of RMB 66,908,487.71 (31 December 2011: 63,082,967.96) borrowed by Guangxi Logistic, a subsidiary of the Company are guaranteed by the Company. Interest is paid every month and the principal is due for repayment on 20 December 2015. Bank unsecured borrowings of RMB 15,203,000.00(31 December 2011:0) borrowed by Zhijun Pharm, a subsidiary of the Company are guaranteed by the Company, Interest is paid every month and the principal will be paid 5 million every quarter since 28 September 2013. 193 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (2) The top five long-term borrowings are analysed as below: 30 June 2012 31 December 2011 Lender Begin with Due to Currency Interest(%) Original Original RMB RMB currency currency 6 5 Agricultural Bank of September September CNY 5.985% 10,000,000 10,000,000 China 2010 2013 5 Agricultural Bank of 13 October September CNY 5.985% 10,000,000 10,000,000 China 2010 2013 16 5 Agricultural Bank of December September CNY 5.985% 10,000,000 10,000,000 China 2010 2013 Bank of 28 20 Communications February December CNY 7.31% 9,889,765 0 Guangxi Branch 2012 2013 Bank of 20 31 March Communications December CNY 6.9% 7,000,000 7,000,000 2011 Guangxi Branch 2015 Total -- -- -- -- -- 46,889,765 -- 37,000,000 Note: Illustration of long-term debt: N/A 43. Bond payable □Applicable √Not applicable 194 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 44. Long-term payable (1)Top five long-term payable 31 December Interest(%) Interest payable 30 June 2012 Condition 2011 Compensation January 2004 to 7,193,731 0% 0 32,915.4 N/A for employees August 2012 (2) Details of financing lease payble □Applicable √Not applicable 45. Payables for specific projects 31 December Increases Decreases 30 June 2012 Remark 2011 Special Funds granted by 852,000 852,000 Government Government grants for ERP 667,000 232,000 435,000 system construction Industrial technology funds 3,000,000 3,000,000 Total 4,519,000 0 232,000 4,287,000 -- Note:N/A 46. Other non-current liabilities 30 June 2012 31 December 2011 Medical reserve funds 45,427,343.31 45,427,343.31 Deferred income 167,731,534.4 48,817,680.23 Total 213,158,877.71 94,245,023.54 Note: It contains the government grants related to income or assets. Deferred income 30 June 2012 31 December 2011 Government grants related to assets R&D library (in progress) 5,000,000.00 5,000,000.00 Medical R&D center II (in 5,000,000.00 5,000,000.00 195 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. progress) Medication for Stomach disease 5,000,000.00 5,000,000.00 R&D project New Cephalosporin R&D Project 2,745,627.70 3,000,000.00 Guangxi Logistics Project 6,400,398.36 3,908,000.00 Cefpirome Sulfate R&D Project 3,008,309.53 1,594,835.02 Shared logistics 3,152,868.40 3,275,514.96 center(completed) Compensation from demolition 108,490,364.32 - project Other projects 5,252,461.42 5,739,825.58 Subtotal 144,050,029.73 32,518,175.56 Promotion rewards program 23,681,504.67 16,299,504.67 Total 167,731,534.40 48,817,680.23 47. Share capital Additions/Reversals (shares) 31 December Capitalisation New issue of 30 June 2012 2011 Bonus issue of surplus Others Subtotal share reserve Total shares 288,149,400 0 0 0 0 0 288,149,400 Note: N/A 48. Shares in stock □Applicable √Not applicable 49. Special reserves □Applicable √Not applicable 50. Capital surplus Current year 31 December 2011 Current year addition 30 June 2012 deduction Share premium 3,416,966.47 0 3,416,966.47 0 Other capital surplus 5,318,338.57 232,000 0 5,550,338.57 196 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Total 8,735,305.04 232,000 3,416,966.47 5,550,338.57 Note:N/A 51. Surplus reserve 31 December 2011 Addition Decrease 30 June 2012 Statutory surplus reserve 63,480,745.16 63,480,745.16 Discretionary surplus reseve Reserve fund Enterprise development fund Others Total 63,480,745.16 0 0 63,480,745.16 Note: Illustration of surplus reserve: N/A 52. General risk reserve □Applicable √Not applicable 53. Undistributed profits 30 June 2012 31.December 2011 Appropriatiton Appropriatiton Amount Amount rate rate Opening balance of retained earnings(before 993,269,387.62 -- 719,209,302.41 -- adjusted) Adjustment - Business combination under -3,541,560.96 -- -1,557,687.89 -- common control (a) Opening balance of retained earnings(after 989,727,826.66 -- 717,651,614.52 -- adjusted) Add:net profit attributable to the shareholders of the 240,033,990.64 -- 328,323,616.76 -- company Less:appropriation of 23,499,476.61 10% statutory surplus reserve Appropriation of 197 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. discretionary surplus reserve Ending balance of retained earnings Dividends 37,459,422 34,577,928 Ordinary dividends converted into share capital Other outflow -1,083,033.53 Others 1,830,000 Ending balance of 1,191,219,361.77 -- 989,727,826.66 -- retained earnings Note: 1) RMB0.00 opening retained profits was affected by retrospective adjustment conducted according to the Accounting Standards for Business Enterprises and relevant new regulations. 2) RMB0.00 opening retained profits was affected by changes on accounting policies. 3) RMB0.00 opening retained profits was affected by correction of significant accounting errors. 4) RMB -3,541,560.96 opening retained profits was affected by changes in combination scope arising from common control. 5) RMB0.00 opening retained profits was affected totally by other adjustments. Notes: as for IPO companies, if the accumulated profits were enjoyed by new and original shareholders according to the resolutions made at the shareholders’ general meeting before public offering, the Company shall explain clearly; if the accumulated profits were distributed before public offering and enjoyed by the original shareholders according to the resolutions made at the shareholders’ general meeting, the Company shall clearly disclose the audited profits of dividends payable enjoyed by the original shareholders. A. The impact under common control represented the impact from acquisition of Sinopharm Wuzhou in year 2012. The acquisition is defined as business combination involving entities under common control. Thus, difference between the carrying amount of the net assets obtained by the combining party and the carrying amount of the consideration paid by it, shall be adjusted against the owners’ equity. As the account capital surplus is not sufficient to be offset, the retained earnings have been adjusted. B. Pursuant to the resolution of shareholders of the company on 27 April 2012, cash dividends of RMB37,459,422.00 (RMB1.3 per 10 shares) was proposed based on the issued shares of 288,149,400, RMB37,459,422.00 total. 54. Sales and cost of sales (1) Revenue and cost of main operations Six months ended 30 June 2012 Six months ended 30 June 2011 Revenue of main operations 8,752,759,527.58 7,177,726,706 Other operating income 50,492,818.62 31,928,694.57 198 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Cost of sales 7,967,951,745.26 6,532,714,090.9 (2) Revenue and cost of main operations analysed by industries are set out below: Six months ended 30 June 2012 Six months ended 30 June 2011 Revenue of Cost of main Revenue of Cost of main main operations operations main operations operations Pharmaceutical manufacturing 958,587,821.6 586,940,582.21 925,760,135.84 651,752,176.74 Pharmaceutical distribution 7,732,883,805.68 7,305,030,960.94 6,202,743,225.42 5,832,034,727.05 Retail pharmacy 42,601,423.59 37,631,664 33,299,118.36 29,382,536.04 Logistics and freights 13,418,721.21 8,388,634.09 10,782,275.27 7,935,256.43 Rental and training income 5,267,755.5 1,936,498.16 5,141,951.11 1,741,882.39 Total 8,752,759,527.58 7,939,928,339.4 7,177,726,706 6,522,846,578.65 (3) Revenue and cost of main operations analysed by products are set out below: Six months ended 30 June 2012 Six months ended 30 June 2011 Revenue of Cost of main Revenue of Cost of main main operations operations main operations operations Cough mixtures 119,971,315.43 30,955,097.16 124,000,525.36 28,491,668.48 Cephalosporin products 818,010,646.93 550,838,694.61 800,488,365.71 585,799,888.19 Other 7,814,777,565.22 7,358,134,547.63 6,253,237,814.93 5,908,555,021.98 Total 8,752,759,527.58 7,939,928,339.4 7,177,726,706 6,522,846,578.65 (4) Revenue and cost of main operations analyzed by regions are set out below: Six months ended 30 June 2012 Six months ended 30 June 2011 Revenue of Cost of main Revenue of Cost of main main operations operations main operations operations Domestic sales 8,745,190,813.43 7,934,652,320.86 7,172,996,548.72 6,520,346,160.5 Oversea sales 7,568,714.15 5,276,018.54 4,730,157.28 2,500,418.15 Total 8,752,759,527.58 7,939,928,339.4 7,177,726,706 6,522,846,578.65 (5) Top five companies according to sales Sales % of total sales of the group GuangDong Province People's 133,948,293.8 1.53% Hospital 199 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Nanfang Hospital of Southern 92,626,161.83 1.06% Medical University Center for Disease Control and Prevention of 91,538,611.86 1.05% Guangdong Province The First Affiliated Hospital of 73,596,191.61 0.84% Sun Yat-Sen University The Third Affiliated Hospital of 66,691,951.1 0.76% Sun Yat-Sen University Total 458,401,210.2 5.24% Note: N/A 55. Contractual revenue □Applicable √Not applicable 56. Tax and surcharges Six months ended 30 Six months ended 30 June 2012 June 2011 Consumption tax Gains from rents, storage, interest and service providing times 5%; Business tax 6,025,659.72 4,419,817.81 Gains from transportation, freight times 3%. City maintenance and Aggregate payment of value added 11,284,952.83 7,211,916.23 construction tax tax and business tax times 7%. Aggregate payment of value added Educational surcharge 7,966,077.69 3,677,904.4 tax and business tax times 5%. Resource tax Embankment protection fee: different standard of various cities. Property tax: Property tax of owner-occupied properties is Other 1,372,969.63 312,552.08 calculated by the base upon cost of the property deducted 10%-30%; For lease property, property tax is calculated by rents times 12%. Land holding tax: Calculated by 200 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. actual squares of land dominant times applicable tax rate Total 26,649,659.87 15,622,190.52 -- Note: The increase in turnover tax is in the line with revenue, including sales income and rental income, which leads rising educational surcharge, city maintenance and construction tax, rivers management fee and real estate tax. 1. The increase in taxes and surcharges is in the line with sales compare to the same period previous year, value added tax also raised, which results in educational surcharge, city maintenance and construction tax etc. increase. 2. Other taxes and surcharges increase is in the line with revenue compare to the same period previous year, including sales income and rental income, which leads rising embankment protection fee and property tax. 57. Gains from changes in fair value □Applicable √Not applicable 58. Investment income (1) Details of investment income Six months ended 30 June 2012 Six months ended 30 June 2011 Gains/losses recognized under cost method 0 0 Gains/losses recognized under equity method 16,016,159.76 12,810,289.3 Gains/losses on disposal of long-term equity investments Gains from holding of held-for-trading financial assets Gains from holding of held-to-maturity investments Gains from holding of available –for-sale financial assets Gains/losses on disposal of held-for-trading financial assets Gains/losses on held-to-maturtiy investment Gains/losses on available-for-sale financial assets Others Total 16,016,159.76 12,810,289.3 (2) Gains/losses recognized under cost method N/A 201 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (3) Gains/losses recognized under equity method Six months ended 30 Six months ended Investee Reason for changes June 2012 30 June 2011 Shenzhen Wanle Pharmaceutical 16,016,159.76 12,810,289.3 Profitability rises Co., Ltd. Total 16,016,159.76 12,810,289.3 -- Note: N/A 59. Asset impairment Six months ended 30 June Six months ended 30 June 2011 2012 Provision for bad debts 2,065,816.3 2,330,699.15 Provision for inventory write-down 6,322,397.59 3,544,952.04 Provision for impairment of available-for-sale financial assets Provision for impairment of held-to-maturity investments Provision for impairment of long-term equity investments Provision for impairment of investment properties Provision for impairment of fixed assets Provision for impairment of construction project materials Provision for impairment of construction in progress Provision for impairment of bearer biological assets Provision for impairment of oil and gas assets Provision for impairment of intangible assets Provision for impairment of goodwill Others Total 8,388,213.89 5,875,651.19 60. Non-operating income (1) Six months ended 30 June Six months ended 30 June 2011 2012 202 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Gains on disposal of non-current assets 172,051.62 702,412.18 Including: Gains on disposal of intangible assets 172,051.62 702,412.18 Gains on disposal of fixed assets Gains on debt restructuring Gains on exchange of non-monetary assets Donations received Government grants 17,984,705.34 7,391,233.49 Others 952,409.97 6,921,764.36 Total 19,109,166.93 15,015,410.03 (2) Details of government grants Six months ended 30 Six months ended 30 Items Explanation June 2012 June 2011 Compensation from Compensation from reconstruction 11,771,909.83 government’s demolition project project Government grants for medicine Subsidy for medical reserve 419,146.56 406,909.68 reserve expenses Government grants for technical Subsidy for technical improvement improvement 2,296,845.49 1,521,000 of high and new technology enterprises Government grants for R&D Subsidy for R&D expenditure for expenses 0 4,750,000 enterprises located in Bao An district Shenzhen Financial discount policy Compensation from financial 3,000,000 discount policy Others Cash reward for contribution to 496,803.46 713,323.81 taxation and patent Total 17,984,705.34 7,391,233.49 -- Note: N/A 61. Non-operating expenses Six months ended 30 June Six months ended 30 June 2012 2011. Losses on disposal of non-current assets 8,985,832.5 70,253.22 Including: disposal of fixed assets 2,985,001.5 70,253.22 disposal of intangible assets 6,000,831 203 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Losses on debt restructurings Non-monetary asset exchange losses Donations 202,000 Compensation payment for suspension of chebei project 17,600,000 co-operation Others 3,126,420.02 146,941.3 Total 29,914,252.52 217,194.52 Note: N/A. 62. Income taxes expenses Six months ended 30 June Six months ended 30 June 2012 2011 Current income tax calculated with Taxation Law and 71,306,851.26 46,961,974.63 related rules Deferred income tax -7,359,069.09 3,030,417.47 Total 63,947,782.17 49,992,392.1 63. Basic earnings per share and diluted earnings per share 1. Basic earnings per share equals consolidated net profit attributable to shareholders of the Company (RMB240,033,990.64) dividing by the weighted average number of ordinary shares in issue(288,149,400). 2. Diluted earnings per share is calculated by dividing the consolidated net profit attributable to shareholders of the Company by the weighted average number of ordinary shares in issue, which both should be adjusted for the effects of all potential dilutive factors. The Company has no potential outstanding ordinary shares in Six months ended 30 June 2012, the diluted earnings per share equals the basic earnings per share, is RMB 0.833 per share. 64. Other comprehensive income □Applicable √Not applicable 65. Notes for cash flow statement (1) Cash received relating to other operating activities Items Amount Government Grant 9,266,182.51 Intereset income 2,112,748.84 204 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Others 42,840,503.98 Total 54,219,435.33 Note:N/A (2) Cash paid relating to other operating activities Items Amount Entertainment expenses 12,651,427.09 Rental expenses 5,414,283.78 Advertising expenses 5,462,304.88 Bank charges 7,967,890 R&D expenses 36,054,514.95 Other expenses and current balance 68,460,930.71 Total 136,011,351.41 Note:N/A (3) Cash received relating to other investing activities □Applicable √Not applicable Currency: RMB Item Amount Government demolition grant 50,000,000.00 Total 50,000,000.00 Cash received relating to other investing activities: The subsidiary Guangxi Logistics get the government grants due to the Government to implement the city the old districts alterations and relocation of reconstruction (4) Cash paid relating to other investing activities □Applicable √Not applicable (5) Cash received relating to other financing activities Item Amount Entrusted borrowings borrowed from Sinopharm Group 232,630,000 Others 146,663,299.15 Total 379,293,299.15 Note:N/A 205 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (6) Cash paid relating to other financing activities Item Amount Repayment of entrusted borrowings lent by Sinopharm Group 367,370,000 Total 367,370,000 Note:N/A 66. Supplementary information of cash flow statements (1) Supplementary information of cash flow statements Six months ended 30 June Supplementary information Six months ended 30 June 2011 2012 1. Adjusting net profit to net cash flow in operating -- -- activities: Net profit 243,210,512.66 167,430,135.84 Add: Provision for assets impairment 8,388,213.89 5,875,651.19 Depreciation of fixed assets and investment 40,088,819.4 37,142,491.37 properties Amortisation of intangible assets 4,071,832.86 8,406,252.01 Amortisation of long-term prepaid 2,386,602.74 3,283,779.61 Expenses Gains on disposal of fixed assets, intangible assets 8,813,780.88 -2,048,289.48 and other non-current assets Loss from scrapping of fixed assets 0 0 Loss from fair change 0 0 Financial expenses 82,634,319.99 32,690,661.36 Investment income -16,016,159.76 -12,810,289.3 Increase of deferred tax assets -4,050,396.74 -1,903,625.93 Decrease of deferred tax liabilities -2,834,957.31 -1,126,791.54 Decrease/(increase) of inventory 24,862,393.79 -32,777,045.79 Increase in operating receivables -751,703,629.02 -429,302,367.94 Increase in operating payables 480,460,939.36 331,786,731.06 Others 18,597,595.43 Net cash flow from operating activities 138,909,868.17 106,647,292.46 2. Net increase of cash and cash equivalent -- -- Transferring debts to capital 206 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Convertible corporate bond to mature within one year Leasing fixed assets through financing 3. Movement of cash -- -- Cash at period end 868,558,138.59 891,983,994.63 Less: cash at beginning of year 907,884,162.14 684,764,869.84 Add: cash equivalent at the end of the period Less: cash equivalent at the beginning of the period Net increase in cash -39,326,023.55 207,219,124.79 (2) Acquisition or disposal of subsidiaries or other operating units Six months ended 30 June Supplement information Six months ended 30 June 2011 2012 I. Acquire of subsidiaries or other operating units: -- -- 1. Price for acquire of subsidiaries or other 65,560,000 0 operating units 2. Cash or cash equivalent for acquire of 47,592,000 subsidiaries or other operating units Less: cash and cash equivalent held by 22,973,111.76 subsidiaries or other operating units 3. Net cash received from acquire of 24,618,888.24 subsidiaries or other operating units 4. Acquire of subsidiaries net assets 12,473,340.74 0 Current assets 209,109,746.1 Non-current assets 661,710.01 Current liabilities 197,298,115.37 Non-current liabilities II. Disposal of subsidiaries or other operating units: -- -- 1. Price for Disposal of subsidiaries or other operating units 2. Cash or cash equivalent for disposal of subsidiaries or other operating units Less: cash and cash equivalent held by subsidiaries or other operating units 3. Net cash received from disposal of 0 subsidiaries or other operating units 207 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 4. Disposal of subsidiaries net assets 0 Current assets Non-current assets Current liabilities Non-current liabilities (3)Cash and cash equivalents Item 30 June 2012 31 December 2011 I. Cash 868,558,138.59 907,599,239.81 Including: cash in hand 67,571.77 48,381.59 Call deposits with banks 868,490,566.82 907,550,858.22 Other cash Central Bank deposit on demand Due from banks Call loan to banks II. Cash equivalents Including: bond investment due within 3 months III. Cash and cash equivalents at period end 868,558,138.59 907,599,239.81 Note:N/A 67. Notes to equity movement Note: The Group acquired Sinopharm Wuzhou under common control in this period, raised period beginning capital surplus balance by RMB3,416,966.47, eliminated undistributed profits by RMB3,541,560.96, eliminated equity of minority interest by RMB374.91. VIII Accounting treatment of asset securitization 1, Notes of main trade arrangement and its accounting treatment of assets securitization business as well as articles of bankruptcy remote 2, Main information about the special purpose entities in which the Company has no control right but bears relevant risks □Applicable √Not applicable 208 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (IX)Related party relationships and related party transactions 1.General information of the parent company Currency: RMB Name of Relationship Enterprise Type Place of Legal Principal Register Curren % interest % voting Company’s Organisation the parent registration representative business capital cy held rights ultimate code company controlling equity holder Sinopharm Majority Company limited Shanghai She Lulin Commercial 2,402,625,299 CNY 38.33% 38.33% China National 746184344 Group Co., shareholder by shares(Listed Pharmaceutical Ltd. company) Group (“Sinophar Corporation m Group”) (“CNPGC”) 2.General information of the subsidiaries Currency: RMB Full name of Type of subsidiary Enterprise Type Place of registration Legal Principal Register Curren % % Organisati subsidiaries representative business capital cy interest voting on code held rights Zhijun Wholly owned Limited company (sole Shenzhen Yan Zhigang Manufacturing 200,000,000 CNY 100% 100% 192190290 pharm subsidiary proprietorship of legal person) Sinopharm Wholly owned Limited company (sole Shenzhen Lin Xinyang Commercial 5,000,000 CNY 100% 100% 192194224 Jianmin subsidiary proprietorship of legal person) Sinopharm Wholly owned Limited company (sole Shenzhen Jiao Qi Commercial 6,000,000 CNY 100% 100% 192193205 209 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Material subsidiary proprietorship of legal person) Zhijun trade Wholly owned Limited company (sole Shenzhen Deng Baojun Commercial 1,890,000 CNY 100% 100% 192190303 subsidiary proprietorship of legal person) Shenzhen Wholly owned Limited company (sole Shenzhen Lin Min Service 1,000,000 CNY 100% 100% 779873509 logistics subsidiary proprietorship of legal person) Training Wholly owned The private Shenzhen Tan Guoshu Service 30,000 CNY 100% 100% 738593893 Center subsidiary non-enterprise units (sole proprietorship of legal person) Sinopharm Wholly owned Limited company (sole Guangzhou Commercial 400,000,000 CNY 100% 100% 753491772 Guangzhou subsidiary proprietorship of legal Shi Jinming person) Huixin Wholly owned Limited company (sole Guangzhou Shi Jinming Service 5,000,000 CNY 100% 100% 190335492 Investment subsidiary proprietorship of legal person) Sinopharm Wholly owned Limited company (sole Guangzhou Luo Qin Commercial 30,000,000 CNY 100% 100% 190369967 Yuexing subsidiary proprietorship of legal person) Sinopharm Wholly owned Limited company (sole Guangzhou Lin Zhaoxiong Commercial 40,000,000 CNY 100% 100% 770157530 Hengxing subsidiary proprietorship of legal person) Sinopharm Wholly owned Limited company (sole Foshan Lin Xinyang Commercial 10,000,000 CNY 100% 100% 190335978 Foshan subsidiary proprietorship of legal person) 210 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Guangdong Wholly owned Limited company (sole Guangzhou Lin Min Service 5,000,000 CNY 100% 100% 190365958 Logistics subsidiary proprietorship of legal person) Sinopharm Wholly owned Limited company (sole Dongguan Lin Xinyang Commercial 10,000,000 CNY 100% 100% 732144309 Dongguan subsidiary proprietorship of legal person) Sinopharm Wholly owned Limited company (sole Zhanjiang Lin Xinyang Commercial 15,000,000 CNY 100% 100% 194379580 Zhanjiang subsidiary proprietorship of legal person) Sinopharm Wholly owned Limited company (sole Nanning Lin Zhaoxiong Commercial 100,000,000 CNY 100% 100% 75975844 Guangxi subsidiary proprietorship of legal X person) Guangxi Controlled by wholly Limited company (sole Nanning Lin Zhaoxiong Service 7,100,706.88 CNY 100% 100% 198222724 Logistics owned subsidiary proprietorship of legal person) Sinopharm Controlled by wholly Limited company (sole Yulin Zhou Ruili Commercial 5,000,000 CNY 100% 100% 708731730 Yulin owned subsidiary proprietorship of legal person) Sinopharm Share holding Limited company Wuzhou Zhou Ruili Commercial 3,300,000 CNY 99.7% 99.7 199125299 Wuzhou subsidiary % Sinopharm Controlled by wholly Limited company (sole Guilin Zhou Ruili Commercial 10,000,000 CNY 100% 100% 595145427 Guilin owned subsidiary proprietorship of legal person) Sinopharm Controlled by wholly Limited company (sole Baise Zhou Ruili Commercial 10,000,000 CNY 100% 100% 595135915 Baise owned subsidiary proprietorship of legal person) Sinopharm Share holding Limited company Liuzhou Lin Zhaoxiong Commercial 20,530,600 CNY 51% 51% 198591263 211 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Liuzhou subsidiary Guangxi Controlled by wholly Limited company (sole Liuzhou Lei Chaotian Manufacturing 2,000,000 CNY 51% 51% 662132598 Herbal owned subsidiary proprietorship of legal person) Suzhou Share holding Limited company Jiangsu Taicang Huang Kai Manufacturing 80,000,000 CNY 75% 75% 747314606 Wanqing subsidiary Sinopharm Share holding Limited company Shenzhen Lin Zhaoxiong Commercial 30,000,000 CNY 51% 51% 279302101 Yanfeng subsidiary Sinopharm Wholly owned Limited company (sole Meizhou Yangyan Commercial 1,200,000 CNY 100% 100% 721170640 Meizhou subsidiary proprietorship of legal person) Shenzhen Wholly owned Limited company (sole Shenzhen Deng Baojun Manufacturing 50,000,000 CNY 100% 100% 192194304 Herbal subsidiary proprietorship of legal person) Sinopharm Wholly owned Limited company (sole Huizhou Yangyan Commercial 7,000,000 CNY 100% 100% 761583845 Huizhou subsidiary proprietorship of legal person) Sinopharm Wholly owned Limited company (sole Zhaoqing Yangyan Commercial 2,000,000 CNY 100% 100% 71238345 Zhaoqing subsidiary proprietorship of legal X person) Sinopharm Wholly owned Limited company (sole Jiangmen Yangyan Commercial 10,000,000 CNY 100% 100% 752068307 Jiangmen subsidiary proprietorship of legal person) 212 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 3.General information of the Joint venture and associates Currency: USD Name of Enterpri Place of Legal Princip Regi Curre % % voting Total Total Net asset Operating Profit of the Relationshi Organisati entity se Type Registrat Represe al ster ncy interes rights asset at liability at at the end income of period p on code invested ion ntative busine capit t the end of the end of of the the period ss al held the period the period period 1. Joint -- -- -- -- -- -- -- -- -- -- -- -- -- -- venture Nil 2. -- -- -- -- -- -- -- -- -- -- -- -- -- -- Associate Shenzhen Foreign Shenzhe Yan Medici USD USD 35.19 33.33% 632,489,5 359,570,4 272,919,0 285,068,7 50,570,426 Associate 618861849 Wanle capital n Zhigang ne 19,5 % 30.9 38.98 91.92 09.78 .44 Pharmace manuf 44,5 utical Co., acture 50.0 Ltd. 0 213 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 4,Other related parties of the Company Name of other related party Relationship Organisation code China National Medicines Co.,Ltd. Controlled by Sinopharm Group 710925737 Sino-Swed Pharmaceutical Corp.Ltd. Significant influence by CNPGC 607912321 Shenzhen Wanle Pharmaceutical Co., Ltd. Associate 618861849 Jiangsu Wanbang Pharmacy Marketing Co., Ltd. Subsidiary of Fosun Pharm 678970887 Guang dong South National Pharmaceutical Foreign Trade Co.,Ltd. Controlled by CNPGC 190374694 Sinopharm Group Wei qida Medicine Co., Ltd Controlled by CNPGC 734026330 Sinopharm Holding Guizhou Co., Ltd. Controlled by Sinopharm Group 551920145 Chongqing Haisiman Pharmaceutical Co.,Ltd. Subsidiary of Fosun Pharm 66355774X Chongqing Yaoyou Pharmaceutical Co.,Ltd. Subsidiary of Fosun Pharm 202851807 Shenzhen Wanwei Medicine trading Co., Ltd Associate of Sinopharm Group 792583311 Sinopharm Holding Fujian Co., Ltd. Controlled by Sinopharm Group 699902760 Sinopharm Holding Beijing Co., Ltd. Controlled by Sinopharm Group 756042307 Guangdong East Uptodate & Special Medicines Co.,Ltd. Controlled by Sinopharm Group 190370941 Foshan Nanhai Uptodate & Special Medicines Co.,Ltd. Controlled by Sinopharm Group 893521152 Sinopharm Holding Putian Co., Ltd. Controlled by Sinopharm Group 768592007 Sinopharm Group Medicine Logistic Co., Ltd. Controlled by Sinopharm Group 74563928X Sinopharm Group Chemical Reagent Co., Ltd. Controlled by Sinopharm Group 755715856 Shanghai Shyndec Pharmaceutical Co., Ltd. Controlled by CNPGC 630459924 Sinopharm Holding Hainan Co., Ltd. Controlled by Sinopharm Group 721236689 Lanzhou Biological Technology R&D Co.,Ltd. Controlled by CNPGC 296583830 Yunnan Medical Herbs Co., Ltd Controlled by CNPGC 727297466 Sinopharm Group Chemical Reagent Suzhou Co., Ltd. Controlled by Sinopharm Group 76514709X Foshan Nanhai Medicine Co.,Ltd. Controlled by Sinopharm Group 193533599 Guilin South pharmaceutical Co., Ltd Subsidiary of Fosun Pharm 729742527 Sinopharm Holding Yunnan Co., Ltd. Controlled by Sinopharm Group 216548323 Sinopharm Yixin Medicine Co.,Ltd. Controlled by Sinopharm Group 244063809 China Otsuka Pharmaceutical Co.,Ltd. Significant influence by CNPGC 600550022 Guangdong Accord Drug Store Co., Ltd. Controlled by Sinopharm Group 764954314 Harson Shanghai Modern Pharmaceutical (Shangqiu) Co., Ltd. Controlled by CNPGC 716735619 Sinopharm Holding Hunan Co., Ltd. Controlled by Sinopharm Group 727983896 214 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Yichang Humanwell Pharmaceutical Co.,Ltd. Significant influence by CNPGC 730843405 Shenyang Hongqi Pharmaceutical Co.,Ltd. Subsidiary of Fosun Pharm 117872427 Handan Pharmaceutical Co.,Ltd Subsidiary of Fosun Pharm 713115924 Sinopharm Group Shanghai Medicine Device Co., Ltd. Controlled by CNPGC 132293917 Sichuan Jiang You Zhong Ba Science and Technology Development Co.,Ltd. Controlled by CNPGC 723229466 Sinopharm Holding Suzhou Co., Ltd. Controlled by Sinopharm Group 137762671 Sinopharm Group Guorui Medicine Co.,Ltd. Controlled by Sinopharm Group 72334670X Shenzhen Accord Pharmaceutical Chain Co., Ltd Controlled by Sinopharm Group 192190047 Sinopharm Holding Zhangzhou Co., Ltd. Controlled by Sinopharm Group 550962343 Chengdu Rongsheng Pharmacy Co., Ltd. Controlled by CNPGC 633122307 Qinghai Pharmaceutical factory Co., Ltd Significant influence by CNPGC 710403023 Sinopharm Holding Anhui Co., Ltd. Controlled by Sinopharm Group 683617690 Sinopharm Holding Meiluo (Dalian) Co., Ltd Controlled by Sinopharm Group 550636695 Shanghai Sailun Biological Technology Co.,Ltd. Significant influence by CNPGC 631521822 China National Pharmaceutical Foreign Trade Corporation Controlled by CNPGC 100000315 Shanghai Medicine Hospital Medical Co., Ltd. Controlled by CNPGC 132836790 Sinopharm Holding Jiangsu Co., Ltd. Controlled by Sinopharm Group 140735017 Sinopharm Holding Beijing Huahong Co., Ltd. Controlled by Sinopharm Group 634303054 Shanghai Chaohui Pharmecurical Co., Ltd. Subsidiary of Fosun Pharm 133232446 Sinopharm Group United Medical Equipment Co.,Ltd Controlled by CNPGC 717852139 Sinopharm Group Southwest Medicine Co., Ltd Controlled by Sinopharm Group 201885298 Sinopharm Holding Tianjin Co., Ltd. Controlled by Sinopharm Group 754836883 Sinopharm Group (Tianjin) Eastern Bokang Pharmaceutical Co., Ltd. Controlled by Sinopharm Group 239672271 Sinopharm Holding Tianjin North Medicine Co., Ltd. Controlled by Sinopharm Group 103190601 Sinopharm Holding Shengyang Co., Ltd. Controlled by Sinopharm Group 755766207 Sinopharm Holding Shenyang Co., Ltd. Dalian Branch Controlled by Sinopharm Group 755784309 Sinopharm Holding Meiluo (Dalian) Co., Ltd Controlled by Sinopharm Group 550636695 Sinopharm Holding Jinzhou Co., Ltd. Controlled by Sinopharm Group 564630956 Sinopharm Holding Shanxi Co., Ltd. Controlled by Sinopharm Group 727365182 Sinopharm Holding Hubei Co., Ltd. Controlled by Sinopharm Group 72612386X Sinopharm Holding Jingzhou Co., Ltd. Controlled by Sinopharm Group 559724317 Sinopharm Holding Shanxi Co., Ltd. Controlled by Sinopharm Group 757272243 Sinopharm Holding Guoda Pharmacy Co.,Ltd Controlled by Sinopharm Group 760569195 215 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Guangzhou Accord Pharm Chain Co., Ltd. Controlled by Sinopharm Group 732155681 Guangxi Accord Pharm Chain Co., Ltd. Controlled by Sinopharm Group 735145382 Sinopharm Holding (Jiangsu) Chinese Western Medicine Branch Company Controlled by Sinopharm Group 840719974 Sinopharm Holding Jiangsu Co., Ltd. Taizhou Branch Controlled by Sinopharm Group 75390782X Sinopharm Holding Hunan Deyuan Medicine Co., Ltd. Controlled by Sinopharm Group 580900979 Sinopharm Holding Zhejiang Co., Ltd. Controlled by Sinopharm Group 704305945 Sinopharm Holding Lishui Co., Ltd Controlled by Sinopharm Group 148909819 Sinopharm Holding Taizhou Co., Ltd. Controlled by Sinopharm Group 720046242 Sinopharm Holding Sub Marketing Center Co., Ltd. Controlled by Sinopharm Group 736202721 Sinopharm Holding Henan Co., Ltd. Controlled by Sinopharm Group 796766860 Sinopharm Holding Anqing Co., Ltd. Controlled by Sinopharm Group 551801410 Sinopharm Holding Wuhu Co., Ltd. Controlled by Sinopharm Group 580120147 Sinopharm Holding Fuzhou Co., Ltd. Controlled by Sinopharm Group 154439104 Sinopharm Holding Shandong Co., Ltd. Controlled by Sinopharm Group 78719109X Sinopharm Holding Yantai Co., Ltd Controlled by Sinopharm Group 790381556 Sinopharm Holding Jinan Co., Ltd. Controlled by Sinopharm Group 728624078 Sinopharm Holding Qujing Co., Ltd. Controlled by Sinopharm Group 560075959 Sinopharm Holding Hainan Hongyi Co., Ltd. Controlled by Sinopharm Group 562407873 Sinopharm Holding Gansu Co., Ltd. Controlled by Sinopharm Group 695642113 Sinopharm Holding Longyan Co., Ltd. Controlled by Sinopharm Group 749066714 Sinopharm Holding Sanming Co., Ltd Controlled by Sinopharm Group 733636241 Sinopharm Holding Ningde Co., Ltd. Controlled by Sinopharm Group 770698599 Sinopharm Holding Ningxia Co., Ltd. Controlled by Sinopharm Group 670440734 Sinopharm Holding Jiangxi Co., Ltd. Controlled by Sinopharm Group 696051171 Sinopharm Holding Inner Mongolia Co., Ltd. Controlled by Sinopharm Group 555460203 Sinopharm Group Xinjiang Special Drugs National Pharmaceutical Co.,Ltd. Controlled by Sinopharm Group 228670174 Sinopharm Group Xinjiang Special Drugs Karamay Pharmaceutical Co.,Ltd. Controlled by Sinopharm Group 228900400 Sinopharm Holding Xinjiang Special Drugs Kaxqar Pharmaceutical Co.,Ltd. Controlled by Sinopharm Group 751667746 Sinopharm Holding Xinjiang Special Drugs Western Pharmaceutical Co.,Ltd. Controlled by Sinopharm Group 928597916 Sinopharm Holding Xinjiang Special Ginsheng and Pilose Pharmaceutical Co.,Ltd. Controlled by Sinopharm Group 712966022 216 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Sinopharm Xinjing Korla Medicine Co., Ltd. Controlled by Sinopharm Group 229499006 Sinopharm Holding Xinjiang Kumul Pharmaceutical Co.,Ltd. Controlled by Sinopharm Group 229100085 Sinopharm Holding Xinjiang Iliense Tongde Pharmaceutical Co.,Ltd. Controlled by Sinopharm Group 710843598 Sinopharm Group Shanghai Likang Medicine Stock Co.,Ltd. Controlled by Sinopharm Group 631289090 Sinopharm Holding Jilin Co., Ltd. Controlled by Sinopharm Group 82394386X Sinopharm Holding Siping Co., Ltd. Controlled by Sinopharm Group 569950772 Sinopharm Holding Wenzhou Co., Ltd. Controlled by Sinopharm Group 145049964 Sinopharm Holding Chongqing Co., Ltd. Controlled by Sinopharm Group 554093173 Sinopharm Holding Nanjing Co., Ltd. Controlled by Sinopharm Group 730570291 Sinopharm Holding Wuxi Co., Ltd. Controlled by Sinopharm Group 733303105 Sinopharm Holding Changzhou Co., Ltd. Controlled by Sinopharm Group 778039651 Sinopharm Holding Changzhou Medical logistics center Co., Ltd. Controlled by Sinopharm Group 723500551 Sinopharm Holding Xuzhou Co., Ltd. Controlled by Sinopharm Group 753237643 Sinopharm Holding Yancheng Co., Ltd. Controlled by Sinopharm Group 781299067 Sinopharm Holding Heilongjiang Co., Ltd. Controlled by Sinopharm Group 560630879 Sinopharm Le -Ren-Tang Medicine Co., Ltd. Controlled by Sinopharm Group 695852364 Sinopharm Holding Hebei Medcine Co., Ltd. Controlled by Sinopharm Group 104320228 Sinopharm Holding Qinghai Co., Ltd. Controlled by Sinopharm Group 710525311 Sinopharm Holding Nantong Co., Ltd. Controlled by Sinopharm Group 251879443 China National Scientific Instruments & Materials Corporation Controlled by CNPGC 19218478X Heilongjiang Sinopharm Medical Herbs Co.,Ltd. Controlled by CNPGC 68141657X Sichuan Hexin Pharmaceutical Co.,Ltd. Subsidiary of Fosun Pharm 743617685 Sinopharm Holding Xinyu Co., Ltd. Controlled by Sinopharm Group 727761679 Sinopharm Holding Tianjin Co.,Ltd. Tangshan Branch Controlled by Sinopharm Group 784061636 Sinopharm Holding Linyi Co., Ltd Controlled by Sinopharm Group 168730189 Sinopharm Holding Suzhou Boai Co., Ltd. Controlled by Sinopharm Group 137715509 Sinopharm Holding Anshun Co., Ltd. Controlled by Sinopharm Group 215650449 China National Medical Equipment & Supplies I/E (Shenzhen) Co.,Ltd. Controlled by CNPGC 192191402 Sinopharm Group Beijing Medical equipment Co.,Ltd Controlled by CNPGC 710924937 Jiangsu Wanbang Bio-Chemical Medicine Co., Ltd. Subsidiary of Fosun Pharm 714139872 Shanghai Fosun Pharmaceutical Co., Ltd. Subsidiary of Fosun Pharm 132951385 Shanghai Fosun Long March Medical Science Co., Ltd. Subsidiary of Fosun Pharm 607209011 217 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Significant influence by Sinoparm Qianjing Stomatological Technology (Beijing) Co.,Ltd Sinopharm Group 766289610 Significant influence by Xiamen XingShahuaide Pharmaceutical Co.,Ltd. Sinopharm Group 154983628 Sinopharm Holding Guoda Pharmacy Store Shenyang Chain Co.,Ltd Controlled by Sinopharm Group 001591869 China National Pharmaceutical Group Shanghai Co.,Ltd Controlled by Sinopharm Group 132203651 China National Corporation of Traditional & Hebal Medical Controlled by CNPGC 100005992 National Pharmaceutical Group Wuhan Pharmaceutical Industry Design Institute Controlled by CNPGC 177588428 Family member of actual holder Wangyang of subsidiary minority interest N/A Reed Sinopharm Exhibitions Co., Ltd. Controlled by CNPGC 710929017 Shanghai Pharmaceutial Industry Research Institute Controlled by CNPGC 425002562 Shanghai Fosun Pharmaceutical (Group) Co., Ltd. Associate of CNPGC 133060541 Controlled by key management of Jiangmen RenRen Medical equipment Co.,Ltd subsidiary 794614898 Peng JianXiong Key Management of Subsidiary N/A Shenzhen Jiufeng investment Co., Ltd. Minority interest of subsidiary 565715669 The illustration of other related parties is as below: Nil 5. Related party transactions (1)Purchase of goods and other services Currency: RMB Entity Transaction Pricing Current year transaction previous year transaction Type policies Amount % of same Amount % of same transaction transaction Sinopharm Holding Purchase of Market price 429,186,432.72 5.57% 44,704,255.95 0.71% Sub Marketing Center goods Co., Ltd. Sinopharm Group Purchase of Market price 189,162,974.49 2.45% 482,405,743 7.66% goods China National Purchase of Market price 109,126,979.62 1.42% 85,103,173.12 1.35% Medicines Co.,Ltd. goods Sino-Swed Purchase of Market price 39,391,683.63 0.51% 32,848,388.57 0.52% Pharmaceutical 218 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Corp.Ltd. goods Shenzhen Wanle Purchase of Market price 19,511,130.88 0.25% 16,929,822.33 0.27% Pharmaceutical Co., goods Ltd. Jiangsu Wanbang Purchase of Market price 7,257,728.02 0.09% 6,577,760.52 0.1% Pharmacy Marketing goods Co., Ltd. Guang dong South Purchase of Market price 7,158,703.82 0.09% 12,431,866.06 0.2% National goods Pharmaceutical Foreign Trade Co.,Ltd. Sinopharm Group Wei Purchase of Market price 6,720,034.2 0.09% 10,059,829.05 0.16% qida Medicine Co., Ltd goods Sinopharm Holding Purchase of Market price 5,781,496.33 0.07% 1,712,877.82 0.03% Guizhou Co., Ltd. goods Chongqing Haisiman Purchase of Market price 5,081,718.52 0.07% 2,871,577.04 0.05% Pharmaceutical goods Co.,Ltd. Chongqing Yaoyou Purchase of Market price 4,939,960.19 0.06% 2,035,925.47 0.03% Pharmaceutical goods Co.,Ltd. Shenzhen Wanwei Purchase of Market price 4,079,158.04 0.05% 0% Medicine trading Co., goods Ltd Sinopharm Holding Purchase of Market price 3,544,824.12 0.05% 1,013,784.92 0.02% Fujian Co., Ltd. goods Sinopharm Holding Purchase of Market price 2,440,546.99 0.03% 1,988,649.55 0.03% Beijing Co., Ltd. goods Guangdong East Purchase of Market price 2,226,860.84 0.03% 822,378.11 0.01% Uptodate & Special goods Medicines Co.,Ltd. Foshan Nanhai Purchase of Market price 821,817.22 0.01% 7,678,827.22 0.12% Uptodate & Special goods Medicines Co.,Ltd. Sinopharm Holding Purchase of Market price 798,076.9 0.01% 0% Putian Co., Ltd. goods Sinopharm Group Transfer cost Market price 746,184.31 0.01% 493,143.14 0.01% Medicine Logistic Co., Ltd. Sinopharm Group Purchase of Market price 481,441.65 0.01% 201,043.42 0% 219 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Chemical Reagent goods Co., Ltd. Shanghai Shyndec Purchase of Market price 299,666.04 0% 93,090.96 0% Pharmaceutical Co., goods Ltd. Sinopharm Holding Purchase of Market price 294,361.99 0% 40,361.56 0% Hainan Co., Ltd. goods Lanzhou Biological Purchase of Market price 265,051.27 0% 0% Technology R&D goods Co.,Ltd. Yunnan Medical Herbs Purchase of Market price 263,716.81 0% 382,300.88 0.01% Co., Ltd goods Sinopharm Group Purchase of Market price 193,531.19 0% 246,401.71 0% Chemical Reagent goods Suzhou Co., Ltd. Foshan Nanhai Purchase of Market price 157,891.08 0% 21,290.36 0% Medicine Co.,Ltd. goods Guilin South Purchase of Market price 152,806.82 0% 361,945.48 0.01% pharmaceutical Co., goods Ltd Sinopharm Holding Purchase of Market price 125,333.33 0% 0% Yunnan Co., Ltd. goods Sinopharm Yixin Purchase of Market price 122,337.6 0% 0% Medicine Co.,Ltd. goods China Otsuka Purchase of Market price 97,326.51 0% 14,112.83 0% Pharmaceutical goods Co.,Ltd. Guangdong Accord Purchase of Market price 81,807.69 0% -420.51 0% Drug Store Co., Ltd. goods Harson Shanghai Purchase of Market price 80,438.05 0% 0% Modern goods Pharmaceutical (Shangqiu) Co., Ltd. Sinopharm Holding Purchase of Market price 67,716.92 0% 4,358.97 0% Hunan Co., Ltd. goods Yichang Humanwell Purchase of Market price 33,144.9 0% 9,398.29 0% Pharmaceutical goods Co.,Ltd. Shenyang Hongqi Purchase of Market price 26,956.82 0% 19,371.37 0% Pharmaceutical goods 220 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Co.,Ltd. Handan Purchase of Market price 25,624.01 0% 100,366.66 0% Pharmaceutical goods Co.,Ltd Sinopharm Group Purchase of Market price 21,571.2 0% 14,973.85 0% Shanghai Medicine goods Device Co., Ltd. Sichuan Jiang You Purchase of Market price 20,831.86 0% 9,371.68 0% Zhong Ba Science and goods Technology Development Co.,Ltd. Sinopharm Holding Purchase of Market price 12,767.18 0% 0% Suzhou Co., Ltd. goods Sinopharm Group Purchase of Market price 12,410.25 0% 4,717.96 0% Guorui Medicine goods Co.,Ltd. Shenzhen Accord Purchase of Market price 11,884.41 0% 0% Pharmaceutical Chain goods Co., Ltd Sinopharm Holding Purchase of Market price 3,469.23 0% 150,769.24 0% Zhangzhou Co., Ltd. goods Chengdu Rongsheng Purchase of Market price 0% 6,165,564.15 0.1% Pharmacy Co., Ltd. goods Sinopharm Holding Purchase of Market price 0% 970,025.22 0.02% Anhui Co., Ltd. goods Sinopharm Holding Purchase of Market price 0% -9,241.23 0% Beijing Huahong Co., goods Ltd. Sinopharm Holding Purchase of Market price 0% -3,661.53 0% Jiangsu Co., Ltd. goods Shanghai Sailun Purchase of Market price 0% 139,957.41 0% Biological Technology goods Co.,Ltd. Shanghai Medicine Purchase of Market price 0% 2,564.1 0% Hospital Medical Co., goods Ltd. China National Purchase of Market price 0% 9,241.23 0% Pharmaceutical goods Foreign Trade Corporation 221 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Qinghai Purchase of Market price 4,108,923.06 0.05% 6,075,384.62 0.1% Pharmaceutical goods factory Co., Ltd Sinopharm Holding Purchase of Market price 0% 219,469.22 0% Meiluo (Dalian) Co., goods Ltd Shanghai Chaohui Purchase of Market price -1,061.53 0% 570,811 0.01% Pharmecurical Co., goods Ltd. Sinopharm Group Purchase of Market price -3,551.91 0% 3,320,995.53 0.05% United Medical goods Equipment Co.,Ltd Reed Sinopharm Exhibition Market price 19,200 3.52% 16,000 3.18% Exhibitions Co., Ltd. charges Shanghai Testing Market price 0 0% 10,000 100% Pharmaceutial charges Industry Research Institute Sales of goods and rendering of service Currency: RMB Entity Transaction Pricing Current year transaction previous year transaction Type policies Amount % of same Amount % of same transaction transaction Sinopharm Holding Hunan Sales of Market 55,248,823.85 0.63% 50,878,689.48 0.71% Co., Ltd. goods price Foshan Nanhai Uptodate & Sales of Market 51,040,955.56 0.58% 32,371,341.13 0.45% Special Medicines Co.,Ltd. goods price Sinopharm Holding Beijing Sales of Market 42,601,658.91 0.49% 37,163,184.52 0.52% Co., Ltd. goods price Guangdong Accord Drug Sales of Market 41,143,865.47 0.47% 43,181,782.6 0.6% Store Co., Ltd. goods price Sinopharm Holding Hubei Sales of Market 42,211,035.26 0.48% 45,530,710.17 0.63% Co., Ltd. goods price Sinopharm Group Sales of Market 41,963,939.79 0.48% 31,872,690.08 0.44% Southwest Medicine Co., Ltd goods price Chongqing Yaoyou Sales of Market 40,123,076.88 0.46% 43,459,829.31 0.61% Pharmaceutical Co.,Ltd. goods price Sinopharm Group (Tianjin) Sales of Market 24,315,570.13 0.28% 29,392,545.35 0.41% Eastern Bokang goods price 222 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Pharmaceutical Co., Ltd. Sinopharm Holding Beijing Sales of Market 23,636,605.56 0.27% 21,242,420.68 0.3% Huahong Co., Ltd. goods price Sinopharm Holding Hainan Sales of Market 21,501,585.17 0.25% 14,573,642.2 0.2% Co., Ltd. goods price Sinopharm Holding Sales of Market 18,240,892.25 0.21% 31,119,263.02 0.43% Shengyang Co., Ltd. goods price Foshan Nanhai Medicine Sales of Market 15,435,981.47 0.18% 13,885,143.27 0.19% Co.,Ltd. goods price Guangxi Accord Pharm Sales of Market 15,249,175.14 0.17% 21,509,468.96 0.3% Chain Co., Ltd. goods price Sinopharm Holding Ningxia Sales of Market 15,265,463.14 0.17% 10,159,836.64 0.14% Co., Ltd. goods price Sinopharm Holding Zhejiang Sales of Market 14,342,607.57 0.16% 12,279,765.03 0.17% Co., Ltd. goods price Sinopharm Holding Hebei Sales of Market 14,205,931.7 0.16% 22,796,569.41 0.32% Medcine Co., Ltd. goods price Sinopharm Holding Xinjiang Sales of Market 14,204,647.28 0.16% 12,222,576.15 0.17% Special Drugs Western goods price Pharmaceutical Co.,Ltd. Sinopharm Holding Sub Sales of Market 13,513,766.43 0.15% 0% Marketing Center Co., Ltd. goods price Sinopharm Holding Tianjin Sales of Market 13,052,985.97 0.15% 27,550,346.55 0.38% Co., Ltd. goods price Sinopharm Group Sales of Market 12,457,454.09 0.14% 25,671,318.45 0.36% goods price Sinopharm Group Xinjiang Sales of Market 12,412,336.15 0.14% 16,107,057.43 0.22% Special Drugs National goods price Pharmaceutical Co.,Ltd. Sinopharm Le -Ren-Tang Sales of Market 12,409,428.06 0.14% 609,978.82 0.01% Medicine Co., Ltd. goods price Sinopharm Holding Yunnan Sales of Market 11,843,692.72 0.14% 13,666,728.6 0.19% Co., Ltd. goods price Sinopharm Holding Sales of Market 11,598,587.98 0.13% 4,574,001.01 0.06% Shandong Co., Ltd. goods price Sinopharm Holding Shanxi Sales of Market 11,187,921.12 0.13% 5,883,448.75 0.08% Co., Ltd. goods price Sinopharm Holding Hainan Sales of Market 10,458,325.4 0.12% 0% Hongyi Co., Ltd. goods price 223 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Sinopharm Holding Gansu Sales of Market 9,001,150.67 0.1% 6,790,236.57 0.09% Co., Ltd. goods price Sinopharm Holding Nantong Sales of Market 8,427,781.84 0.1% 0% Co., Ltd. goods price Sinopharm Holding Sales of Market 7,112,592.04 0.08% 4,749,817.53 0.07% Wenzhou Co., Ltd. goods price Guangdong East Uptodate Sales of Market 6,862,934.45 0.08% 9,552,984.65 0.13% & Special Medicines Co.,Ltd. goods price Sinopharm Holding Sales of Market 6,727,493.88 0.08% 3,133,951.05 0.04% Chongqing Co., Ltd. goods price Sinopharm Holding Fujian Sales of Market 6,228,036.27 0.07% 7,036,241.86 0.1% Co., Ltd. goods price Sinopharm Holding Jiangsu Sales of Market 5,892,015.78 0.07% 8,617,821.93 0.12% Co., Ltd. goods price Sinopharm Holding Fuzhou Sales of Market 5,611,681.15 0.06% 2,314,222.39 0.03% Co., Ltd. goods price Sinopharm Holding Jinzhou Sales of Market 5,459,179.44 0.06% 2,295,682.66 0.03% Co., Ltd. goods price China National Medicines Sales of Market 4,397,822.13 0.05% 2,281,895.47 0.03% Co.,Ltd. goods price Sinopharm Holding Henan Sales of Market 3,787,174.26 0.04% 8,457,904.34 0.12% Co., Ltd. goods price Sinopharm Holding Shanxi Sales of Market 2,975,245.17 0.03% 6,550,615.82 0.09% Co., Ltd. goods price Sinopharm Holding Sales of Market 2,636,447.11 0.03% 1,096,112.21 0.02% Heilongjiang Co., Ltd. goods price Sinopharm Holding Jilin Co., Sales of Market 2,542,553.22 0.03% 2,119,265.94 0.03% Ltd. goods price Sinopharm Holding Inner Sales of Market 2,078,548.07 0.02% 2,400,974.22 0.03% Mongolia Co., Ltd. goods price Sinopharm Holding Anhui Sales of Market 1,862,026.57 0.02% 450,586.51 0.01% Co., Ltd. goods price Sinopharm Holding Xuzhou Sales of Market 1,792,195.44 0.02% 1,515,730.05 0.02% Co., Ltd. goods price Shanghai Chaohui Sales of Market 1,571,794.86 0.02% 453,846.15 0.01% Pharmecurical Co., Ltd. goods price Sinopharm Holding Ningde Sales of Market 1,554,315.79 0.02% 0% Co., Ltd. goods price 224 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Sinopharm Holding Sales of Market 1,412,494.04 0.02% 1,102,883.74 0.02% (Jiangsu) Chinese Western goods price Medicine Branch Company Sichuan Hexin Sales of Market 1,375,145.3 0.02% 2,492,731.63 0.03% Pharmaceutical Co.,Ltd. goods price Sinopharm Holding Longyan Sales of Market 1,356,643.44 0.02% 120,546.39 0% Co., Ltd. goods price Sinopharm Holding Guizhou Sales of Market 1,288,133.65 0.01% 6,007,586.31 0.08% Co., Ltd. goods price Guang dong South National Sales of Market 1,217,723.12 0.01% 1,145,944.66 0.02% Pharmaceutical Foreign goods price Trade Co.,Ltd. Sinopharm Holding Guoda Sales of Market 1,216,832.25 0.01% 1,597,271.88 0.02% Pharmacy Co.,Ltd goods price Sinopharm Holding Suzhou Sales of Market 1,181,109.75 0.01% 1,370,447.69 0.02% Co., Ltd. goods price Sinopharm Holding Taizhou Sales of Market 1,163,792.05 0.01% 340,002.46 0% Co., Ltd. goods price Sinopharm Holding Tianjin Sales of Market 1,046,006.01 0.01% 855,842.8 0.01% North Medicine Co., Ltd. goods price Sinopharm Holding Sales of Market 925,057.08 0.01% 139,829.06 0% Yancheng Co., Ltd. goods price Sinopharm Holding Wuxi Sales of Market 924,220.74 0.01% 1,104,686 0.02% Co., Ltd. goods price Sinopharm Holding Meiluo Sales of Market 868,575.67 0.01% 545,335.51 0.01% (Dalian) Co., Ltd goods price Sinopharm Holding Hunan Sales of Market 835,051.29 0.01% 0% Deyuan Medicine Co., Ltd. goods price Sinopharm Holding Nanjing Sales of Market 788,118.16 0.01% 288,944.65 0% Co., Ltd. goods price Sinopharm Holding Sales of Market 782,560 0.01% 1,000,504.05 0.01% Zhangzhou Co., Ltd. goods price Sinopharm Group Wei qida Sales of Market 723,803.43 0.01% 4,306,666.67 0.06% Medicine Co., Ltd goods price Guangzhou Accord Pharm Sales of Market 377,376.59 0% 4,743,001.07 0.07% Chain Co., Ltd. goods price Sinopharm Holding Yantai Sales of Market 350,953.82 0% 8,617.95 0% Co., Ltd goods price Sinopharm Holding Putian Sales of Market 344,951.84 0% 43,954.07 0% 225 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Co., Ltd. goods price Sinopharm Holding Jiangxi Sales of Market 316,358.13 0% 749,689.48 0.01% Co., Ltd. goods price Sinopharm Holding Wuhu Sales of Market 272,896.54 0% 0% Co., Ltd. goods price Sinopharm Holding Xinjiang Sales of Market 223,309.39 0% 0% Special Drugs Kaxqar goods price Pharmaceutical Co.,Ltd. Sinopharm Holding Sales of Market 222,607.7 0% 0% Changzhou Medical logistics goods price center Co., Ltd. Sinopharm Holding Jinan Sales of Market 171,535.9 0% 0% Co., Ltd. goods price Sinopharm Holding Sales of Market 154,700.86 0% 304,504.27 0% Shenyang Co., Ltd. Dalian goods price Branch Sinopharm Group Shanghai Sales of Market 126,666.67 0% 0% Likang Medicine Stock goods price Co.,Ltd. Sinopharm Holding Anqing Sales of Market 117,651.25 0% 29,804.95 0% Co., Ltd. goods price Heilongjiang Sinopharm Sales of Market 94,410.25 0% 0% Medical Herbs Co.,Ltd. goods price Sinopharm Holding Sales of Market 72,962.4 0% 0% Changzhou Co., Ltd. goods price Sinopharm Holding Xinjiang Sales of Market 58,166.15 0% 0% Kumul Pharmaceutical goods price Co.,Ltd. Sinopharm Holding Xinjiang Sales of Market 57,948.71 0% 0% Special Ginsheng and Pilose goods price Pharmaceutical Co.,Ltd. Sinopharm Holding Sanming Sales of Market 44,589.75 0% 53,101.54 0% Co., Ltd goods price China National Scientific Sales of Market 44,423.08 0% 0% Instruments & Materials goods price Corporation Sinopharm Holding Lishui Sales of Market 37,846.14 0% 36,883.98 0% Co., Ltd goods price Sinopharm Group Xinjiang Sales of Market 32,741.02 0% 0% Special Drugs Karamay 226 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Pharmaceutical Co.,Ltd. goods price Sinopharm Holding Qujing Sales of Market 19,082.22 0% 0% Co., Ltd. goods price Sinopharm Holding Xinjiang Sales of Market 17,107.69 0% 0% Iliense Tongde goods price Pharmaceutical Co.,Ltd. Sinopharm Holding Qinghai Sales of Market 9,812.99 0% 0% Co., Ltd. goods price Sinopharm Holding Sales of Market 8,256.41 0% 2,358.98 0% Jingzhou Co., Ltd. goods price Sinopharm Xinjing Korla Sales of Market 3,010 0% 0% Medicine Co., Ltd. goods price Sinopharm Holding Jiangsu Sales of Market 1,435.9 0% 0% Co., Ltd. Taizhou Branch goods price Sinopharm Holding Siping Sales of Market 1,435.9 0% 0% Co., Ltd. goods price Sinopharm Holding Suzhou Sales of Market 0% 5,487.18 0% Boai Co., Ltd. goods price Sinopharm Holding Linyi Sales of Market 0% 134,974.36 0% Co., Ltd goods price Sinopharm Holding Xinyu Sales of Market 0% 354,523.08 0% Co., Ltd. goods price Sinopharm Holding Tianjin Sales of Market 0% 146,504.49 0% Co.,Ltd. Tangshan Branch goods price Jiangmen RenRen Medical Sales of Market 168,849.23 0% equipment Co.,Ltd goods price Guangdong Accord Drug Dispatching Market 206,755.54 1.54% 301,229.06 2.79% Store Co., Ltd. and price transportation charges Guangdong Accord Drug Dispatching Market 1,236,700 9.22% 1,294,300 12% Store Co., Ltd. and price transportation charges Sinopharm Group Medicine Dispatching Market 5,110,500 38.09% 3,328,800 30.87% Logistic Co., Ltd. and price transportation charges China National Medicines Dispatching Market 903,500 6.73% 681,400 6.32% and 227 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Co.,Ltd. transportation price charges Guangzhou Accord Pharm Dispatching Market 0 231,600 2.15% Chain Co., Ltd. and price transportation charges Shenzhen Wanle Conference Market 135,600 0.00% 0 Pharmaceutical Co., Ltd. and Training price charges (2) Information of related party trust / contract Nil 228 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (3)Lease As lessor: Currency: RMB Lessor Leasee Type of Status of Value of Contract Contract Price policy Rental Influence by assets use asset leased leased asset beginning terminated income of lease income to for date date report period the company Sinopharm Guangxi Accord Pharm Building In good 2,002,540.83 1 July 2009 31 December Market price 566,283.3 No. Liuzhou Chain Co., Ltd. condition 2012 Sinopharm Guangxi Accord Pharm Building In good 437,313.81 10 March 31 December Market price 32,086.02 No. Liuzhou Chain Co., Ltd. condition 2011 2012 The company Shenzhen Accord Building In good 1,137,599.42 1 June 2009 31 December Market price 234,780 No. Pharmaceutical Chain Co., condition 2012 Ltd Sinopharm Shenzhen Accord Building In good 327,350.23 1 January 30 June 2012 Market price 27,000 No. Material Pharmaceutical Chain Co., condition 2012 Ltd Huixin Guangzhou Accord Building In good 2,333,107.46 1 January 31 December Market price 256,806 No. Investment Pharmaceutical Chain Co., condition 2012 2012 Ltd Huixin Sinopharm Group United Building In good 1,158,443.61 1 January 31 December Market price 96,372 No. Investment Medical Equipment condition 2012 2012 Co.,Ltd Guangxi Guangxi Accord Building In good 1,367,765.89 1 July 2009 31 December Market price 139,846.5 No. Logistics Pharmaceutical Chain Co., condition 2012 Ltd 229 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. As leasee: Currency: RMB Leasor Leasee Type of Status of Value of Contract Contract Price policy Rental Influence by assets use asset leased leased asset beginning terminated income of lease income to for date date report period the company Sinopharm Group Building In good Market price 3,540,000 No. Medicine Logistic Sinopharm condition 1 January Co., Ltd. Guangzhou 2012 30 June 2012 Sinopharm Group Equipment In good Market price 4,387,500 No. Medicine Logistic Sinopharm condition 1 January Co., Ltd. Guangzhou 2012 30 June 2012 Peng JianXiong Sinopharm Building In good 1 January 31 December Market price 31,168 No. Jiangmen condition 2012 2012 Wangyang Sinopharm Yanfeng Building In good 31 December Market price 198,000 No. condition 1 July 2009 2012 The illustration of lease from/to related parties is as below: Nil (4)Guarantees provided Currency: RMB Guarantor Guarantee Amount Beginning date of Maturity date of Guarantee guarantee contract guarantee contract obligation expired Sinopharm Guangzhou, Zhijun Pharm The company 120,564,054.49 29 September 2011 28 September 2012 No Zhijun Pharm The company 59,553,711.58 22 March 2012 22 March 2013 No 230 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Sinopharm Group The company 60,000,000 18 November 2011 31 October 2012 No Zhijun Pharm The company 81,346,260.69 08 March 2012 08 March 2013 No Zhijun Pharm The company 30,591,928.22 02 June 2011 01 June 2012 No Zhijun Pharm The company 8,933,710.49 06 December 2011 06 December 2012 No Zhijun Pharm The company 11,328,891.94 18 May 2012 13 May 2013 No Zhijun Pharm Zhijun Trade 10,303,020 13 October 2011 13 October 2012 No The Company Sinopharm Zhanjiang 11,130,238.37 02 August 2011 02 August 2012 No The Company Sinopharm Guangzhou 66,712,162.97 26 July 2011 26 July 2012 No The Company Sinopharm Guangzhou 310,178,898.77 17 October 2011 17 October 2012 No The Company Sinopharm Guangzhou 79,951,751.04 14 December 2011 13 November 2012 No The Company Sinopharm Yuexing 18,492,051.29 28 April 2012 28 April 2013 No The Company Sinopharm Guangzhou 241,943,913.68 28 April 2012 28 April 2013 No The Company Sinopharm Guangzhou 120,561,447.44 21 May 2012 24 April 2013 No The Company Sinopharm Guangzhou 148,726,230.9 18 January 2012 18 January 2013 No The Company Sinopharm Guangzhou 98,162,109.72 10 February 2012 09 February 2013 No The Company Sinopharm Guangzhou 99,317,856.05 27 April 2012 12 April 2013 No The Company Sinopharm Yanfeng 19,516,551.08 28 February 2012 27 February 2013 No The Company Sinopharm Yanfeng 17,603,716.32 14 December 2011 13 November 2012 No The Company Zhijun Trade 11,901,330 14 December 2011 13 November 2012 No The Company Zhijun Trade 4,853,520 08 March 2012 08 March 2013 No The Company Zhijun Pharm 56,770,780.11 20 June 2012 20 June 2013 No The Company Zhijun Pharm 20,376,265.15 13 December 2011 13 November 2012 No The Company Zhijun Pharm 29,795,000 25 August 2011 24 August 2016 No 231 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. The Company Zhijun Pharm 10,111,698.65 22 March 2012 22 March 2013 No The Company Sinopharm Liuzhou 15,000,000 14 December 2011 13 November 2012 No The Company Sinopharm Liuzhou 24,855,673.43 20 November 2011 20 November 2012 No The Company Wanqing Suzhou 39,900,000 28 June 2012 27 June 2013 No The Company Suzhou Wanqing 30,000,000 01 August 2010 01 August 2013 No The Company Suzhou Wanqing 49,789,168.92 17 January 2012 05 January 2013 No The Company Suzhou Wanqing 68,120,018.46 07 May 2012 06 May 2013 No The Company Suzhou Wanqing 40,000,000 14 December 2011 13 November 2012 No The Company Suzhou Wanqing 44,718,152.43 14 June 2012 14 June 2013 No The Company Guangxi Logistics 66,908,487.71 17 January 2011 17 January 2014 No The Company Sinopharm Guangxi 85,368,810 15 May 2012 15 May 2013 No The Company Sinopharm Guangxi 97,878,310 16 May 2012 16 May 2013 No The Company Sinopharm Guangxi 73,316,487.56 14 December 2011 13 December 2012 No The Company Sinopharm Guangxi 22,311,021.66 28 April 2012 28 April 2013 No Sinopharm Group Sinopharm Guangzhou 84,490,886.38 17 September 2011 28 September 2012 No Sinopharm Group Sinopharm Guangzhou 298,884,666.23 12 August 2011 12 August 2012 No The illustration of guarantee provided to related parties is as below: Nil 232 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (5)Financing Currency: RMB Entity Amount Effective date Maturity date Instruction Borrowed from- Sinopharm Group 42,630,000 09 January 2012 08 July 2012 Sinopharm Group 50,000,000 08 March 2012 06 September 2012 Sinopharm Group 40,000,000 14 March 2012 13 September 2012 Sinopharm Group 50,000,000 12 January 2012 28 June 2012 Sinopharm Group 8,010,000 22 May 2012 21 November 2012 Sinopharm Group 41,990,000 22 May 2012 21 November 2012 Lend to- (6)Information about assets transfer, debt reorganization of related parties N/A (7)Other related party transactions Entity Related party Type of transaction Six months ended Six months ended 30 June 2012 30 June 2011 The Sinopharm Group Interest paid for the entrusted loans 5,390,597.65 4,770,475.00 Company Sinopharm Sinopharm Group Interest paid for the entrusted loans 4,560,912.16 4,091,034.71 Guangzhou Sinopharm Sinopharm Holding Sub Charges of discounted notes 1,713,450.07 723,564.37 Guangzhou Marketing Center Co., payable Ltd. Sinopharm Sinopharm Group Charges of discounted notes 1,113,332.61 4,677,816.74 Guangzhou payable Sinopharm Sinopharm Group Interest paid for the entrusted loans 503,661.67 0 Liuzhou Sinopharm Sinopharm Group Interest pay for the upstream 0 1,223,377.02 Guangzhou factoring 6. Accounts receivable from and payables to related parties Receivables from related parties: Currency: RMB 233 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Account name Related party Ending Opening balance balance Accounts receivable Sinopharm Holding Hunan Co., Ltd. 24,920,892.15 21,728,617.94 Accounts receivable Chongqing Yaoyou Pharmaceutical Co.,Ltd. 16,112,000 19,680,000 Accounts receivable Sinopharm Holding Beijing Co., Ltd. 12,278,220.47 16,862,605.55 Accounts receivable Sinopharm Holding Hubei Co., Ltd. 10,320,940.7 14,871,593.35 Accounts receivable Sinopharm Group Southwest Medicine Co., Ltd 14,705,972.16 13,870,986.69 Accounts receivable Foshan Nanhai Uptodate & Special Medicines Co.,Ltd. 16,675,738 13,724,106.87 Accounts receivable Sinopharm Group 5,707,245.6 13,341,144.9 Accounts receivable Guangdong Accord Drug Store Co., Ltd. 10,295,107.58 12,678,081.03 Accounts receivable Sinopharm Holding Shengyang Co., Ltd. 9,573,436.2 12,096,831.46 Accounts receivable Guangxi Accord Pharm Chain Co., Ltd. 6,210,009.23 9,114,338.57 Accounts receivable Sinopharm Group Xinjiang Special Drugs National 5,048,060.27 8,810,320.11 Pharmaceutical Co.,Ltd. Accounts receivable Sinopharm Holding Beijing Huahong Co., Ltd. 8,708,543.4 7,069,197.48 Accounts receivable Sinopharm Holding Hainan Co., Ltd. 9,953,220.8 6,981,348.17 Accounts receivable Sinopharm Le -Ren-Tang Medicine Co., Ltd. 2,726,926.7 6,849,253.91 Accounts receivable Sinopharm Holding Tianjin Co., Ltd. 4,538,274.06 6,565,949.08 Accounts receivable Sinopharm Group (Tianjin) Eastern Bokang 6,912,251.6 6,143,790.4 Pharmaceutical Co., Ltd. Accounts receivable Sinopharm Holding Fujian Co., Ltd. 276,221.35 5,925,114.49 Accounts receivable Sinopharm Holding Yunnan Co., Ltd. 2,461,355.35 5,788,788.13 Accounts receivable Sinopharm Holding Zhejiang Co., Ltd. 5,668,312.1 5,591,038.8 Accounts receivable Sinopharm Holding Hainan Hongyi Co., Ltd. 4,450,446.81 4,316,031.04 Accounts receivable Sinopharm Holding Hebei Medcine Co., Ltd. 2,918,142.12 3,628,184.4 Accounts receivable Sinopharm Holding Xinjiang Special Drugs Western 4,024,737.71 3,553,021.64 Pharmaceutical Co.,Ltd. Accounts receivable Guangdong East Uptodate & Special Medicines Co.,Ltd. 2,487,114.31 3,150,435.77 Accounts receivable Foshan Nanhai Medicine Co.,Ltd. 3,482,910.44 2,758,739.01 Accounts receivable Sinopharm Holding Shandong Co., Ltd. 3,501,935.19 2,728,583.94 Accounts receivable Sinopharm Holding Sub Marketing Center Co., Ltd. 4,754,869.6 2,664,042.1 Accounts receivable Sinopharm Holding Jinzhou Co., Ltd. 870,143.76 2,157,238.28 Accounts receivable Sinopharm Group Medicine Logistic Co., Ltd. 3,182,860.03 1,914,898.65 Accounts receivable Sinopharm Holding Ningxia Co., Ltd. 4,657,171.88 1,635,547.72 Accounts receivable Sinopharm Holding Shanxi Co., Ltd. 817,166.96 1,479,776.58 234 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Accounts receivable Sinopharm Holding Wenzhou Co., Ltd. 2,134,742.51 1,314,190.2 Accounts receivable China National Medicines Co.,Ltd. 740,077.4 1,247,692.04 Accounts receivable Sinopharm Holding Jiangsu Co., Ltd. 1,439,815.92 1,205,326.99 Accounts receivable Sinopharm Holding Guoda Pharmacy Co.,Ltd 829,995.18 898,459.41 Accounts receivable Sinopharm Holding Shanxi Co., Ltd. 4,505,489.29 848,442.92 Accounts receivable Sinopharm Holding Tianjin North Medicine Co., Ltd. 455,040 772,312.82 Accounts receivable Sinopharm Holding Henan Co., Ltd. 629,078.06 767,371.91 Accounts receivable Sinopharm Holding Fuzhou Co., Ltd. 633,504 731,732 Accounts receivable Sinopharm Holding Inner Mongolia Co., Ltd. 711,133.2 611,446.26 Accounts receivable Sinopharm Holding Gansu Co., Ltd. 1,481,660.52 547,254.55 Accounts receivable Sinopharm Holding Jilin Co., Ltd. 853,527.3 511,469.28 Accounts receivable Shanghai Chaohui Pharmecurical Co., Ltd. 577,848.74 479,842.84 Accounts receivable Sinopharm Holding Longyan Co., Ltd. 202,676 450,684 Accounts receivable Sinopharm Holding Chongqing Co., Ltd. 3,239,788.6 448,242.32 Accounts receivable Guang dong South National Pharmaceutical Foreign 363,168 408,424.32 Trade Co.,Ltd. Accounts receivable Sinopharm Holding Heilongjiang Co., Ltd. 1,291,896.32 377,608.04 Accounts receivable Sinopharm Holding Suzhou Co., Ltd. 466,703.4 376,056 Accounts receivable Sinopharm Holding Shenyang Co., Ltd. Dalian Branch 90,500 368,970 Accounts receivable Sinopharm Holding Taizhou Co., Ltd. 364,194.4 289,541.69 Accounts receivable Sinopharm Holding Guizhou Co., Ltd. 272,530.4 278,098 Accounts receivable Sinopharm Holding Xuzhou Co., Ltd. 617,568.61 270,367.47 Accounts receivable Sinopharm Holding Wuxi Co., Ltd. 222,041.81 251,225.8 Accounts receivable Guangzhou Accord Pharm Chain Co., Ltd. 149,021.81 230,271.27 Accounts receivable Sinopharm Holding Meiluo (Dalian) Co., Ltd 391,886 219,559.66 Accounts receivable Sinopharm Holding Zhangzhou Co., Ltd. 348,613.44 200,000 Accounts receivable Sinopharm Holding Nanjing Co., Ltd. 157,950 139,160 Accounts receivable Sinopharm Holding Yancheng Co., Ltd. 224,337 95,290 Accounts receivable Sinopharm Group Wei qida Medicine Co., Ltd 932,920 86,070 Accounts receivable Sinopharm Holding Ningde Co., Ltd. 537,926.24 43,224 Accounts receivable Sinopharm Holding Anshun Co., Ltd. 35,600 Accounts receivable Sinopharm Holding Changzhou Co., Ltd. 64,632 33,984 Accounts receivable Sinopharm Holding Changzhou Medical logistics center 71,517 28,770 Co., Ltd. Accounts receivable Sinopharm Holding Lishui Co., Ltd 19,860 14,940 235 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Accounts receivable Sinopharm Holding Jiangxi Co., Ltd. 54,221 9,540 Accounts receivable Sinopharm Holding Sanming Co., Ltd 2,610 Accounts receivable China National Scientific Instruments & Materials 2,376 Corporation Accounts receivable Sinopharm Holding Qujing Co., Ltd. 280 Accounts receivable Sinopharm Holding Nantong Co., Ltd. 2,562,040.7 Accounts receivable Sinopharm Holding Anhui Co., Ltd. 207,931 Accounts receivable Sinopharm Holding (Jiangsu) Chinese Western 1,067,570 Medicine Branch Company Accounts receivable Sichuan Hexin Pharmaceutical Co.,Ltd. 269,800 Accounts receivable Sinopharm Holding Hunan Deyuan Medicine Co., Ltd. 89,800 Accounts receivable Sinopharm Holding Yantai Co., Ltd 150,861.6 Accounts receivable Sinopharm Holding Putian Co., Ltd. 99,842.6 Accounts receivable Sinopharm Holding Wuhu Co., Ltd. 112,491 Accounts receivable Sinopharm Holding Xinjiang Special Drugs Kaxqar 40,032 Pharmaceutical Co.,Ltd. Accounts receivable Sinopharm Group Shanghai Likang Medicine Stock 148,200 Co.,Ltd. Accounts receivable Sinopharm Holding Anqing Co., Ltd. 42,960 Accounts receivable Sinopharm Holding Xinjiang Kumul Pharmaceutical 60,048 Co.,Ltd. Accounts receivable Sinopharm Holding Xinjiang Iliense Tongde 20,016 Pharmaceutical Co.,Ltd. Accounts receivable Sinopharm Holding Qinghai Co., Ltd. 2,832 Accounts receivable Jiangmen RenRen Medical equipment Co.,Ltd -21.950.40 Other receivables Sinopharm Group Medicine Logistic Co., Ltd. 1,215,000 1,215,000 Notes receivable Chongqing Yaoyou Pharmaceutical Co.,Ltd. 14,712,000 21,648,000 Notes receivable Sinopharm Holding Hunan Co., Ltd. 2,183,376.96 6,701,980.4 Notes receivable Sinopharm Holding Tianjin Co., Ltd. 1,589,116 4,747,358 Notes receivable Sinopharm Holding Hubei Co., Ltd. 1,985,352.82 2,566,237.92 Notes receivable Sinopharm Holding Hainan Co., Ltd. 2,692,007.02 2,035,726.34 Notes receivable Guangdong Accord Drug Store Co., Ltd. 4,212,488.44 1,854,083.26 Notes receivable Sinopharm Group Southwest Medicine Co., Ltd 2,336,797.24 1,441,019.38 Notes receivable Guangxi Accord Pharm Chain Co., Ltd. 624,439.15 474,582.55 Notes receivable Sinopharm Holding Chongqing Co., Ltd. 346,772 443,273.4 Notes receivable Sinopharm Holding Jiangsu Co., Ltd. 300,000 236 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Notes receivable Sinopharm Holding Xuzhou Co., Ltd. 700,350 254,442 Notes receivable Sinopharm Holding Fuzhou Co., Ltd. 106,207.2 108,576 Notes receivable Sinopharm Holding Yancheng Co., Ltd. 100,860 Notes receivable Sinopharm Holding Guoda Pharmacy Store Shenyang 68,299.4 Chain Co.,Ltd Notes receivable Sinopharm Holding Shengyang Co., Ltd. 560,040 40,227 Notes receivable Sinopharm Holding Yantai Co., Ltd 22,752 Notes receivable Sinopharm Holding Gansu Co., Ltd. 548,060 Notes receivable Sinopharm Holding Hebei Medcine Co., Ltd. 840,471.84 Notes receivable Sinopharm Holding Henan Co., Ltd. Notes receivable Sinopharm Holding Shanxi Co., Ltd. 1,570,177 Notes receivable Sinopharm Holding Hunan Deyuan Medicine Co., Ltd. 10,000 Notes receivable Sinopharm Holding Zhangzhou Co., Ltd. 543,464.76 Notes receivable Sinopharm Holding (Jiangsu) Chinese Western 50,000 Medicine Branch Company Notes receivable Sinopharm Holding Beijing Huahong Co., Ltd. 351,254 Notes receivable Sinopharm Holding Guoda Pharmacy Co.,Ltd 208,952 Notes receivable Sinopharm Holding Wuhu Co., Ltd. 128,331 Advances to suppliers Qinghai Pharmaceutical factory Co., Ltd 3,182,179 3,053,637.46 Advances to suppliers Company’s ultimate controlling equity holder 50,000 50,000 Advances to suppliers Handan Pharmaceutical Co.,Ltd 11,111.19 Advances to suppliers Sinopharm Holding Suzhou Co., Ltd. 9,515.8 Advances to suppliers Shenzhen Accord Pharmaceutical Chain Co., Ltd 5,800 Advances to suppliers Sinopharm Holding Zhangzhou Co., Ltd. 3,469.23 Advances to suppliers Yichang Humanwell Pharmaceutical Co.,Ltd. 2,087.21 2,138 Advances to suppliers Sino-Swed Pharmaceutical Corp.Ltd. 38.21 101.69 Advances to suppliers Harson Shanghai Modern Pharmaceutical (Shangqiu) 6,291.58 Co., Ltd. Advances to suppliers Sinopharm Group Chemical Reagent Suzhou Co., Ltd. 57,500 Advances to suppliers Guangdong Accord Drug Store Co., Ltd. 13,907.31 Advances to suppliers Sinopharm Group United Medical Equipment Co.,Ltd 278.92 Payables to related parties: Currency: RMB Account name Related party Ending balance Opening balance 237 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Accounts payable Sinopharm Holding Sub Marketing Center Co., Ltd. 128,944,353.8 123,766,255.86 Accounts payable Sinopharm Group 41,973,797.04 74,626,867.68 Accounts payable China National Medicines Co.,Ltd. 27,620,614.98 23,013,857.35 Accounts payable Shenzhen Wanle Pharmaceutical Co., Ltd. 5,254,353.1 5,940,814.16 Accounts payable Sino-Swed Pharmaceutical Corp.Ltd. 12,575,600.39 5,072,420.31 Accounts payable Sinopharm Group Wei qida Medicine Co., Ltd 2,662,086.33 2,783,057.4 Accounts payable Jiangsu Wanbang Pharmacy Marketing Co., Ltd. 2,746,484.43 2,627,673.78 Accounts payable Chongqing Yaoyou Pharmaceutical Co.,Ltd. 2,094,402.89 2,462,129.34 Accounts payable Shenzhen Wanwei Medicine trading Co., Ltd 1,772,854.1 2,090,570.05 Accounts payable Chongqing Haisiman Pharmaceutical Co.,Ltd. 2,737,005.15 1,884,450.37 Accounts payable Sinopharm Holding Guizhou Co., Ltd. 1,567,660.48 1,813,752.86 Accounts payable Guangdong East Uptodate & Special Medicines Co.,Ltd. 212,547.01 1,734,004.4 Accounts payable Guang dong South National Pharmaceutical Foreign Trade 3,675,795.74 1,536,301.67 Co.,Ltd. Accounts payable Sinopharm Holding Beijing Co., Ltd. 111,479 536,279 Accounts payable Guangdong Accord Drug Store Co., Ltd. 433,456.4 Accounts payable Shanghai Shyndec Pharmaceutical Co., Ltd. 163,733.81 115,786.71 Accounts payable China National Corporation of Traditional & Hebal Medical 201,022.5 Accounts payable Foshan Nanhai Uptodate & Special Medicines Co.,Ltd. 98,873.68 178,143.35 Accounts payable Sinopharm Group Medicine Logistic Co., Ltd. 183,845.92 128,845.92 Accounts payable Foshan Nanhai Medicine Co.,Ltd. 30,812.17 86,263.8 Accounts payable Guilin South pharmaceutical Co., Ltd 82,573.81 77,480.48 Accounts payable Sinopharm Holding Fujian Co., Ltd. 2,152,778 52,439.34 Accounts payable Handan Pharmaceutical Co.,Ltd 15,746.41 42,450 Accounts payable Sinopharm Group Shanghai Medicine Device Co., Ltd. 16,603.02 40,615.74 Accounts payable Shenyang Hongqi Pharmaceutical Co.,Ltd. 18,719.74 29,786.5 Accounts payable Yichang Humanwell Pharmaceutical Co.,Ltd. 24,387.02 26,214.85 Accounts payable Shanghai Chaohui Pharmecurical Co., Ltd. 18,551.36 24,069.49 Accounts payable Sinopharm Group Chemical Reagent Suzhou Co., Ltd. 44,677.67 23,217.12 Accounts payable Jiangsu Wanbang Bio-Chemical Medicine Co., Ltd. 14,906.71 14,906.71 Accounts payable Shanghai Sailun Biological Technology Co.,Ltd. 10,671.57 10,671.57 Accounts payable Sinopharm Group Beijing Medical equipment Co.,Ltd 8,827.77 8,827.77 Accounts payable China Otsuka Pharmaceutical Co.,Ltd. 109,117.85 7,519.35 Accounts payable Sinopharm Group Guorui Medicine Co.,Ltd. 7,996.92 4,920 238 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Accounts payable Shanghai Medicine Hospital Medical Co., Ltd. 1,361.96 3,681.96 Accounts payable China National Medical Equipment & Supplies I/E 3,519.19 3,519.19 (Shenzhen) Co.,Ltd. Accounts payable Sichuan Jiang You Zhong Ba Science and Technology 360 2,110 Development Co.,Ltd. Accounts payable Shanghai Fosun Long March Medical Science Co., Ltd. 1,751.39 1,751.39 Accounts payable Sinopharm Group United Medical Equipment Co.,Ltd 1,551.3 Accounts payable China National Pharmaceutical Foreign Trade Corporation 929.12 929.12 Accounts payable Sinoparm Qianjing Stomatological Technology (Beijing) 109.4 109.4 Co.,Ltd Accounts payable Sinopharm Group Chemical Reagent Co., Ltd. 221,553.04 Accounts payable Sinopharm Holding Hainan Co., Ltd. 220,057.27 Accounts payable Sinopharm Yixin Medicine Co.,Ltd. 143,130 Accounts payable Sinopharm Holding Yunnan Co., Ltd. 146,640 Accounts payable Sinopharm Holding Hunan Co., Ltd. 79,228.8 Accounts payable Xiamen XingShahuaide Pharmaceutical Co.,Ltd. 1,113.85 Accounts payable Shenzhen Accord Pharmaceutical Chain Co., Ltd 773.3 Accounts payable Shanghai Fosun Pharmaceutical Co., Ltd. 189.71 Notes payable Sinopharm Group 33,766,814.21 106,150,930.62 Notes payable Sinopharm Holding Sub Marketing Center Co., Ltd. 190,996,505.07 27,725,806.59 Notes payable China National Medicines Co.,Ltd. 16,351,542.29 Notes payable Jiangsu Wanbang Pharmacy Marketing Co., Ltd. 1,352,200 3,072,000 Notes payable Chongqing Haisiman Pharmaceutical Co.,Ltd. 1,845,400 1,713,387 Notes payable Sinopharm Group Wei qida Medicine Co., Ltd 6,785,958 1,500,000 Notes payable Shenzhen Wanle Pharmaceutical Co., Ltd. 873,870 1,197,872.4 Notes payable Chongqing Yaoyou Pharmaceutical Co.,Ltd. 470,872 895,540 Notes payable Sinopharm Group Chemical Reagent Suzhou Co., Ltd. 204,970.92 332,561.31 Notes payable Guilin South pharmaceutical Co., Ltd 112,246 Notes payable Sinopharm Holding Fujian Co., Ltd. 61,965 Notes payable Shanghai Shyndec Pharmaceutical Co., Ltd. 33,674.8 Advances from 7,750 7,750 customer Sinopharm Holding Nanjing Co., Ltd. Advances from 442 customer Sinopharm Holding Hunan Co., Ltd. Advances from 278,906.08 customer Sinopharm Holding Hebei Medcine Co., Ltd. 239 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Advances from 16,547.66 customer Sinopharm Holding Taizhou Co., Ltd. Advances from 1,471.73 customer Sinopharm Holding Jinan Co., Ltd. Other payables Guangdong East Uptodate & Special Medicines Co.,Ltd. 1,350,000 4,900,000 Other payables Sinopharm Group 3,930,696.87 3,730,696.87 Other payables China National Pharmaceutical Group Shanghai Co.,Ltd 1,660,431.38 1,660,431.38 Other payables China National Corporation of Traditional & Hebal Medical 1,500,000 1,300,000 Other payables National Pharmaceutical Group Wuhan Pharmaceutical 160,000 600,000 Industry Design Institute Other payables Sinopharm Group Chemical Reagent Suzhou Co., Ltd. 160,000 Other payables Sinopharm Group Medicine Logistic Co., Ltd. 3,540,000 Other payables Sinopharm Group Shanghai Medicine Device Co., Ltd. 30,000 Other payables Sinopharm Holding Sub Marketing Center Co., Ltd. 0 200,000 Other payables Peng JianXiong 93,504 0 Entrusted loans Sinopharm Group 202,630,000 337,370,000 Interest payable Sinopharm Group 374,692.26 697,845.63 Other non-current 35,061,800 35,061,800 liabilities Sinopharm Group (X)Share-base payment 1. General information of Share-base payment Nil 2,General information of Share-base payment in equity method Nil 3. Information of Share-base payment in cash Nil 4,Share-base payment on behalf of employees Nil 240 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 5,Information of share-base payment amendment and termination Nil (XI) Contingency 1. Contingent liabilities and its financial effect arising from unsettled litigation or arbitration N/A 2. Contingent liabilities and its financial effect arising from loan guarantee offered to other companies N/A Other contingent liabilities and its financial effect: N/A (XII) Commitments 1. Significant commitments (1) Capital expenditure commitments Commitments signed but hasn’t been recognized in financial statements (Unit:RMB0,000) Item June 30,2012 December 31,2011 Property, Premise and Equipment 1,897.95 6,310.25 (2) Operating lease commitments The Group's future minimum rent to be paid is as follows according to the non-cancellable operating lease contract: (Unit:RMB0,000) Duration June 30,2012 December 31,2011 Within 1 year 1,119.01 2,632.81 1 to 2 years 995.45 1,015.44 2 to 3 years 955.77 952.76 3 years above 8,646.92 8,666.20 Total 11,717.15 13,267.21 2. Fulfillment of prior commitments The Group had fulfilled its’ Capital expenditure commitments and Operating lease commitments for December 31, 2011. 241 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (XIII)Events after the Balance Sheet Date 1. Notes of significant events after the Balance Sheet Date N/A 2. Notes of profit distribution after Balance Sheet Date N/A 3. Notes of other events after Balance Sheet Date Other subsequent events after the balance sheet date I. Business combinations after the balance sheet date 1. According to the 11th meeting minutes of sixth board of directors, the Company purchased 25% minority shareholder of subsidiary Suzhou Wanqing with the consideration of Rmb31.65 million. 2. According to the 11th meeting minutes of sixth board of directors, the Company purchased 70% shareholder of Shaoguan zhongqian medicine Co,Ltd with the consideration of Rmb15.38 million. 3. According to the 11th meeting minutes of sixth board of directors, the Company set up new subsidiary in Guangdong zhongshan with registered capital of Rmb10 million. II. Short-term financing bond issue after balance sheet date On 22 October 2011, the Company announced to issue short-term financing bond with the amount no more than Rmb400 million. Up to date, the Company has got the approval from China interbank market and on 9 August 2012, it raised Rmb400 million's short term financial bond with par annual interest rate of 4.03%, due from 10 August 2012 to 10 August 2013, and repayment the capital and interest when expired. (XIV)Notes of other significant events 1. Exchange of non-monetary assets N/A 2. Debt reorganization N/A 242 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 3. Business combination N/A 4. Lease N/A 5. Closing financial instruments that externally issued and convertible into shares N/A 6. Main content and significant changes of annuity plan The Company established enterprise annuity plan according to and in January 2011. The company has sustained profitability and payment ability to establish the annuity plan. Up to June 2012, there are twelve subsidiaries, nearly 764 staff joining the annuity plan. Enterprise annuity plan is paid by both company and staff. The company paid the expense through relevant regulation and also withhold the part of staff. The rate of company does not exceed 3% of wages in previous year and the rate of staff is not less than a quarter of the company. And also expense base is no larger than 5 time's average monthly wages and also no larger than the group standards. 7. Other significant events N/A (XV)Notes to the main items of financial statement of the Company 1、Account receivables (1)Account recievables category 2012/06/30 2011/12/31 Carrying amount Bad debt provision Carrying amount Bad debt provision Amount % of Amount % of Amount % of Amount % of total total total total balanc balanc balanc balanc e e e e Individually 0 0 0 0% 0 0% significant are subject to impairment 243 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. assessmen t Receivable accounts within similar credit risk group Aging 369,480,124.5 99.68% 0 295,227,856.2 99.61% 0 0% 4 subtotal 369,480,124.5 99.68% 0 0% 295,227,856.2 99.61% 0 0% 4 Individually 1,169,085.93 0.32% 1,169,085.9 100% 1,169,085.93 0.39% 1,169,085.9 100% not 3 3 significant but individually evaluated for impairment Total 370,649,210.4 -- 1,169,085.9 -- 296,396,942.1 -- 1,169,085.9 -- 7 3 3 3 Individually significant are subject to impairment assessment N/A 244 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. The ageing of account receivables is analyzed as follows: √ applicable 2012/06/30 2011/12/31 Carrying amount Carrying amount Aging Bad debt Bad debt % of total % of total Amount provision Amount provision balance balance Within 1 year -- -- -- -- -- -- 369,480,124.54 100% 295,227,856.2 100% 0 Within 1 369,480,124.54 100% 0 295,227,856.2 100% 0 year Total 369,480,124.54 -- 0 295,227,856.2 -- 0 In the company, accounts receivable adopting balance percentage method to withdraw bad debt provision: □Applicable √Not applicable In the company, accounts receivable adopting other methods to withdraw bad debt provision □Applicable √Not applicable Accounts receivable individually not significant but individually evaluated for impairment are analyzed below: √ applicable Per book Bad debt provision % of provision Reason Guangdong Liyuan Disputed receivables with 1,169,085.93 1,169,085.93 100% Pharmaceutical Co., Ltd. uncertainty in recoverability Total 1,169,085.93 1,169,085.93 100% -- (2) Reversals and collections during the period □Applicable √Not applicable (3) Accounts receivable written off in the period □Applicable √Not applicable (4) Accounts receivable due from shareholders with more than 5% (including 5%) of the Company’s equity interest are analyzed as below: □Applicable √Not applicable (5) Nature or content of account receivables with significant amount. □Applicable √Not applicable 245 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (6)The top five accounts receivable by customer are analysed as below: Relationship with % of the total accounts Customer name Amount Aging the company receivable Shenzhen Second People’s The third party 24,999,106.4 Within 1 year 6.74% Hospital Peking University Shenzhen The third party Within 1 year 18,896,529.29 5.1% Hospital Shenzhen Nanshan Center The third party Within 1 year 15,402,465.43 4.16% People’s Hospital Shenzhen institute of The third party Within 1 year 15,083,201.68 4.07% traditional Chinese medicine Shenzhen People’s Hospital The third party 13,265,836.73 Within 1 year 3.58% Total -- 87,647,139.53 -- 23.65% (7)Accounts receivable due from related party Relationship with the % of the total accounts Company name Amount company receivable Sinopharm Jianmin Subsidiary 14,515,231.56 3.92% Sinopharm Yanfeng Subsidiary 160,468.2 0.04% Sinopharm Guangzhou Subsidiary 2,885,285.42 0.78% Sinopharm Liuzhou Subsidiary 68,342.4 0.02% Sinopharm hengxing Subsidiary 2,093,929.53 0.56% Sinopharm Guangxi Subsidiary 34,995.12 0.01% Sinopharm Foshan Subsidiary 57,272.75 0.02% Sinopharm Dongguan Subsidiary 127,912.9 0.03% Sinopharm Zhanjiang Subsidiary 224,099.47 0.06% Sinopharm Meizhou Subsidiary 86,280.23 0.02% Sinopharm Huizhou Subsidiary 38,609.8 0.01% Sinopharm Yuexing Subsidiary -571.17 0% Guangdong Accord Drug Controlled by Sinopharm 4,717,621.41 1.27% Store Co.,Ltd. Group Foshan Nanhai Uptodate & Controlled by Sinopharm 652,698.37 0.18% Special Medicines Co.,Ltd. Group Foshan Nanhai Medicine Controlled by Sinopharm 1,741,953.5 0.47% Co.,Ltd. Group 246 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Total -- 27,404,129.49 7.39% (8) Derecognition of accounts receivable □Applicable √Not applicable (9) Description of securitization on the accounts receivables □Applicable √Not applicable 2、Other receivables (1)Other receivables category 2012/06/30 2011/12/31 Carrying amount Bad debt provision Carrying amount Bad debt provision Amount % of Amount % of Amount % of Amount % of total total total total balanc balanc balanc balanc e e e e Individually 8,980,000 1.18% 8,980,000 100% 8,980,000 1.26% 8,980,000 100% significant are subject to impairment assessment Receivable accounts within similar credit risk group Aging 751,308,538.8 98.42% 350.65 0% 704,287,366.9 98.57% 350.65 0% 2 7 Aging 751,308,538.8 98.42% 350.65 0% 704,287,366.9 98.57% 350.65 0% subtota 2 7 l Individually 3,030,906.74 0.4% 1,227,813.9 40.51% 1,227,813.95 0.17% 1,227,813.9 100% not 5 5 significant but individually evaluated for impairment Total 763,319,445.5 -- 10,208,164. -- 714,495,180.9 -- 10,208,164. -- 6 6 2 6 247 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Impairment provision for other receivables individually significant. √ Applicable Amount Bad debt provision Rate reason Shenzhen Yinghai Technology Uncertainty in 8,980,000 8,980,000 100% Investment Co., Ltd. recoverability Total 8,980,000 8,980,000 -- -- 248 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Provisions for impairment of the receivables which have a similar risk group √ Applicable 2012/06/30 2011/12/31 Carrying amount Carrying amount Aging Bad debt Bad debt % of total % of total Amount provision Amount provision balance balance Within 1 year -- -- -- -- -- -- 751,305,032.34 100% 0 704,280,353.95 100% 0 Within 1 year 751,305,032.34 100% 0 704,280,353.95 100% 0 1 to 2 years 0 7,013.02 0% 350.65 2 to 3 years 3,506.48 0% 350.65 Total 751,308,538.82 -- 350.65 704,287,366.97 -- 350.65 In the company, other receivable adopting balance percentage method to withdraw bad debt provision: □Applicable √Not applicable In the company, other receivable adopting other methods to withdraw bad debt provision □Applicable √Not applicable Other receivables individually not significant but individually evaluated for impairment √ Applicable Assessment for Amount Bad debt provision Rate impairment Shenzhen Health Food Uncertainty in 1,157,860 1,157,860 100% I&E Co. Ltd. recoverability Uncertainty in Others 1,873,046.74 69,953.95 3.73% recoverability Total 3,030,906.74 1,227,813.95 40.51% -- (2) Reversals and collections during the period □Applicable √Not applicable (3) Other receivables written off in the period □Applicable √Not applicable 249 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. (4) Accounts receivable due from shareholders with more than 5% (including 5%) of the Company’s equity interest are analysed as below □Applicable √Not applicable (5)Nature of other receivables with larger amount Item Amount Amounts due from subsidiaries 749,127,262.30 Receivable from equity transaction 8,980,000.00 Borrowings due from employees 1,452,668.48 Others 3,759,514.78 (6)The top five other receivables by customer are analysed below: Relationship % of the total Company Name Amount Aging with the Company other receivable Sinopharm guangxi Subsidiary 184,781,026 Within 1 year 24.21% Sinopharm Yuexing Subsidiary 154,961,520.36 Within 1 year 20.30% Sinopharm Zhanjiang Subsidiary 104,112,125.00 Within 1 year 13.64% Sinopharm Hengxing Subsidiary 75,386,311.40 Within 1 year 9.88% Sinopharm Foshan Subsidiary 46,055,412.50 Within 1 year 6.03% Total -- 565,296,395.26 -- 74.06% (7)Other receivables due from related parties Relationship with the % of the total Company name Amount Company other receivable Sinopharm Guangxi Subsidiary 184,781,025.85 24.21% Sinopharm Yuexing Subsidiary 154,961,520.36 20.3% Sinopharm Zhanjiang Subsidiary 104,112,125 13.64% Sinopharm Hengxing Subsidiary 75,386,311.4 9.88% Sinopharm Foshan Subsidiary 46,055,412.5 6.03% Sinopharm Dongguan Subsidiary 38,348,587.5 5.02% Huixin Investment Subsidiary 28,025,467.5 3.67% Sinopharm Meizhou Subsidiary 27,535,587.5 3.61% Sinopharm Jianmin Subsidiary 24,941,084.56 3.27% Sinopharm Huizhou Subsidiary 20,521,937.5 2.69% Guangxi Logistics Subsidiary 14,223,075 1.86% 250 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Guangdong Logistics Subsidiary 10,416,250 1.36% Sinopharm material Subsidiary 6,500,000 0.85% Sinipharm Jiangmen Subsidiary 5,008,125 0.66% Shenzhen Logistics Subsidiary 7,395,842.8 0.97% Sinopharm Zhaoqing Subsidiary 500,812.5 0.07% Zhijun Pharm Subsidiary 214,097.33 0.03% Suzhou Wanqing Subsidiary 200,000 0.03% Total -- 749,127,262.3 98.14% (8) Derecognition of other receivables □Applicable √Not applicable (9) Description of securitization on the other receivables □Applicable √Not applicable 251 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. 3、Long-term equity investments Company Accounting Original 2011/12/31 Increase/dec 2012/06/30 Equit Votin Explanation for the impairment Impair Cash Name method investment rease y g inconsistence ment dividen cost intere rights between equity this d st held interest held and period held (%) voting rights held (%) Zhijun Cost 73,903,284.87 204,903,284.8 204,903,284.87 100% 100% Pharm method 7 Sinopharm Cost 45,054,911.04 45,054,911.04 45,054,911.04 100% 100% Jianmin method Sinopharm Cost 5,400,000 6,450,875.93 6,450,875.93 100% 100% Material method Shenzhen Cost 900,000 1,019,062.68 1,019,062.68 100% 100% Logistics method Sinopharm Cost 58,283,114.68 435,440,323.6 435,440,323.63 100% 100% Guangzho method 3 u Zhijun Cost 3,006,866.42 3,006,866.42 3,006,866.42 100% 100% Trade method Sinopharm Cost 8,421,544.08 35,763,288 35,763,288 100% 100% Hengxing method Training Cost 30,000 30,000 30,000 100% 100% center method 252 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Sinopharm Cost 4,987,919.71 4,987,919.71 -4,987,919.7 0% 0% Yulin method 1 Sinopharm Cost 21,407,965.79 21,407,965.79 21,407,965.79 51% 51% Liuzhou method Sinopharm Cost 2,742,000 9,942,000 9,942,000 100% 100% dongguan method Huixin Cost 109,416,937.7 64,416,937.72 64,416,937.72 100% 100% Investment method 2 Guangzho Cost 1,269,502.3 5,596,006.21 5,596,006.21 100% 100% u Logistics method Sinopharm Cost 16,459,326.27 43,459,326.27 43,459,326.27 100% 100% Yuexing method Sinopharm Cost 6,995,065.51 14,995,065.51 14,995,065.51 100% 100% Foshan method Suzhou Cost 134,250,000 134,250,000 134,250,000 75% 75% Wanqing method Sinopharm Cost 33,048,985.28 104,048,985.2 104,048,985.28 100% 100% Guangxi method 8 Sinopharm Cost 1,369,864.65 15,769,864.65 15,769,864.65 100% 100% zhanjiang method Sinopharm Cost 38,207,800 38,207,800 38,207,800 51% 51% Yanfeng method Sinopharm Cost 4,481,900 4,481,900 4,481,900 100% 100% Meizhou method Shenzhen Cost 37,850,830.38 37,850,830.38 37,850,830.38 100% 100% Medicine method 253 2012 Semi-annual Report of China National Accord Medicines CO.,LTD. Sinopharm Cost 20,939,177.19 5,644,200 5,644,200 100% 100% Huizhou method Shenzhen Cost 7,689,226.69 7,689,226.69 7,689,226.69 100% 100% 7,689,226. Trade method 69 Sinopharm Cost 5,060,000 5,060,000 5,060,000 100% 100% zhaoqing method Sinopharm Cost 56,000,000 56,000,000 56,000,000 100% 100% Jiangmen method Shenzhen 95,799,627.42 2,495,698.29 98,295,325.71 35.19 33.33 13,520, Wanle % % 461.47 Equity Pharmace 4,457,400 method utical Co., Ltd. Total -- 701,633,622.5 1,340,216,268 58,567,778.5 1,398,784,046.7 -- -- -- 7,689,226. 0 13,520, 8 .2 8 8 69 461.47 254 国药集团一致药业股份有限公司 2012 年半年度报告全文 4、Sales and cost of sales (1) Sales, cost of sales Item 2012 half year 2011 half year Revenue of main operations 1,058,403,057.36 943,364,252.68 Other operating income 3,510,823.22 3,389,179.76 Cost of sales 1,009,526,559.83 901,521,599.01 Total (2)Revenue and cost of main operations analyzed by industries are set out below: 2012 half year 2011 half year Revenue of Cost of main Revenue of Cost of main main operations operations main operations operations Pharmaceutical distribution 1,058,403,057.36 1,008,100,639.25 943,364,252.68 900,549,886.73 Total 1,058,403,057.36 1,008,100,639.25 943,364,252.68 900,549,886.73 (3)Revenue and cost of main operations analyzed by products are set out below: □Applicable √Not applicable (4)Revenue and cost of main operations analyzed by regions are set out below: □Applicable √Not applicable (5)Top five companies according to sales Sales % of total sales of the group Shenzhen People Hospital (Hospital department) 59,339,367.53 5.61% Shenzhen Second People's Hospital 54,435,974.69 5.14% Peking University Shenzhen Hospital 50,147,820.99 4.74% Shenzhen People's Hospital of Nanshan District, 35,990,043.02 3.4% Shenzhen Hospital of Traditional Chinese Medicine (two outpatient western 25,965,633.19 2.45% library) 255 国药集团一致药业股份有限公司 2012 年半年度报告全文 Total 225,878,839.42 21.34% Note: N/A 5 Investment income (1)Details of investment income Six months ended 30 June Six months ended 30 June 2012 2011 Gains/losses recognized under cost method 316,636,115.7 235,060,478.67 Gains/losses recognized under equity method 16,016,159.76 12,810,289.3 Gains/losses on disposal of long-term equity 436,680.29 investments Gains from holding of held-for-trading financial assets Gains from holding of held-to-maturity investments Gains from holding of available –for-sale financial assets Gains/losses on disposal of held-for-trading financial assets Gains/losses on held-to-maturity investment Gains/losses on available-for-sale financial assets Others Gains/losses recognized under cost method 333,088,955.75 247,870,767.97 (2)Gains/losses recognized under cost method Six months ended Six months ended Investee Reason for changes 30 June 2012 30 June 2011 Zhijun Pharm 170,527,785.07 112,085,162.99 Profitability rises Sinopharm guangzhou 99,439,823.03 81,249,558.61 Profitability rises Sinopharm guangxi 30,121,638.83 25,801,204.12 Profitability rises Sinopharm yuexing 4,704,136.15 5,900,495.08 Profitability rises Sinopharm material 2,552,710.73 2,423,326.99 Profitability rises Other 9,290,021.89 7,600,730.88 Profitability rises Total 316,636,115.7 235,060,478.67 -- (3)Gains/losses recognized under equity method Six months ended Six months ended Investee Reason for changes 30 June 2012 30 June 2011 256 国药集团一致药业股份有限公司 2012 年半年度报告全文 Shenzhen Wanle Pharmaceutical Co., 16,016,159.76 12,810,289.3 Profitability rises Ltd. Total 16,016,159.76 12,810,289.3 -- Note: N/A 6. Supplementary information of cash flow statements Six months ended 30 June Six months ended 30 June Supplementary information 2012 2011 1.Adjusting net profit to net cash flow in operating activities: -- -- Net profit 326,019,343.36 229,549,305.5 Add: Provision for assets impairment -87,845.57 252,914.4 Depreciation of fixed assets and investment properties 3,762,686.67 3,651,348.56 Amortisation of intangible assets 844,228.64 877,635.24 Amortisation of long-term prepaid 569,556.3 424,564.89 Expenses Gains on disposal of fixed assets, intangible assets and other 23,154.69 250,055.35 non-current assets Loss from scrapping of fixed assets 0 Loss from fair change 0 Financial expenses 11,725,700.6 16,818,820.34 Investment income -333,088,955.75 -247,870,767.97 Increase of deferred tax assets 2,298,245.25 -334,917.79 Decrease of deferred tax liabilities Decrease/(increase) of inventory 8,682,514.28 337,532.8 Increase in operating receivables -72,592,952.09 6,266,631.47 Increase in operating payables 99,800,033.57 -50,284,782.59 Others Net cash flow from operating activities 47,955,709.95 -40,061,659.8 2. Net increase of cash and cash equivalent -- -- Transferring debts to capital Convertible corporate bond to mature within one year Leasing fixed assets through financing 3. Movement of cash -- -- Cash at period end 144,950,816.05 239,018,666.86 Less: cash at beginning of year 164,840,499.86 135,498,819.87 Add: cash equivalent at the end of the period 257 国药集团一致药业股份有限公司 2012 年半年度报告全文 Less: cash equivalent at the beginning of the period Net increase in cash -19,889,683.81 103,519,846.99 7、Information of assets and liabilities recognized by evaluation value from the counter purchase √Not applicable (XVI)Supplementary 1. Return on equity and earnings per share Currency: RMB Profit of report period Weighted Average Earnings per share return on equity(%) Basic earnings per Diluted earnings per share share Consolidated net profit attributable to the 16.35% 0.833 0.833 shareholders of the Company Consolidated net profit attributable to the 16.92% 0.862 0.862 shareholders of the Company, excluding non-routine items 2. Notes for significant fluctuation of major accounts in financial statements 1. Other receivables: Increase by RMB24.2 million compares to opening balance, growth rate is 84.46%, mainly due to staff borrowing, reserve fund and other income increased. 2. Other current assets: Decrease by RMB3.59 million compares to opening balance, growth rate is -46.91%, the mainly reason is deductable valued added tax decreased corporate income tax decreased. 3. Goodwill: Increase by RMB29.99 million compares to opening balance, growth rate is 55.99%, the mainly reason is the Company takeover two companies Sinopharm zhaoqing and Sinopharm jiangmen under non common control during this period, results in increasing goodwill. 4. Other non-current assets: Increase by RMB95.98 million compares to opening balance, growth rate is 238.32%, the mainly reason is the subsidiary of the Company Guangxi Logistics received compensation from demolition and the advanced to suppliers for purchasing equipment increase. 5. Current portion of non-current liabilities: Decrease by RMB9.03 million compares to opening balance, growth rate is -37.70%, the mainly reason is current portion of long-term borrowing decreased and the subsidiary zhijun pharm’s promotion rewards program decreased. 6. Other non-current liabilities: Increase by RMB118.91 million compares to opening balance, growth rate is 126.18%, the mainly reason is the subsidiaries of the Company Guangxi Logistics retrieved compensation from demolition. 7. Capital surplus: Decrease by RMB3.19 million compares to opening balance, growth rate is -36.46%, the mainly reason is the Company takeover Sinopharm Wuzhou under common control in this period, retroactive adjusted opening balance of the period. 8. Taxes and surcharges: Increase by RMB11.03 million compare to the same period of previous 258 国药集团一致药业股份有限公司 2012 年半年度报告全文 year, growth rate is 70.59%, the mainly reason is sales increased, city maintenance and construction and local surcharge for Education tax rate increased. 9. Finance expense: Increase by RMB26.86 million compare to the same period of previous year, growth rate is 43.57%, the mainly reason is influence by national monetary policy, bank loan interest rate raised, the cost of financing increased because of financing scales expansion in the other hand. 10. Asset impairment losses: Increase by RMB2.51 million compare to the same period of previous year, growth rate is 42.76%, the mainly reason is inventory provision increased. 11. Non-operating expense: Increase by RMB29.69 million compare to the same period of previous year, growth rate is 13,673.02%, the mainly reason is the subsidiary Guangxi Logistics demolition expense and another subsidiary Huixin Investment paid for project termination reimbursement. 12. Operating Profit, Gross profit, net profit: operating profit, gross profit and net profit increased by RMB115.34 million, RMB89.74 million and RMB75.78million compare to the same period of previous year seperately, the mainly reason is sales increased. 13.Refund of taxes and surcharges: Increase by RMB0.9 million compare to the same period of previous year, growth rate is 121.51%, the mainly reason is the subsidiaries of the Company received income tax overpaid last year. 14.Payment of taxes and surcharges: Increase by RMB91.33 million compare to the same period of previous year, growth rate is 51.84%, the mainly reason is the sales increased and some tax rate increased. 15.Cash received from returns on investments: Decrease by RMB1.83 million compare to the same period of previous year, growth rate is -100%, the mainly reason is the Company received the compensation of the transitional period losses of Shenzhen Medicine. 16.Net cash received from disposal of fixed assets, intangible assets and other long-term assets: decreased by RMB0.93 million compare to the same period of previous year, growth rate is -43.98%, the mainly reason is less fixed assets disposed this period. 17.Cash received relating to other investing activities: increased by RMB47.90 million compare to the same period of previous year, growth rate is 2286.07%, the mainly reason is the subsidiary of the Company retrieved cash compensation due to the demolition. 18.Cash pay to acquire investment: Decrease by RMB3.15 million compare to the same period of previous year, growth rate is -100%, the mainly reason is cash payment for takeover subsidiaries Yanfeng Medicine and Sinopharm Huizhou the same period of previous year. 19.Net cash paid to acquire subsidiaries and other business units: Increase by RMB24.62 million compare to the same period of previous year, growth rate is 100%, the mainly reason is cash paid to acquire three companies, Sinopharm Zhaoqing, Sinopharm Wuzhou, Sinopharm Jiangmen, but no similar transaction the same period of previous year. 20.Cash paid relating to other investing activities: decrease by RMB9.7million compare to the sa me period of previous year, growth rate is -100%,the mainly reason is the subsidiary of the Comp any, Sinopharm Guangxi madefinal payment for acquiring Nanning Medicine Co., Ltd. the same period ofprevious year. 21. Cash received relating to other financing activities: Increase by RMB125.78 million compare to the same period of previous year, growth rate is 49.62%, the mainly reason is to maintain business development, the Company increase unsecured borrowings, and widespread supply 259 国药集团一致药业股份有限公司 2012 年半年度报告全文 chain financing. 22.Cash repayments of borrowings: Increase by RMB229.82 million compare to the same period of previous year, growth rate is 70.34%, the mainly reason is the borrowing scale raised, so repayment of borrowing also increase. 23.Cash payments for dividends or profit to minority shareholders of subsidiaries: Increase by RMB42.84 million compare to the same period of previous year, growth rate is 59.26%, the mainly reason is borrowing scale raised, result in financing expenses increased, and payments for dividends increased 24.Cash payment relating to other financing activities: Increase by RMB108.83 million compare to the same period of previous year, growth rate is 42.09%, the mainly reason is repayment for unsecured borrowings, and supply chain financing is increase. IX. Documents Available for Reference Documents Available for Reference I. Semi-annual Report of 2012 carried with the personnel signature of Legal Representative; II. Accounting Statements carried with the signature and seals of the person in charge of the Company, accounting principle and person in charge of accounting institution; III. All the original Company’s documents and public notices disclosed in desinate periodic by CSRC Securities Times, and Hong Kong Commercial Daily designated by CSRC; IV. Other relevant files Chairman of the Board: Wei Yulin Approval date by the Board: 17 August 2012 260