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深深房B:2014年第一季度报告全文(英文版)2014-04-24  

						       Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.




Shenzhen Special Economic Zone Real Estate & Properties (Group)
                           Co., Ltd.

                      Report for the First Quarter of 2014
                                                2014-013




                                              Apr. 2014




                                                                                                                      1
             Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.




                                Section I. Important Reminders

The Board of Directors, the Supervisory Committee as well as all directors, supervisors and senior
management staff of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.
(hereinafter referred to as “the Company”) warrant that this report is factual, accurate and complete
without any false record, misleading statement or material omission. And they shall be jointly and
severally liable for that.
All directors attended the board session for reviewing this report.
Zhou Jianguo, company principal, Chen Maozheng, GM, Tang Xiaoping, chief of the accounting
work, and Qiao Yanjun, chief of the accounting organ (chief of accounting), hereby confirm that the
financial statements enclosed in this report are factual, accurate and complete.
This report is prepared in both Chinese and English. Should there be any discrepancy between the
two versions, the Chinese version shall prevail.




                                                                                                                            2
                 Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.




               Section II. Financial Highlights & Change of Shareholders

I. Major accounting data and financial indexes

Does the Company adjust retrospectively or restate accounting data of previous years due to change of the accounting policy or
correction of any accounting error?
□ Yes √ No

                                                   Jan.-Mar. 2014                 Jan.-Mar. 2013           YoY increase/decrease (%)

Operating revenues (RMB Yuan)                             303,411,359.74               164,450,026.79                           84.5%

Net profit attributable to shareholders of
                                                           22,025,565.57                  3,508,651.86                        527.75%
the Company (RMB Yuan)
Net profit attributable to shareholders of
the Company after extraordinary gains and                  22,069,560.39                  3,501,642.35                        530.26%
losses (RMB Yuan)
Net cash flows from operating activities
                                                          147,785,842.22               270,776,251.76                         -45.42%
(RMB Yuan)

Basic EPS (RMB Yuan/share)                                           0.0218                      0.0035                       522.86%

Diluted EPS (RMB Yuan/share)                                         0.0218                      0.0035                       522.86%

Weighted average ROE (%)                                             1.18%                         0.21%                        0.97%

                                                      31 Mar. 2014                31 Dec. 2013               Increase/decrease (%)

Total assets (RMB Yuan)                                  4,401,682,551.04             4,215,099,296.67                          4.43%

Net assets attributable to shareholders of
                                                         1,884,962,381.83             1,863,347,135.33                          1.16%
the Company (RMB Yuan)

Items and amounts of extraordinary gains and losses
√Applicable □Inapplicable
                                                                                                                         Unit: RMB Yuan

                               Item                                   Amount as of Jan.-Mar. 2014                 Note
Gains/losses on the disposal of non-current assets (including the
                                                                                           -94.00
offset part of asset impairment provisions)

Other non-operating income and expenses other than the above                           -57,365.75

Less: Income tax effects                                                               -13,464.93

Total                                                                                  -43,994.82                   --

Explain the reasons if the Company classifies an item as an extraordinary gain/loss according to the definition in the Explanatory
Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Extraordinary Gains and
Losses, or classifies any extraordinary gain/loss item mentioned in the said explanatory announcement as a recurrent gain/loss item
□Applicable √Inapplicable




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                  Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


II. Total number of shareholders at the period-end and shares held by the top ten
shareholders

                                                                                                                                Unit: Share

Total number of shareholders at the
                                                                                                                                         78,439
period-end

                                                    Shares held by the top ten shareholders

                                                      Shareholdi                                               Pledged or frozen shares
                                                                                      Number of the
                                       Nature of          ng        Number of the
       Name of shareholder                                                            restricted shares                         Number of
                                      shareholder     percentage     shares held                          Status of shares
                                                                                              held                                shares
                                                          (%)

Shenzhen Investment Holdings State-owned
                                                          63.55%       642,884,262
Ltd.                               legal person

                                   Domestic
Xia Jiusheng                                               0.28%          2,874,565
                                   natural person

GUOTAI JUNAN
                                   Overseas legal
SECURITIES(HONGKONG)                                       0.18%          1,780,150
                                   person
LIMITED

                                   Domestic
Zhong Laiqun                                               0.12%          1,210,000
                                   natural person

                                   Domestic
Xu Qiang                                                   0.12%          1,204,600
                                   natural person

                                   Overseas
Wu Haoyuan                                                 0.11%          1,109,300
                                   natural person

                                   Domestic
Wang Zhongming                                             0.11%          1,095,808
                                   natural person

                                   Domestic
Wen Zhiping                                                 0.1%          1,043,242
                                   natural person

                                   Domestic
Qian Dingqing                                               0.1%          1,000,000
                                   natural person

                                   Domestic
Qian Chao                                                  0.09%            951,988
                                   natural person

                                            Shares held by the top ten non-restricted share holders

                                                                                                                      Type of shares
             Name of shareholder                        Number of non-restricted shares held
                                                                                                                   Type          Number

                                                                                                          RMB ordinary
Shenzhen Investment Holdings Ltd.                                                         642,884,262                             642,884,262
                                                                                                          shares

                                                                                                          RMB ordinary
Xia Jiusheng                                                                                  2,874,565                                2,874,565
                                                                                                          shares


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                 Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


                                                                                                     Domestically
GUOTAI JUNAN
                                                                                       1,780,150 listed foreign            1,780,150
SECURITIES(HONGKONG) LIMITED
                                                                                                     shares

                                                                                                     RMB ordinary
Zhong Laiqun                                                                           1,210,000                           1,210,000
                                                                                                     shares

                                                                                                     RMB ordinary
Xu Qiang                                                                               1,204,600                           1,204,600
                                                                                                     shares

                                                                                                     Domestically
Wu Haoyuan                                                                             1,109,300 listed foreign            1,109,300
                                                                                                     shares

                                                                                                     Domestically
Wang Zhongming                                                                         1,095,808 listed foreign            1,095,808
                                                                                                     shares

                                                                                                     RMB ordinary
Wen Zhiping                                                                            1,043,242                           1,043,242
                                                                                                     shares

                                                                                                     RMB ordinary
Qian Dingqing                                                                          1,000,000                           1,000,000
                                                                                                     shares

                                                                                                     RMB ordinary
Qian Chao                                                                                  951,988                           951,988
                                                                                                     shares

Explanation on associated relationship or
persons acting in concert among the Unknown
above-mentioned shareholders

Top 10 shareholders taking part in margin The top 10 shareholders accounts were the guarantee securities accounts of the custo
financing and securities lending (if any)   mer credit transactions of Yintai Securities Co., Ltd.

Did any shareholder of the Company carry out an agreed buy-back in the reporting period?
□ Yes √ No




                                                                                                                                5
             Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.




                                 Section III. Significant Events

I. Significant changes of the major accounting statement items and financial indicators for the
reporting period, as well as the reasons for these changes

Operating revenues and operating costs for the reporting period stood at RMB 303.4114 million and
RMB 225.7772 million respectively, up 84.50% and 76.67% from the same period of last year,
which was mainly because the SPG Chuanqi Hill project carried over incomes and costs.
Business tax and surtaxes for the reporting period stood at RMB 22.5320 million, up 82.27% from
the same period of last year, which was mainly because the operating revenues increased and the
turnover tax increased accordingly.
Selling expenses for the reporting period stood at RMB 5.8455 million, up 52.14% from the same
period of last year, which was mainly because the marketing & promotion expenses and the agent
commissions increased.
Financial expenses for the reporting period stood at RMB 4.7363 million, increasing from the same
period of last year, which was mainly because the capitalized interest decreased.
Total profit for the reporting period stood at RMB 31.5815 million, up 392.14% from the same
period of last year; and net profit attributable to owners of the Company for the reporting period
stood at RMB 22.0256 million, up 527.75% from the same period of last year, which were mainly
because the operating revenues and the operating gross profit increased.
Net cash flows from operating activities for the reporting period stood at RMB 147.7858 million,
down 45.42% from the same period of last year, which was mainly because the cash received from
sale of goods and provision of service decreased 14.49% and the cash paid for goods and service
increased 3.19%.
Net cash flows from financing activities for the reporting period stood at RMB -86.3211 million, up
38.13% from the same period of last year, which was mainly because the bank loan repayments
decreased.
Other current assets at the end of the reporting period stood at RMB 15.7158 million, up 355.38%
from the opening amount, which was mainly because the pre-paid turnover tax increased.
Accounts received in advance at the end of the reporting period stood at RMB 583.7987 million, up
86.54% from the opening amount, which was mainly because the advances in sale of houses and
construction increased.




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                  Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


II. Progress and influence of significant events, as well as the analysis and explanation on
solutions

Naught

                                                                                                  Website index for the disclosed relevant
      Overview of the significant event                         Date of disclosure
                                                                                                               interim report


III. Commitments made by the Company or shareholders holding over 5% of the Company’s
shares in the reporting period or such commitments carried down into the reporting period

                                                   Commitment                            Time of making     Period of
                 Commitment                                               Contents                                              Fulfillment
                                                        maker                             commitment      commitment

Commitment on share reform

Commitment in acquisition reports or
reports on equity changes

Commitments made upon the assets
reorganization

Commitments made upon IPO or
refinancing

Other commitments made to minority
shareholders

Executed in time or not?                          Yes

Detailed reason for failing to execute and
                                                  Naught
the next plan (if any)


IV. Predict the operating results of Jan.-Jun. 2014

Warning of possible loss or considerable YoY change of the accumulated net profit made during the period-begin to the end of the
next reporting period according to prediction, as well as explanations on the reasons:
√ Applicable □ Inapplicable
Prediction: significant increase in the same direction
Type of the predicted data: interval data

                                             Jan.-Jun. 2014             Jan.-Jun. 2013                       +/- (%)

Predicted accumulative net
                                            3,000 --            3,500        1,305.03 Up                        129.88% --          168.19%
profit (RMB Ten thousand)

Basic EPS (RMB Yuan/share)                 0.0297 --          0.0346           0.0129 Up                        130.23% --          168.22%

Explanation       about         the
                                      The sales of the SPG Chuanqi Hill Project of the Company normally carried forward.
predictions




                                                                                                                                              7
                 Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


V. Securities investment

                                                                       Sharehold                  Sharehold
                                          Initial       Number                     Number                       Closing Gain/loss
                                                                          ing                        ing
                                      investmen of shares                          of shares                      book         for report
Variety of Code of      Name of                                        percentag                  percentag                                   Accounti Source of
                                          t cost        held at                     held at                       value          period
securities securities securities                                         e at                        e at                                      ng title      stock
                                          (RMB         period-be                   period-en                     (RMB            (RMB
                                                                       period-be                  period-en
                                          Yuan)           gin                         d                          Yuan)           Yuan)
                                                                          gin                         d

Total                                           0.00               0      --                  0       --             0.00           0.00          --           --

Disclosure date of the board
announcement on approval of
the securities investment

Disclosure date of the general
meeting announcement on
approval of the securities
investment (if any)

Shareholdings in other listed companies
□Applicable √Inapplicable


VI. Derivative investments

                                                                                                                               Unit: RMB Ten Thousand Yuan
                                                                                                                                              Proportio
                                                                                                                                               n of the
                                                                                                                                               closing
                                                                                                                                                             Actual
                        Related-p Type of                                                                       Impairme                      investmen
                                                         Initial                                  Opening                       Closing                     gain/loss
                             arty     derivative                                   Ending                          nt                         t amount
 Operator Relation                                     investmen Start date                       investmen                    investmen                       in
                        transactio investmen                                         date                       provision                       in the
                                                       t amount                                   t amount                      t amount                    reporting
                        n or not            t                                                                   (if any)                      Company
                                                                                                                                                             period
                                                                                                                                              ’s closing
                                                                                                                                              net assets
                                                                                                                                                 (%)

Total                                                              0      --          --                    0              0              0            0%             0

Capital source for derivative investment               Naught

Litigation cases situation                             Naught

Disclosure date of the board announcement
approving     the     wealth        management
entrustment

Disclosure date of the general meeting
announcement        approving       the    wealth
management entrustment



                                                                                                                                                                          8
                   Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


Analysis on risks and control measures of
derivative products held in the reporting
period (including but not limited to market Naught
risk, liquidity risk, credit risk, operation
risk, law risk, etc.)
Changes of market prices or fair values in
the reporting period of the invested
derivatives. And the analysis on the fair
                                                   Naught
value of the derivatives should include the
specific use methods and the relevant
assumptions and parameters.
Whether significant changes occurred to
the Company’s accounting policy and
specific accounting principles of                  Naught
derivatives in the reporting period
compared to the previous reporting period
Special     opinion      from        independent
directors, sponsor or financial consultant
                                                   Naught
on the Company’s derivatives investment
and risk control


VII. Researches, visits and interviews received in the reporting period

                                                                                                               Main discussion and
 Time of reception      Place of reception     Way of reception       Visitor type         Visitor          materials provided by the
                                                                                                                      Company

                                                                                                           Knew of the annual
                                                                                                           operation situation,
                                                                                                           situation of the
                                                                                                           development progress of
                                              Telephone                                                    the project and the
9 Jan. 2014             The office                                Individual         Individual investor
                                              Communication                                                influences on the operation
                                                                                                           of the Company caused by
                                                                                                           the nation and the policies;
                                                                                                           had not offer the written
                                                                                                           sources.

                                                                                                           Inquired of the appointed
                                                                                                           disclosure date of annual
                                              Telephone                                                    report and the sales
6 Mar. 2014             The office                                Individual         Individual investor
                                              Communication                                                situation of Guangming and
                                                                                                           Longgang; had not offer the
                                                                                                           written sources.




                                                                                                                                          9
                  Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.




                                      Section IV. Financial Statements

I. Financial statements

1. Consolidated balance sheet

Prepared by Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.
                                                                                                                  Unit: RMB Yuan

                   Item                                Closing balance                             Opening balance

Current Assets:

  Monetary funds                                                      586,693,067.95                              525,374,372.44

  Settlement reserves

  Intra-group lendings

  Transactional financial assets

  Notes receivable

  Accounts receivable                                                    18,245,428.58                             14,102,124.06

  Accounts paid in advance                                               12,887,163.72                             12,206,598.30

  Premiums receivable

  Reinsurance premiums receivable

  Receivable      reinsurance      contract
reserves

  Interest receivable

   Dividend receivable                                                    1,052,192.76                               1,052,192.76

  Other accounts receivable                                              59,196,954.77                             54,672,501.81

  Financial assets purchased under
                                                                                                                             0.00
agreements to resell

  Inventories                                                       3,078,500,935.66                            2,967,935,589.04

  Non-current assets due within 1 year

  Other current assets                                                   15,715,763.51                               3,451,107.04

Total current assets                                                3,772,291,506.95                            3,578,794,485.45

Non-current assets:

  Loans by mandate and advances
granted

  Available-for-sale financial assets

  Held-to-maturity investments


                                                                                                                                10
                   Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


  Long-term accounts receivable

  Long-term equity investment                                           75,200,652.59                               75,200,652.59

  Investing property                                                   461,778,596.34                              466,314,091.90

  Fixed assets                                                          58,529,049.25                               60,715,687.71

  Construction in progress

  Engineering materials

  Disposal of fixed assets

  Production biological assets

  Oil-gas assets

  Intangible assets                                                      6,615,481.80                                6,753,566.79

  R&D expense

  Goodwill

  Long-term deferred expenses                                              474,804.09                                  528,352.21

  Deferred income tax assets                                            26,792,460.02                               26,792,460.02

  Other non-current assets

Total of non-current assets                                            629,391,044.09                              636,304,811.22

Total assets                                                         4,401,682,551.04                            4,215,099,296.67

Current liabilities:

  Short-term borrowings                                                 23,000,000.00                               23,000,000.00

  Borrowings from Central Bank

  Customer bank deposits and due to
banks and other financial institutions

  Intra-group borrowings

  Transactional financial liabilities

  Notes payable

  Accounts payable                                                     346,177,985.24                              389,345,271.46

  Accounts received in advance                                         583,798,724.60                              312,967,028.85

  Financial assets sold for repurchase

  Handling charges and commissions
payable

  Employee’s compensation payable                                      31,030,647.30                               37,159,445.41

  Tax payable                                                          155,570,719.12                              148,006,651.37

  Interest payable                                                      16,735,277.94                               18,482,515.18

  Dividend payable

  Other accounts payable                                               399,163,405.71                              394,687,837.29


                                                                                                                                 11
                    Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


  Reinsurance premiums payable

  Insurance contract reserves

  Payables       for    acting    trading   of
securities

  Payables for acting underwriting of
securities

  Non-current liabilities due within 1
                                                                        346,101,860.53                              331,482,489.72
year

  Other current liabilities

Total current liabilities                                             1,901,578,620.44                            1,655,131,239.28

Non-current liabilities:

  Long-term borrowings                                                  732,612,334.78                              814,213,536.85

  Bonds payable

  Long-term payables                                                     11,077,132.36                               10,749,885.53

  Specific payables

  Estimated liabilities

  Deferred income tax liabilities

  Other non-current liabilities

Total non-current liabilities                                           743,689,467.14                              824,963,422.38

Total liabilities                                                     2,645,268,087.58                            2,480,094,661.66

Owners’      equity     (or     shareholders’
equity)

  Paid-up capital (or share capital)                                  1,011,660,000.00                            1,011,660,000.00

  Capital reserves                                                      978,244,858.10                              978,244,858.10

  Less: Treasury stock

  Specific reserves

  Surplus reserves                                                        4,974,391.15                                4,974,391.15

  Provisions for general risks

  Retained profits                                                     -118,860,568.56                             -140,886,134.13

  Foreign exchange difference                                             8,943,701.14                                9,354,020.21

Total equity attributable to owners of
                                                                      1,884,962,381.83                            1,863,347,135.33
the Company

Minority interests                                                     -128,547,918.37                             -128,342,500.32

Total owners’ (or shareholders’) equity                             1,756,414,463.46                            1,735,004,635.01

Total     liabilities   and      owners’   (or
                                                                      4,401,682,551.04                            4,215,099,296.67
shareholders’) equity


                                                                                                                                  12
                   Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


Legal representative: Zhou Jianguo                                         Person-in-charge of the accounting work: Tang Xiaoping


Chief of the accounting division: Qiao Yanjun


2. Balance sheet of the Company

Prepared by Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.
                                                                                                                   Unit: RMB Yuan

                    Item                                Closing balance                             Opening balance

Current Assets:

  Monetary funds                                                       322,988,646.06                              362,953,152.47

  Transactional financial assets

  Notes receivable

  Accounts receivable                                                      4,863,423.99                               4,359,289.23

  Accounts paid in advance

  Interest receivable

  Dividend receivable

  Other accounts receivable                                            675,619,469.10                              669,806,773.71

  Inventories                                                        1,742,664,962.02                            1,830,603,734.72

  Non-current assets due within 1 year

  Other current assets

Total current assets                                                 2,746,136,501.17                            2,867,722,950.13

Non-current assets:

  Available-for-sale financial assets

  Held-to-maturity investments

  Long-term accounts receivable

  Long-term equity investment                                          328,371,367.19                              328,371,367.19

  Investing property                                                   403,267,849.20                              407,900,089.95

  Fixed assets                                                            33,573,017.35                             34,263,366.14

  Construction in progress

  Engineering materials

  Disposal of fixed assets

  Production biological assets

  Oil-gas assets

  Intangible assets                                                        1,312,366.80                               1,406,066.79

  R&D expense


                                                                                                                                    13
                    Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


  Goodwill

  Long-term deferred expenses                                               118,793.40                                  132,925.95

  Deferred income tax assets                                              3,230,636.28                                3,230,636.28

  Other non-current assets

Total of non-current assets                                             769,874,030.22                              775,304,452.30

Total assets                                                          3,516,010,531.39                            3,643,027,402.43

Current liabilities:

  Short-term borrowings

  Transactional financial liabilities

  Notes payable

  Accounts payable                                                      318,941,183.29                              393,715,301.47

  Accounts received in advance                                           65,637,513.00                               82,398,193.00

  Employee’s compensation payable                                       11,508,780.56                               11,614,479.62

  Tax payable                                                           158,019,435.82                              149,643,182.39

  Interest payable                                                       16,535,277.94                               18,094,154.07

  Dividend payable

  Other accounts payable                                                649,144,267.21                              648,978,988.66

  Non-current liabilities due within 1
                                                                        346,101,860.53                              331,482,489.72
year

  Other current liabilities

Total current liabilities                                             1,565,888,318.35                            1,635,926,788.93

Non-current liabilities:

  Long-term borrowings                                                  499,622,982.55                              581,224,184.62

  Bonds payable

  Long-term payables

  Specific payables

  Estimated liabilities

  Deferred income tax liabilities

  Other non-current liabilities

Total non-current liabilities                                           499,622,982.55                              581,224,184.62

Total liabilities                                                     2,065,511,300.90                            2,217,150,973.55

Owners’     equity     (or   shareholders’
equity)

  Paid-up capital (or share capital)                                  1,011,660,000.00                            1,011,660,000.00

  Capital reserves                                                      978,244,858.10                              978,244,858.10


                                                                                                                                  14
                 Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


  Less: Treasury stock

  Specific reserves

  Surplus reserves

  Provisions for general risks

  Retained profits                                                  -539,405,627.61                             -564,028,429.22

  Foreign exchange difference

Total owners’ (or shareholders’) equity                          1,450,499,230.49                            1,425,876,428.88

Total   liabilities     and    owners’   (or
                                                                   3,516,010,531.39                            3,643,027,402.43
shareholders’) equity


Legal representative: Zhou Jianguo                                       Person-in-charge of the accounting work: Tang Xiaoping


Chief of the accounting division: Qiao Yanjun


3. Consolidated income statement

Prepared by Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.
                                                                                                                 Unit: RMB Yuan

                      Item                             Jan.-Mar. 2014                              Jan.-Mar. 2013

I. Total operating revenues                                          303,411,359.74                              164,450,026.79

Including: Sales income                                              303,411,359.74                              164,450,026.79

        Interest income

        Premium income

        Handling             charge       and
commission income

II. Total operating cost                                             271,772,373.18                              158,041,116.08

Including: Cost of sales                                             225,777,212.75                              127,798,763.77

        Interest expenses

        Handling             charge       and
commission expenses

        Surrenders

        Net claims paid

        Net amount withdrawn for the
insurance contract reserve

        Expenditure on policy dividends

        Reinsurance premium

        Taxes and associate charges                                     22,531,989.99                               12,362,162.94



                                                                                                                                  15
                   Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


          Selling and distribution expenses                              5,845,510.99                                3,842,289.72

          Administrative expenses                                       12,881,354.11                               14,204,653.30

          Financial expenses                                             4,736,305.34                                 -166,753.65

          Asset impairment loss

Add: Gain/(loss) from change in fair
value (“-” means loss)

        Gain/(loss) from investment (“-”
means loss)

Including: share of profits in associates
and joint ventures

Foreign exchange gains (“-” means
loss)

III. Business profit (“-” means loss)                                 31,638,986.56                                6,408,910.71

        Add: non-operating income                                            8,505.10                                   60,002.01

        Less: non-operating expense                                         65,964.85                                   51,690.00

Including: loss from non-current asset
                                                                               490.00
disposal

IV. Total profit (“-” means loss)                                     31,581,526.81                                6,417,222.72

        Less: Income tax expense                                         9,570,923.75                                2,866,073.78

V. Net profit (“-” means loss)                                        22,010,603.06                                3,551,148.94

        Including: Net profit achieved by
combined         parties        before    the                                     0.00                                        0.00
combinations

        Attributable to owners of the
                                                                        22,025,565.57                                3,508,651.86
Company

        Minority shareholders’ income                                     -14,962.51                                   42,497.08

VI. Earnings per share                                         --                                           --

        (I) Basic earnings per share                                           0.0218                                      0.0035

        (II) Diluted earnings per share                                        0.0218                                      0.0035

VII. Other comprehensive incomes                                          -600,774.61                                  651,847.47

VIII. Total comprehensive incomes                                       21,409,828.45                                4,202,996.41

        Attributable to owners of the
                                                                        21,615,246.50                                3,929,393.59
Company

        Attributable       to        minority
                                                                          -205,418.05                                  273,602.82
shareholders


Legal representative: Zhou Jianguo                                        Person-in-charge of the accounting work: Tang Xiaoping


                                                                                                                                   16
                  Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


Chief of the accounting division: Qiao Yanjun


4. Income statement of the Company

Prepared by Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.
                                                                                                                  Unit: RMB Yuan

                   Item                                 Jan.-Mar. 2014                              Jan.-Mar. 2013

I. Total sales                                                        153,453,272.36                                 13,672,747.76

Less: cost of sales                                                      95,091,577.71                                5,315,662.69

Business taxes and surcharges                                            13,453,829.35                                2,534,340.48

Distribution expenses                                                     2,402,830.52                                2,672,681.67

Administrative expenses                                                   6,232,053.73                                6,676,864.98

Financial costs                                                           3,500,985.90                                 145,063.67

Impairment loss

Add: gain/(loss) from change in fair
value (“-” means loss)

Gain/(loss) from investment (“-” means
loss)

Including: income form investment on
associates and joint ventures

II. Business profit (“-” means loss)                                   32,771,995.15                               -3,671,865.73

Add: non-business income                                                      4,000.00                                  60,002.01

Less: non-business expense                                                                                              18,000.00

Including: loss from non-current asset
disposal

III. Total profit (“-” means loss)                                     32,775,995.15                               -3,629,863.72

Less: income tax expense                                                  8,153,193.54

IV. Net profit (“-” means loss)                                        24,622,801.61                               -3,629,863.72

V. Earnings per share                                         --                                           --

(I) Basic earnings per share                                                   0.0243                                     -0.0036

(II) Diluted earnings per share                                                0.0243                                     -0.0036

VI. Other comprehensive income

VII. Total comprehensive income                                          24,622,801.61                               -3,629,863.72


Legal representative: Zhou Jianguo                                        Person-in-charge of the accounting work: Tang Xiaoping


Chief of the accounting division: Qiao Yanjun



                                                                                                                                   17
                   Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


5. Consolidated cash flow statement

Prepared by Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.
                                                                                                                   Unit: RMB Yuan

                      Item                               Jan.-Mar. 2014                              Jan.-Mar. 2013

I. Cash flows from operating activities:

  Cash       received        from    sale     of
                                                                       536,867,934.15                              627,871,867.98
commodities and rendering of service

  Net      increase     of    deposits      from
customers and dues from banks

  Net increase of loans from the central
bank

  Net increase of funds borrowed from
other financial institutions

  Cash received from premium of
original insurance contracts

  Net cash received from reinsurance
business

  Net increase of deposits of policy
holders and investment fund

  Net increase of disposal of tradable
financial assets

  Cash received from interest, handling
charges and commissions

  Net        increase        of     intra-group
borrowings

  Net increase of funds in repurchase
business

  Tax refunds received

  Other cash received relating to
                                                                          55,124,854.67                               41,732,492.96
operating activities

Subtotal of cash inflows from operating
                                                                       591,992,788.82                              669,604,360.94
activities

  Cash paid for goods and services                                     313,312,730.53                              303,618,068.17

  Net increase of customer lendings
and advances

  Net increase of funds deposited in the
central bank and amount due from
banks

                                                                                                                                 18
                   Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


  Cash for paying claims of the original
insurance contracts

  Cash for paying interest, handling
charges and commissions

  Cash for paying policy dividends

  Cash paid to and for employees                                        33,019,280.01                               31,113,894.74

  Various taxes paid                                                    37,159,568.11                               26,454,731.30

  Other cash payment relating to
                                                                        60,715,367.95                               37,641,414.97
operating activities

Subtotal    of     cash    outflows       from
                                                                       444,206,946.60                              398,828,109.18
operating activities

Net cash flows from operating activities                               147,785,842.22                              270,776,251.76

II. Cash flows from investing activities:

  Cash received from withdrawal of
investments

  Cash     received       from   return    on
investments

  Net cash received from disposal of
fixed assets, intangible assets and other                                    1,196.00
long-term assets

  Net cash received from disposal of
subsidiaries or other business units

     Other cash received relating to
investing activities

         Subtotal of cash inflows from
                                                                             1,196.00
investing activities

  Cash paid to acquire fixed assets,
intangible assets and other long-term                                      163,137.00                                  665,014.76
assets

  Cash paid for investment

  Net increase of pledged loans

  Net cash paid to acquire subsidiaries
and other business units

  Other cash payments relating to
investing activities

Subtotal    of     cash    outflows       from
                                                                           163,137.00                                  665,014.76
investing activities

Net cash flows from investing activities                                  -161,941.00                                 -665,014.76


                                                                                                                                 19
                     Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


III.     Cash    Flows      from    Financing
Activities:

       Cash     received     from       capital
contributions

       Including:    Cash    received    from
minority shareholder investments by
subsidiaries

       Cash received from borrowings

       Cash received from issuance of
bonds

       Other cash received relating to
                                                                                                                       2,500,000.00
financing activities

Subtotal of cash inflows from financing
                                                                                                                       2,500,000.00
activities

       Repayment of borrowings                                            66,981,831.26                              122,127,100.98

       Cash paid for interest expenses and
                                                                          19,339,225.39                               19,892,153.55
distribution of dividends or profit

        Including: dividends or profit paid
by subsidiaries to minority shareholders

        Other cash payments relating to
financing activities

Sub-total       of   cash    outflows    from
                                                                          86,321,056.65                              142,019,254.53
financing activities

Net cash flows from financing activities                                 -86,321,056.65                             -139,519,254.53

IV. Effect of foreign exchange rate
                                                                              65,850.94                                   -27,885.45
changes on cash and cash equivalents

V. Net increase in cash and cash
                                                                          61,368,695.51                              130,564,097.02
equivalents

        Add: Opening balance of cash and
                                                                         519,284,372.44                              463,713,702.77
cash equivalents

VI. Closing balance of cash and cash
                                                                         580,653,067.95                              594,277,799.79
equivalents


Legal representative: Zhou Jianguo                                          Person-in-charge of the accounting work: Tang Xiaoping


Chief of the accounting division: Qiao Yanjun


6. Cash flow statement of the Company

Prepared by Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.

                                                                                                                                     20
                   Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


                                                                                                                   Unit: RMB Yuan

                    Item                                 Jan.-Mar. 2014                              Jan.-Mar. 2013

I. Cash flows from operating activities:

  Cash       received      from    sale      of
                                                                       136,354,777.19                              438,428,405.24
commodities and rendering of service

  Tax refunds received

  Other cash received relating to
                                                                           5,978,276.14                                9,031,305.16
operating activities

Subtotal of cash inflows from operating
                                                                       142,333,053.33                              447,459,710.40
activities

  Cash paid for goods and services                                        76,163,778.31                            102,973,918.96

  Cash paid to and for employees                                           8,583,597.00                                7,211,617.13

  Various taxes paid                                                      13,770,871.34                                9,287,497.80

  Other cash payment relating to
                                                                           1,820,565.59                               14,589,887.19
operating activities

Subtotal      of   cash    outflows        from
                                                                       100,338,812.24                              134,062,921.08
operating activities

Net cash flows from operating activities                                  41,994,241.09                            313,396,789.32

II. Cash flows from investing activities:

  Cash received from retraction of
investments

  Cash       received     from    return    on
investments

  Net cash received from disposal of
fixed assets, intangible assets and other
long-term assets

  Net cash received from disposal of
subsidiaries or other business units

     Other cash received relating to
investing activities

         Subtotal of cash inflows from
investing activities

  Cash paid to acquire fixed assets,
intangible assets and other long-term                                        14,296.00                                  589,298.76
assets

  Cash paid for investment

  Net cash paid to acquire subsidiaries
and other business units


                                                                                                                                 21
                       Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


   Other cash payments relating to
investing activities

Subtotal        of     cash   outflows     from
                                                                                14,296.00                                  589,298.76
investing activities

Net cash flows from investing activities                                       -14,296.00                                 -589,298.76

III.     Cash        Flows    from    Financing
Activities:

       Cash      received      from       capital
contributions

       Cash received from borrowings

       Cash received from issuance of
bonds

       Other cash received relating to
                                                                                                                         2,500,000.00
financing activities

Subtotal of cash inflows from financing
                                                                                                                         2,500,000.00
activities

       Repayment of borrowings                                              66,981,831.26                              112,127,100.98

       Cash paid for interest expenses and
                                                                            14,962,712.63                               16,188,653.53
distribution of dividends or profit

        Other cash payments relating to
financing activities

Sub-total       of     cash    outflows    from
                                                                            81,944,543.89                              128,315,754.51
financing activities

Net cash flows from financing activities                                   -81,944,543.89                             -125,815,754.51

IV. Effect of foreign exchange rate
                                                                                    92.39                                      -117.73
changes on cash and cash equivalents

V. Net increase in cash and cash
                                                                           -39,964,506.41                              186,991,618.32
equivalents

        Add: Opening balance of cash and
                                                                           362,953,152.47                              190,825,250.83
cash equivalents

VI. Closing balance of cash and cash
                                                                           322,988,646.06                              377,816,869.15
equivalents


Legal representative: Zhou Jianguo                                            Person-in-charge of the accounting work: Tang Xiaoping


Chief of the accounting division: Qiao Yanjun




                                                                                                                                       22
                 Report for the First Quarter of 2014 of Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.


II. Audit report

Is this report audited?
□ Yes √ No
This report is not audited.




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