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深深房B:2017年第一季度报告全文(英文版)2017-04-26  

						ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.   First Quarter Report 2017




     SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE &
              PROPERTIES (GROUP) CO., LTD.
                             FIRST QUARTER REPORT 2017

                                                  2017-032




                                                April 2017




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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.   First Quarter Report 2017




                               Section I Important Statements

The board of directors (the “Board”), the supervisory board (the “Supervisory Board”), as
well as the directors, supervisors and senior executive officers of ShenZhen Special Economic
Zone Real Estate & Properties (Group) Co., Ltd. (the “Company”) hereby guarantee the
factuality, accuracy and completeness of the contents of this Report, and shall be jointly and
severally liable for any false representation, misleading statements or material omissions in
this Report.
All directors attended the board meeting for the review of this Report.
Zhou Jianguo, board chairman, Chen Maozheng, general manager, Tang Xiaoping,
accounting head for this Report, and Qiao Yanjun, head of the accounting department (head
of accounting), hereby guarantee that the financial statements carried in this Report are
factual, accurate and complete.
This Report and its abstract have been prepared in both Chinese and English. Should there be
any discrepancies or misunderstandings between the two versions, the Chinese version shall
prevail.




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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                                 First Quarter Report 2017




           Section II Key Financial Results and Shareholders’ Profile

I Key financial results

Indicate by tick mark whether the Company retroactively restated any of its accounting data due to changes of
accounting policies or correction of accounting errors.
□ Yes √ No
                                                  January-March 2017             January-March 2016               +/-%

Operating revenues (RMB)                                   272,038,375.78                332,573,819.86                   -18.20%

Net profit attributable to shareholders of
                                                             34,621,550.04                31,138,409.00                    11.19%
the Company (RMB)
Net profit attributable to shareholders of
the Company before exceptional profit and                    34,426,151.00                31,099,423.53                   10.70%
loss (RMB)
Net cash flows from operating activities
                                                            -30,280,598.74               127,807,035.61                  -123.69%
(RMB)

Basic earnings per share (RMB/share)                                    0.0342                   0.0308                    11.04%

Diluted earnings per share (RMB/share)                                  0.0342                   0.0308                    11.04%

Weighted average return on equity (%)                                   1.30%                    1.33%                     -0.03%

                                                    March 31, 2017               December 31, 2016                +/-%

Total assets (RMB)                                       3,852,659,213.36              3,785,600,783.23                     1.77%

Net assets attributable to shareholders of
                                                         2,678,819,539.50              2,643,860,443.09                     1.32%
the Company (RMB)

Exceptional profit/loss

√ Applicable □ Not applicable
                                                                                                                         Unit: RMB

                                Item                                        January-March 2017                  Note

Profit/loss on disposal of non-current assets (including offset asset
                                                                                         -3,584.80
impairment provisions)

Non-operating income and expense other than the above                                   264,116.86

Less: Corporate income tax                                                               65,133.02

Total                                                                                   195,399.04               --

Explanation of why the Company classified an item as exceptional profit/loss according to the definition in the
Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the
Public—Exceptional Profit and Loss, or reclassified any exceptional profit/loss item given as an example in the
said explanatory announcement to recurrent profit/loss
□ Applicable √ Not applicable

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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                                      First Quarter Report 2017


No such cases in this Reporting Period.

II Total number of shareholders at the period-end and their shareholdings

1. Numbers of common shareholders and preference shareholders with resumed voting rights, as well as
shareholdings of top ten shareholders

                                                                                                                               Unit: share

                                                                         Total number of preference
Total      number       of      common                                   shareholders    with   resumed
                                                                74,625                                                                 0
shareholders at the period-end                                           voting rights at the period-end
                                                                         (if any)

                                                          Top ten shareholders

                                                                                    Number of              Pledged or frozen shares
       Name of            Nature of      Shareholding      Total shares held
                                                                                 restricted shares
   shareholder           shareholder     percentage (%)    at the period-end                               Status           Number
                                                                                        held

Shenzhen
                      State-owned
Investment                                       63.55%         642,884,262                      0
                      corporation
Holdings Co., Ltd

Shanjin    Jinkong
Capital
Management Co., Domestic
Ltd. - Shanjin non-state-owned                   1.02%          10,300,000                      0
Jinkong               corporation
Sustaining Fund
No. 1

                      Domestic
Lu Zhigao                                         0.32%            3,246,949                     0
                      individual

                      Domestic
Tan Shiqing                                       0.13%            1,286,701                     0
                      individual

                      Domestic
Yang Shuilian                                     0.13%            1,273,700                     0
                      individual

                      Domestic
Yang Jianxiong                                    0.12%            1,255,750                     0
                      individual

Central      Huijin
Asset                 State-owned
                                                  0.12%            1,165,500                     0
Management Co., corporation
Ltd.

                      Domestic
Peng Wei                                          0.11%            1,129,082                     0
                      individual

Wu Haoyuan            Foreign                     0.11%            1,109,300                     0


                                                                                                                                           4
ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                                         First Quarter Report 2017


                    individual

Guotai Junan
                    Foreign
Securities (Hong                                      0.10%           1,015,683                    0
                    corporation
Kong) Limited

                                                     Top ten non-restricted shareholders

                                                                                                                  Type of shares
           Name of shareholder             Number of non-restricted shares held at the period-end
                                                                                                               Type           Number

Shenzhen Investment Holdings Co.,                                                                      RMB       common
                                                                                      642,884,262                             642,884,262
Ltd                                                                                                    share

Shanjin          Jinkong         Capital
                                                                                                       RMB       common
Management Co., Ltd. - Shanjin                                                         10,300,000                                 10,300,000
                                                                                                       share
Jinkong Sustaining Fund No. 1

                                                                                                       RMB       common
Lu Zhigao                                                                                  3,246,949                                3,246,949
                                                                                                       share

                                                                                                       RMB       common
Tan Shiqing                                                                                1,286,701                                1,286,701
                                                                                                       share

                                                                                                       RMB       common
Yang Shuilian                                                                              1,273,700                                1,273,700
                                                                                                       share

                                                                                                       Domestically
Yang Jianxiong                                                                             1,255,750 listed       foreign           1,255,750
                                                                                                       share

Central Huijin Asset Management                                                                        RMB       common
                                                                                           1,165,500                                1,165,500
Co., Ltd.                                                                                              share

                                                                                                       RMB       common
Peng Wei                                                                                   1,129,082                                1,129,082
                                                                                                       share

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

                                                                                                       Domestically
Guotai Junan Securities (Hong
                                                                                           1,015,683 listed       foreign           1,015,683
Kong) Limited
                                                                                                       share

                                           The Company has found among the above shareholders no related parties or acting-in-concert
Related or acting-in-concert parties
                                           parties as defined in the Information Administration Measures for Changes in Shareholdings
among the shareholders above
                                           in Listed Companies.

Top    ten     common      shareholders
                                           The 4th shareholder holds all of his shares in the Company in a credit securities account, and
conducting securities margin trading
                                           the 3rd shareholder holds part of his shares in the Company in such an account.
(if any)

Indicate by tick mark whether any of the top ten common shareholders or the top ten non-restricted common

shareholders of the Company conducted any promissory repo during this Reporting Period.

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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.             First Quarter Report 2017



□ Yea √ No

No such cases in this Reporting Period.


2. Total number of preference shareholders and shareholdings of the top ten of them

□ Applicable √ Not applicable




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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.    First Quarter Report 2017




                                  Section III Significant Events

I Changes in the key financial results of this Reporting Period, as well as the reasons for such
changes

√ Applicable □ Not applicable
Operating revenues for the current period stood at RMB272.0384 million, down 18.20% year on
year, and operating costs for the current period stood at RMB202.2259 million, down 21.11% year
on year. These were mainly because affected by the real estate development progress and the sales
cycle, the sales of the Company’s real estate projects decreased year on year.
Taxes and surtaxes for the current period stood at RMB9.3485 million, down 59.18% year on year,
mainly because of the decreased sales revenue.
Selling expenses for the current period stood at RMB3.5002 million, up 34.50% year on year,
mainly because of the increased preliminary promotion expenses on new projects.
Finance costs for the current period stood at RMB-2.3750 million, down 36.44% year on year,
mainly because the contractual interest revenue from deposits increased.
The after-tax net amount of other comprehensive income for the current period stood at
RMB0.4822 million, up 111.19% year on year, mainly because the income from the
foreign-currency statement translation difference due to fluctuations in exchange rates increased.
The subtotal of cash inflows from operating activities for the current period stood at RMB373.9536
million, down 38.80% year on year, mainly because the cash received from sale of goods and
provision of service (sale of houses) decreased.
The subtotal of cash outflows from investing activities for the current period stood at RMB0.0176
million, down 95.46% year on year, mainly because of the decreased purchase of fixed assets.
The subtotal of cash outflows from financing activities for the current period stood at RMB10.3796
million, down 77.48% year on year, mainly because the repayments for principals and interest of
loans decreased.
Other current assets stood at RMB22.1561 million at the period-end, up 65.86% from the opening
amount, mainly because of the business tax and land VAT paid in advance in the current period.
Accounts payable stood at RMB105.3868 million at the period-end, down 37.50% from the opening
amount, mainly because the Company paid the balance payments for completed projects in the
current period.
Accounts received in advance stood at RMB413.0710 million at the period-end, up 26.77% from
the opening amount, mainly because the advances received for houses and construction service
increased.
Payroll payable stood at RMB21.8496 million at the period-end, down 43.90% from the opening
amount, mainly because the payroll provision made at the end of last year were paid in the current
period.




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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.      First Quarter Report 2017


II Progress of significant events and their influence and solutions

√ Applicable □ Not applicable
Since the planning of controlling shareholders of the Company involves major issues, based on the
application submitted to Shenzhen Stock Exchange, certain shares of the Company (A share: short
name of stock: SSFA, stock code: 000029; B share: short name of stock: SSFB, stock code: 200029)
ware suspended from trading as of 14 Sep., 2016. The Company disclosed the Announcement on
Share Trading Suspension Due to Planning of Major Issues (No. 2016-022), the Announcement on
Continued Share Trading Suspension Due to Planning of Major Issues (No. 2016-023) and the
Announcement on Continued Share Trading Suspension Due to Planning of Major Issues (No.
2016-024) on 14 Sep. 2016, 22 Sep. 2016 and 29 Sep. 2016 respectively. Upon verification, the
issues constitute major assets reorganization. The listed company disclosed the Announcement on
Share Trading Suspension Due to Planning of Major Assets Reorganization (No. 2016-025) on 30
Sep. 2016 and the Announcement on Signing the Cooperation Agreement on Assets Reorganization
for Listing on Market (No. 2016-027) on 10 Oct. 2016.
Upon expiration of the suspension period of 1 month, based on the application submitted by the
Company, shares of the Company were suspended from trading continuously as of 14 Oct. 2016
after market opening. The listed company disclosed the Announcement on Relisting in the Period of
Major Assets Reorganization Progress Delay (No. 2016-028) on 14 Oct. 2016.
Prior to the expiration of the suspension period of 2 months, based on the Motion on Continued
Share Trading Suspension Due to Major Assets Reorganization reviewed and approved by the 33rd
Session of the 7th Board of the Directors held on 11 Nov. 2016, the Company applied to Shenzhen
Stock Exchange for continued suspension as of 14 Nov. 2016. The suspension period shall not
exceed 3 months accumulatively from the first day of suspension. The Company disclosed the
Announcement on Continued Share Trading Suspension after Expiration of Suspension Period Due
to Planning of Assets Reorganization (No. 2016-039) on 14 Nov. 2016.
Prior to the expiration of the suspension period of 3 months, the Company held the 1st Extraordinary
General Meeting on 12 Dec. 2016, reviewed and approved the Motion on Continued Share Trading
Suspension Due to Planning of Assets Reorganization, and disclosed the Announcement on
Application for Continued Share Trading Suspension after Expiration of Suspension Period Due to
Planning of Assets Reorganization (No. 2016-047). Upon the application, the Company shall
continue to suspend the trading of its shares as of 14 Dec, 2016 after market opening and undertook
that the suspension period shall not exceed 6 months accumulatively from the first day of
suspension (i.e., to 13 Mar. 2017).
Prior to the expiration of the suspension period of 6 months, the Company held the online
illustration meeting to investors on 10 Mar. 2017, exchanged and communicated relevant
information of the major assets reorganization event with investors and answered the questions that
have caused the general concern of investors. Please refer to the Announcement on Holding Online
Illustration Meeting to Investors (No. 2017-012) disclosed on 11 Mar. 2017 for details. Upon
application to the exchange, the Company issued the Announcement on Relisting Delay Due to
Planning of Major Assets Reorganization (No. 2017-013 and No. 2017-024) on 14 Mar. 2017 and
14 Apr. 2017 respectively. To ensure the smooth progress of the major assets reorganization work,
prevent abnormal fluctuation of the share price of the Company and protect the rights and interests
of medium and small shareholder investors, upon application to Shenzhen Stock Exchange, the

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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                                    First Quarter Report 2017


Company will continue to suspend the trading of its shares for no more than 1 month as of 14 Apr.
2017 and is expected to disclose the major assets reorganization plan or report and apply for
relisting according to the requirements of the Standards for the Contents and Formats of
Information Disclosure by Companies Offering Securities to the Public No. 26—Major Assets
Reorganization of Listed Companies prior to 14 May 2017.
During the suspension period, the Company shall disclose the progress of relevant issues every five
business days at least in strict accordance with the requirements of relevant laws and regulations. At
present, all work involved with the major assets reorganization is proceeding smoothly.
The major assets reorganization planned by the Company is still very uncertain, thus the investors
should take invest risk into account.
        Summary of significant event                      Disclosure date                           Disclosure website

                                                                                    The Announcement on Postponed Resumption of
                                                                                    Share Trading due to Significant Asset
Significant asset reorganization                04/14/2017
                                                                                    Reorganization in Planning disclosed on
                                                                                    http://www.cninfo.com.cn


III Overdue commitments of the Company’s actual controller, shareholders, related parties
and acquirer, as well as the Company and other commitment makers in this Reporting Period
or ongoing at the period-end

□ Applicable √ Not applicable
No such cases in this Reporting Period.

IV Operating result forecast for January-June 2017

Warning of a forecast deficit or considerable YoY change in the accumulative net profit made during the period
from the beginning of the year to the end of the next reporting period, as well as explanation of why:
√ Applicable □ Not applicable
Forecast of operating results: Significant decrease in the same direction
Type of forecast data: Interval data
                                                                     January-June
                                         January-June 2017                                                +/-%
                                                                        2016

Forecast    accumulative     net
                                          5,500 --           7,500          13,473 Down                        59.18% --        44.33%
profit (RMB’0,000)

Basic    earnings   per    share
                                         0.0544 --         0.0741           0.1332 Down                        59.16% --        44.37%
(RMB /share)

                                   Affected by the real estate development progress and the sales cycle, the sales of the Company’s
Note
                                   real estate projects decreased year on year.


V Securities investments

□ Applicable √ Not applicable

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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                        First Quarter Report 2017


No such cases in the Reporting Period.

VI Investments in derivative financial instruments

□ Applicable √ Not applicable
No such cases in the Reporting Period.

VII Visits paid to the Company in the Reporting Period for purposes of research,
communication, interview, etc.

√ Applicable □ Not applicable
       Date of visit              Way of visit             Type of visitor              Main inquiry information

                                                                             About the fundamentals of the Company
                                                                             and the asset reorganization progress,
01/16/2017                By phone                  Individual
                                                                             with no written materials provided by the
                                                                             Company

                                                                             About      the   development         and   sales
                                                                             progress of projects and the asset
02/08/2017                By phone                  Individual
                                                                             reorganization progress, with no written
                                                                             materials provided by the Company

                                                                             About the annual business results, the
                                                                             disclosure date of the annual report, the
                                                                             asset reorganization progress and the
02/28/2017                By phone                  Individual
                                                                             expected date for resumption of share
                                                                             trading,     with     no   written    materials
                                                                             provided by the Company

                                                                             About the date for resumption of share
                                                                             trading and the investor orientation to be
03/09/2017                By phone                  Individual
                                                                             held, with no written materials provided
                                                                             by the Company

                                                                             About the asset reorganization progress
                                                                             and the date for resumption of share
03/28/2017                By phone                    Individual
                                                                             trading,     with     no   written    materials
                                                                             provided by the Company


VIII Illegal provision of guarantees for external parties

□ Applicable √ Not applicable
No such cases in the Reporting Period.




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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.   First Quarter Report 2017


IX Occupation of the Company’s funds by the controlling shareholder or its related parties
for non-operating purposes

□ Applicable √ Not applicable
No such cases in the Reporting Period.




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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                   First Quarter Report 2017




                                   Section IV Financial Statements

I Financial statements

1. Consolidated balance sheet

Prepared by ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.
                                                       March 31, 2017
                                                                                                            Unit: RMB

                  Item                              Closing balance                     Opening balance

Current assets:

  Monetary funds                                                1,227,934,197.10                    1,266,057,324.40

  Settlement reserve

  Interbank lendings

  Financial assets at fair value through
profit/loss

  Derivative financial assets

  Notes receivable                                                    20,619,963.61                   20,606,778.91

  Accounts receivable                                             128,219,044.28                     108,298,050.40

  Accounts paid in advance                                            17,635,272.84                   15,865,139.33

  Premiums receivable

  Reinsurance premiums receivable

  Receivable      reinsurance   contract
reserve

  Interest receivable

  Dividends receivable                                                 1,052,192.76                       1,052,192.76

  Other accounts receivable                                           70,882,107.84                   67,514,794.65

  Financial assets purchased under
agreements to resell

  Inventories                                                   1,813,668,861.11                    1,734,553,042.10

  Assets held for sale

  Non-current assets due within one
year

  Other current assets                                                22,156,110.66                   13,358,714.45

Total current assets                                            3,302,167,750.20                    3,227,306,037.00

Non-current assets:


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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.     First Quarter Report 2017


  Loans and advances to customers

  Available-for-sale financial assets                         17,464,240.74             17,464,240.74

  Held-to-maturity investments

  Long-term accounts receivable

  Long-term equity investments                                37,447,267.61             37,447,267.61

  Investment property                                        410,566,561.89            416,227,686.30

  Fixed assets                                                44,192,791.29             45,531,813.41

  Construction in progress

  Engineering materials

  Disposal of fixed assets

  Productive living assets

  Oil-gas assets

  Intangible assets                                            5,018,895.00              5,146,080.00

  R&D expenses

  Goodwill

  Long-term deferred expenses                                   722,317.88                 695,720.30

  Deferred tax assets                                         35,079,388.75             35,781,937.87

  Other non-current assets

Total non-current assets                                     550,491,463.16            558,294,746.23

Total assets                                               3,852,659,213.36           3,785,600,783.23

Current liabilities:

  Short-term borrowings                                      124,994,816.81            111,709,916.44

  Borrowings from the Central Bank

  Money        deposits    accepted     and
inter-bank deposits

  Interbank borrowings

  Financial liabilities at fair value
through profit/loss

  Derivative financial liabilities

  Notes payable

  Accounts payable                                           105,386,778.56            168,614,299.95

  Accounts received in advance                               413,070,958.45            325,851,112.54

  Financial assets sold for repurchase

  Fees and commissions payable

  Payroll payable                                             21,849,576.00             38,949,995.06



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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.     First Quarter Report 2017


  Taxes payable                                               71,473,601.30             65,765,997.90

  Interest payable                                            16,535,277.94             17,142,210.94

  Dividends payable

  Other accounts payable                                     373,142,664.29            358,208,718.03

  Reinsurance premiums payable

  Insurance contract reserve

  Payables     for     acting   trading   of
securities
  Payables for acting underwriting of
securities

  Liabilities held for sale

  Non-current liabilities due within one
                                                              35,301,097.69             37,234,933.67
year

  Other current liabilities

Total current liabilities                                  1,161,754,771.04           1,123,477,184.53

Non-current liabilities:

  Long-term borrowings                                       130,000,000.00            136,000,000.00

  Bonds payable

       Of which: Preference shares

                    Perpetual bonds

  Long-term accounts payable                                   9,789,911.48             10,156,728.82

  Long-term payroll payable

  Special payables

  Provisions

  Deferred income

  Deferred tax liabilities

  Other non-current liabilities

Total non-current liabilities                                139,789,911.48            146,156,728.82

Total liabilities                                          1,301,544,682.52           1,269,633,913.35

Owners’ equity:

  Share capital                                            1,011,660,000.00           1,011,660,000.00

  Other equity instruments

       Of which: Preference shares

                    Perpetual bonds

  Capital reserve                                            978,244,910.11            978,244,910.11




                                                                                                    14
ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                         First Quarter Report 2017


  Less: Treasury shares

  Other comprehensive income                                       10,990,078.06                             10,652,531.69

  Special reserve

  Surplus reserve                                                  59,394,668.24                             59,394,668.24

  Provisions for general risks

  Retained earnings                                           618,529,883.09                                583,908,333.05

Equity attributable to owners of the
                                                             2,678,819,539.50                             2,643,860,443.09
Company

  Minority interests                                          -127,705,008.66                              -127,893,573.21

Total owners’ equity                                        2,551,114,530.84                             2,515,966,869.88

Total liabilities and owners’ equity                        3,852,659,213.36                             3,785,600,783.23

Legal representative: Zhou Jianguo                                        Accounting head for this Report: Tang Xiaoping

Head of the accounting department: Qiao Yanjun

2. Balance sheet of the Company
                                                                                                                  Unit: RMB

                    Item                         Closing balance                              Opening balance

Current assets:

  Monetary funds                                              821,144,924.94                                818,261,250.52

  Financial assets at fair value through
profit/loss

  Derivative financial assets

  Notes receivable

  Accounts receivable                                               4,905,866.49                                7,327,250.98

  Accounts paid in advance

  Interest receivable

  Dividends receivable                                        169,393,952.18

  Other accounts receivable                                   849,272,383.75                                844,149,690.07

  Inventories                                                 524,249,843.53                                538,828,597.52

  Assets held for sale

  Non-current assets due within one
year

  Other current assets                                             11,108,692.40                                1,884,516.01

Total current assets                                         2,380,075,663.29                             2,210,451,305.10

Non-current assets:

  Available-for-sale financial assets                              12,000,000.00                             12,000,000.00



                                                                                                                           15
ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.     First Quarter Report 2017


  Held-to-maturity investments

  Long-term accounts receivable

  Long-term equity investments                               297,461,748.63            297,461,748.63

  Investment property                                        356,064,463.94            360,712,864.13

  Fixed assets                                                26,168,832.35             26,785,752.21

  Construction in progress

  Engineering materials

  Disposal of fixed assets

  Productive living assets

  Oil-gas assets

  Intangible assets                                             248,400.00                 331,200.00

  R&D expenses

  Goodwill

  Long-term deferred expenses                                   581,762.10                 623,881.08

  Deferred tax assets                                          3,313,320.43              3,313,320.43

  Other non-current assets

Total non-current assets                                     695,838,527.45            701,228,766.48

Total assets                                               3,075,914,190.74           2,911,680,071.58

Current liabilities:

  Short-term borrowings

  Financial liabilities at fair value
through profit/loss

  Derivative financial liabilities

  Notes payable

  Accounts payable                                            20,699,117.44             32,687,289.94

  Accounts received in advance                                89,852,961.60             96,638,512.60

  Payroll payable                                             11,471,418.25             16,433,909.11

  Taxes payable                                               32,018,726.56             30,504,993.33

  Interest payable                                            16,535,277.94             17,142,210.94

  Dividends payable

  Other accounts payable                                     231,540,128.49            232,434,218.15

  Liabilities held for sale

  Non-current liabilities due within one
                                                              35,301,097.69             37,234,933.67
year

  Other current liabilities



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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.          First Quarter Report 2017


Total current liabilities                                    437,418,727.97                 463,076,067.74

Non-current liabilities:

  Long-term borrowings                                       130,000,000.00                 136,000,000.00

  Bonds payable

     Of which: Preference shares

                    Perpetual bonds

  Long-term payables

  Long-term payroll payable

  Special payables

  Provisions

  Deferred income

  Deferred tax liabilities

  Other non-current liabilities

Total non-current liabilities                                130,000,000.00                 136,000,000.00

Total liabilities                                            567,418,727.97                 599,076,067.74

Owners’ equity:

  Share capital                                            1,011,660,000.00                1,011,660,000.00

  Other equity instruments

     Of which: Preference shares

                    Perpetual bonds

  Capital reserve                                            978,244,910.11                 978,244,910.11

  Less: Treasury shares

  Other comprehensive income

  Special reserve

  Surplus reserve                                             36,265,054.83                  36,265,054.83

  Retained earnings                                          482,325,497.83                 286,434,038.90

Total owners’ equity                                      2,508,495,462.77                2,312,604,003.84

Total liabilities and owners’ equity                      3,075,914,190.74                2,911,680,071.58

3. Consolidated income statement
                                                                                                   Unit: RMB

                      Item                    January-March 2017              January-March 2016

1. Operating revenues                                        272,038,375.78                 332,573,819.86

Including: Sales income                                      272,038,375.78                 332,573,819.86

        Interest income



                                                                                                         17
ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.     First Quarter Report 2017


        Premium income

        Fee and commission income

2. Operating costs                                           224,314,815.24            291,880,778.81

Including: Cost of sales                                     202,225,932.36            256,347,948.80

        Interest expenses

        Fee and commission expenses

        Surrenders

        Net claims paid

        Net amount provided as insurance
contract reserve

        Expenditure on policy dividends

        Reinsurance premium

        Taxes and surtaxes                                     9,348,504.25             22,904,132.21

       Selling expenses                                        3,500,211.22              2,602,459.70

       Administrative expenses                                11,615,180.55             11,766,957.80

       Finance costs                                          -2,375,013.14              -1,740,719.70

       Asset impairment loss

Add: Profit on fair value changes (“-”
means loss)

     Investment income (“-” means loss)                        650,000.00                689,000.00

     Including: Share of profit/loss of
associates and joint ventures

     Exchange gains (“-” means loss)

3. Operating profit (“-” means loss)                        48,373,560.54             41,382,041.05

     Add: Non-operating income                                   284,621.56                100,191.21

        Including: Profit on disposal of
non-current assets

     Less: Non-operating expense                                  24,089.50                 48,210.58

        Including: Loss on disposal of
                                                                   3,584.80                    335.00
non-current assets

4. Total profit (“-” means loss)                            48,634,092.60             41,434,021.68

     Less: Corporate income tax                               13,968,640.73             10,258,603.13

5. Net profit (“-” means loss)                              34,665,451.87             31,175,418.55

     Net profit attributable to owners of
                                                              34,621,550.04             31,138,409.00
the Company

     Minority interests’ income                                  43,901.83                 37,009.55

6. Other comprehensive income net of tax                         482,209.10              -4,308,115.12


                                                                                                    18
ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                          First Quarter Report 2017


       Other comprehensive income net of
tax    attributable      to     owners      of     the                 337,546.37                              -2,983,400.13
Company
          6.1 Other comprehensive income
that     will   not     be      reclassified      into
profit/loss
            6.1.1 Changes in net liabilities
or assets with a defined benefit plan upon
re-measurement
            6.1.2        Share        of         other
comprehensive income of investees that
cannot be reclassified into profit/loss
under the equity method
          6.2 Other comprehensive income
to be subsequently reclassified into                                   337,546.37                              -2,983,400.13
profit/loss
            6.2.1        Share        of         other
comprehensive income of investees that
will be reclassified into profit/loss under
the equity method
            6.2.2 Profit/loss on fair value
changes of available-for-sale financial
assets
            6.2.3             Profit/loss          on
reclassifying                    held-to-maturity
investments           into      available-for-sale
financial assets
            6.2.4 Effective profit/loss on
cash flow hedges
            6.2.5       Currency       translation
                                                                       337,546.37                              -2,983,400.13
differences

            6.2.6 Other

       Other comprehensive income net of
                                                                       144,662.73                              -1,324,714.99
tax attributable to minority interests

7. Total comprehensive income                                       35,147,660.97                              26,867,303.43

       Attributable      to     owners      of     the
                                                                    34,959,096.42                              28,155,008.87
Company

       Attributable to minority interests                              188,564.55                              -1,287,705.44

8. Earnings per share

       8.1 Basic earnings per share                                        0.0342                                     0.0308

       8.2 Diluted earnings per share                                      0.0342                                     0.0308

Where business mergers under the same control occurred in this Reporting Period, the net profit achieved by the merged parties


                                                                                                                           19
ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                           First Quarter Report 2017



before the business mergers was RMB0.00, with the corresponding amount for the last period being RMB0.00.

Legal representative: Zhou Jianguo                                          Accounting head for this Report: Tang Xiaoping

Head of the accounting department: Qiao Yanjun

4. Income statement of the Company
                                                                                                                    Unit: RMB

                    Item                          January-March 2017                          January-March 2016

1. Operating revenues                                               70,517,089.34                             102,235,267.63

  Less: Operating costs                                             35,131,220.91                              60,579,951.61

        Taxes and surtaxes                                           3,211,986.71                              10,080,103.29

        Selling expenses                                               377,351.35                                1,374,782.92

        Administrative expenses                                      4,981,295.54                                5,867,146.22

        Finance costs                                               -7,649,431.84                               -2,105,327.23

        Asset impairment loss

  Add: profit on fair value changes (“-”
means loss)
        Investment income (“-” means
                                                                   170,043,952.18                                  689,000.00
loss)
        Including: Share of profit/loss of
associates and joint ventures

2. Operating profit (“-” means loss)                             204,508,618.85                              27,127,610.82

  Add: Non-operating income                                                                                         48,516.00

        Including: Profit on disposal of
non-current assets

  Less: Non-operating expense                                                                                       19,500.00

        Including: Loss on disposal of
non-current assets

3. Total profit (“-” means loss)                                 204,508,618.85                              27,156,626.82

  Less: Corporate income tax                                         8,617,159.92                                6,614,126.47

4. Net profit (“-” means loss)                                   195,891,458.93                              20,542,500.35

5. Other comprehensive income net of
tax
  5.1 Other comprehensive income that
will not be reclassified into profit and
loss
        5.1.1 Changes in net liabilities or
assets with a defined benefit plan upon
re-measurement



                                                                                                                             20
ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                    First Quarter Report 2017


       5.1.2       Share           of          other
comprehensive income of investees that
cannot be reclassified into profit/loss
under the equity method
     5.2 Other comprehensive income to
be     subsequently        reclassified         into
profit/loss
       5.2.1       Share           of          other
comprehensive income of investees that
will be reclassified into profit/loss
under the equity method
       5.2.2 Profit/loss on fair value
changes of available-for-sale financial
assets
       5.2.3 Profit/loss on reclassifying
held-to-maturity          investments           into
available-for-sale financial assets
       5.2.4 Effective profit/loss on cash
flow hedges
       5.2.5       Currency             translation
differences

       5.2.6 Other

6. Total comprehensive income                                         195,891,458.93                   20,542,500.35

7. Earnings per share

      7.1 Basic earnings per share                                           0.1936                           0.0203

      7.2 Diluted earnings per share                                         0.1936                           0.0203

5. Consolidated cash flow statement
                                                                                                            Unit: RMB

                     Item                              January-March 2017              January-March 2016

1. Cash flows from operating activities:

     Cash      received     from        sale     of
                                                                     349,371,612.56                   590,586,568.40
commodities and rendering of service
     Net increase in money deposits from
customers and interbank placements
     Net increase in loans from the
Central Bank
     Net increase in funds borrowed from
other financial institutions
     Cash received from premium of
original insurance contracts

     Net cash received from reinsurance


                                                                                                                   21
ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.    First Quarter Report 2017


business
  Net increase in deposits of policy
holders and investment fund
  Net increase in disposal of financial
assets at fair value through profit/loss
  Interest,     fees      and     commissions
received

  Net increase in interbank borrowings

  Net increase in funds in repurchase
business

  Tax refunds received

  Cash received from other operating
                                                             23,581,953.94             18,825,466.97
activities
Subtotal of cash inflows from operating
                                                           372,953,566.50             609,412,035.37
activities

  Cash paid for goods and services                         271,660,067.44             356,662,303.76

  Net increase in loans and advances
to customers
  Net increase in funds deposited in
the   Central       Bank        and   interbank
placements
  Cash paid for claims of original
insurance contracts

  Interest, fees and commissions paid

  Cash paid as policy dividends

  Cash paid to and for employees                             46,874,822.62             35,667,883.58

  Taxes paid                                                 40,309,529.03             39,994,554.81

  Cash       paid   for    other      operating
                                                             44,389,746.15             49,280,257.61
activities
Subtotal of cash outflows due to
                                                           403,234,165.24             481,604,999.76
operating activities
Net    cash     flows      from       operating
                                                            -30,280,598.74            127,807,035.61
activities

2. Cash flows from investing activities:

  Cash received from retraction of
investments

  Cash received as investment income                           650,000.00                 689,000.00

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

  Net cash received from disposal of


                                                                                                   22
ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.    First Quarter Report 2017


subsidiaries or other business units
       Cash      received     from       other
investing activities
Subtotal of cash inflows from investing
                                                               650,000.00                 689,000.00
activities
  Cash paid to acquire fixed assets,
intangible assets and other long-term                           17,621.00                 388,078.34
assets

  Cash paid for investment

  Net increase in pledged loans

  Net cash paid to acquire subsidiaries
and other business units
       Cash paid for other investing
activities
Subtotal of cash outflows due to
                                                                17,621.00                 388,078.34
investing activities

Net cash flows from investing activities                       632,379.00                 300,921.66

3. Cash flows from financing activities:

      Cash      received     from       capital
contributions
      Including:   Cash      received    from
minority shareholder investments by
subsidiaries

      Cash received as borrowings

      Cash received from issuance of
bonds
      Cash received from other financing
activities
Subtotal of cash inflows from financing
activities

      Repayment of borrowings                                 7,914,918.53             38,150,556.53
      Cash paid for interest expenses and
                                                              2,464,710.97              7,944,234.76
distribution of dividends or profit
       Including: dividends or profit paid
by subsidiaries to minority interests
      Cash paid for other financing
activities
Sub-total of cash outflows due to
                                                             10,379,629.50             46,094,791.29
financing activities
Net      cash    flows      from    financing
                                                            -10,379,629.50             -46,094,791.29
activities

4. Effect of foreign exchange rate                              -95,420.10                 34,460.72


                                                                                                   23
ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.              First Quarter Report 2017


changes on cash and cash equivalents
5. Net increase in cash and cash
                                                              -40,123,269.34                     82,047,626.70
equivalents
      Add: Opening balance of cash and
                                                            1,265,767,290.57                   1,169,756,306.36
cash equivalents
6. Closing balance of cash and cash
                                                            1,225,644,021.23                   1,251,803,933.06
equivalents

6. Cash flow statement of the Company
                                                                                                       Unit: RMB

                    Item                       January-March 2017                January-March 2016

1. Cash flows from operating activities:

  Cash       received      from    sale   of
                                                              69,759,767.31                     221,850,248.45
commodities and rendering of service

  Tax refunds received

  Cash received from other operating
                                                               6,653,936.44                      10,582,340.01
activities
Subtotal of cash inflows from operating
                                                              76,413,703.75                     232,432,588.46
activities

  Cash paid for goods and services                            23,224,035.38                      48,782,972.69

  Cash paid to and for employees                              12,654,048.17                       8,486,973.77

  Taxes paid                                                  23,798,753.26                      25,079,724.96

  Cash       paid   for    other   operating
                                                               4,332,281.70                      34,321,124.76
activities
Subtotal of cash outflows due to
                                                              64,009,118.51                     116,670,796.18
operating activities
Net    cash     flows      from    operating
                                                              12,404,585.24                     115,761,792.28
activities

2. Cash flows from investing activities:

  Cash received from retraction of
investments

  Cash received as investment income                                650,000.00                        689,000.00

  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
  Cash received from other investing
activities
Subtotal of cash inflows from investing
                                                                    650,000.00                        689,000.00
activities



                                                                                                              24
ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.    First Quarter Report 2017


  Cash paid to acquire fixed assets,
intangible assets and other long-term                             6,949.00                 12,396.00
assets

  Cash paid for investment

  Net cash paid to acquire subsidiaries
and other business units
  Cash       paid   for    other   investing
activities
Subtotal of cash outflows due to
                                                                  6,949.00                 12,396.00
investing activities

Net cash flows from investing activities                       643,051.00                 676,604.00

3. Cash flows from financing activities:

      Cash      received    from     capital
contributions

      Cash received as borrowings

      Cash received from issuance of
bonds
      Cash received from other financing
activities
Subtotal of cash inflows from financing
activities

      Repayment of borrowings                                 7,914,918.53             38,150,556.53

      Cash paid for interest expenses and
                                                              2,242,863.97              7,565,068.09
distribution of dividends or profit
      Cash paid for other financing
activities
Sub-total of cash outflows due to
                                                             10,157,782.50             45,715,624.62
financing activities
Net      cash    flows     from    financing
                                                            -10,157,782.50             -45,715,624.62
activities
4. Effect of foreign exchange rate
                                                                 -6,179.32                  1,879.08
changes on cash and cash equivalents
5. Net increase in cash and cash
                                                              2,883,674.42             70,724,650.74
equivalents
       Add: Opening balance of cash and
                                                           818,261,250.52             852,492,165.42
cash equivalents
6. Closing balance of cash and cash
                                                           821,144,924.94             923,216,816.16
equivalents


II Auditor’s report

Is this Report audited?



                                                                                                   25
ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.   First Quarter Report 2017



□ Yes √ No

This Report is not audited.




                                                                                                  26