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深深房B:2023年第三季度报告(英文)2023-10-28  

                        ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                       Third Quarterly Report 2023




Stock Code: 000029, 200029                     Stock Name: SPG, SPG-B                Announcement No.: 2023-038


SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE
       & PROPERTIES (GROUP) CO., LTD.
                        THIRD QUARTERLY REPORT 2023
Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. (hereinafter referred to as the “Company”) and all

the members of the Company’s Board of Directors hereby guarantee that the contents of this Report are true, accurate and

complete and free of any misrepresentations, misleading statements or material omissions.


Important Notes:
1. The Board of Directors, the Supervisory Committee as well as the directors, supervisors and senior
management of the Company hereby guarantee that the contents of this Report are true, accurate and complete and
free of any misrepresentations, misleading statements or material omissions, and collectively and individually
accept legal responsibility for such contents.
2. The Company’s legal representative, Chief Financial Officer, and head of the Company’s financial department
(equivalent to financial manager) hereby guarantee that the financial statements carried in this Report are true,
accurate and complete.
3. Indicate whether the financial statements in this Report have been audited by an independent auditor.
□Yes  No




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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                         Third Quarterly Report 2023


I Key Financial Information

(I) Key Accounting Data and Financial Indicators

Indicate whether there is any retrospectively restated datum in the table below.
□Yes  No
                                                 Q3 2023              YoY change (%)         Q1-Q3 2023       YoY change (%)
Operating revenue (RMB)                           90,700,026.78               -43.37%        354,316,805.85           -32.68%
Net profit attributable to the listed
                                                     686,777.00               -103.43%       -36,431,405.81           -129.12%
company’s shareholders (RMB)
Net profit attributable to the listed
company’s shareholders before                    -1,532,526.34                    -92.44%   -44,001,435.49          1,304.53%
exceptional gains and losses (RMB)
Net cash generated from/used in
operating activities (RMB)                          —                       —              -63,333,407.59             89.63%
Basic earnings per share
(RMB/share)                                               0.0007              -103.54%              -0.0360           -129.10%
Diluted earnings per share
                                                          0.0007              -103.54%              -0.0360           -129.10%
(RMB/share)
Weighted average return on equity
                                                          0.02%                     0.52%           -0.92%              -4.09%
(%)
                                           30 September 2023         31 December 2022                  Change (%)
Total assets (RMB)                            5,660,116,336.12         5,689,769,802.18                                 -0.52%
Equity attributable to the listed
                                               3,904,198,540.56        4,004,240,547.70                                 -2.50%
company’s shareholders (RMB)




(II) Exceptional Gains and Losses

 Applicable □ Not applicable
                                                                                                                     Unit: RMB
                               Item                                       Q3 2023               Q1-Q3 2023             Note
Gain or loss on disposal of non-current assets (inclusive of
impairment allowance write-offs)                                                   -799.45                2,951.05
Government grants through profit or loss (exclusive of                                                               Governme
government grants continuously given in the Company’s
ordinary course of business at fixed quotas or amounts as per the                     0.00             123,732.31    nt grants
government’s policies and standards)                                                                                received
Gain/Loss incurred from contingency unrelated to the
                                                                             172,096.87               1,816,919.56
Company’s normal operating businesses.
                                                                                                                     Gains on
                                                                                                                     fair-value
                                                                                                                     changes on
Gain or loss on fair-value changes on held-for-trading financial
                                                                                                                     investment
assets and liabilities & income from disposal of held-for-trading
                                                                                                                     s in
financial assets and liabilities and available-for-sale financial          2,048,046.94               5,686,654.29
                                                                                                                     monetary
assets (exclusive of the effective portion of hedges that arise in
                                                                                                                     fund and
the Company’s ordinary course of business)
                                                                                                                     other
                                                                                                                     investment
                                                                                                                     income
Non-operating income and expense other than the above                              -321.17              -38,075.58
Less: Income tax effects                                                           -280.15               22,151.95
Total                                                                      2,219,303.34               7,570,029.68       --
Other items that meet the definition of exceptional gain/loss:
□Applicable  Not applicable


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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                         Third Quarterly Report 2023


No such cases in the Reporting Period.
Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item listed in the Explanatory Announcement
No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Exceptional Gain/Loss Items:
□Applicable  Not applicable
No such cases in the Reporting Period.


(III) Changes in Key Financial Statement Line Items and Explanation of why

 Applicable □ Not applicable


Operating revenue and net profit attributable to the listed company’s shareholders before exceptional gains and losses for Q1-Q3
2023 decreased 32.68% and 1,304.53% respectively as compared to the same period of last year, primarily driven by the decreased
property sales revenue.


Net profit attributable to the listed company’s shareholders for Q1-Q3 2023 decreased 129.12% as compared to the same period of
last year, primarily driven by the transfer of 100% of Shenzhen Property Management Co., Ltd. in the same period of last year and
the decreased property sales revenue in the current period.


Net cash used in operating activities decreased 89.63% during Q1-Q3 2023 as compared to the same period of last year, primarily
driven by the payment of land value added tax in the same period of last year as well as the gradual inflow of pre-sale revenue of
the Guangmingli project and the decreased investment in the Linxinyuan project in Huizhou City in the current period.


II Shareholder Information

(I) Numbers of Ordinary Shareholders and Preference Shareholders with Resumed Voting Rights as well
as Holdings of Top 10 Shareholders

                                                                                                                        Unit: share
                                                                 Number of preference shareholders with resumed
Number of ordinary shareholders                        43,339                                                                 0
                                                                 voting rights
                                                        Top 10 shareholders
                                                                                                               Shares in pledge,
                                                                                                   Restricted      marked or
                                                Nature of         Shareholding    Total shares
          Name of shareholder                                                                       shares           frozen
                                               shareholder         percentage         held
                                                                                                     held
                                                                                                                Status Shares
Shenzhen Investment Holdings Co.,              State-owned
                                                                        55.78%     564,353,838
Ltd.                                           corporation
                                              Domestic non-
Shenzhen State-Owned Equity
                                            state-owned legal             6.35%     64,288,426
Operation and Management Co., Ltd.
                                                  person
                                            Domestic natural
Yang Jianmin                                                              1.09%     10,986,877
                                                  person
                                            Domestic natural
Zhang Xiujuan                                                             0.47%       4,760,400
                                                  person
                                            Domestic natural
Wang Yulan                                                                0.44%       4,427,191
                                                  person
                                            Domestic natural
He Qiao                                                                   0.40%       4,022,359
                                                  person
                                            Domestic natural
Pan Jun                                                                   0.39%       3,916,800
                                                  person
Hong Kong Securities Clearing                 Foreign legal
                                                                          0.35%       3,541,729
Company Ltd.                                      person
Wang Zhengying                              Domestic natural              0.29%       2,918,100

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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                           Third Quarterly Report 2023


                                                person
                                             Domestic natural
Zhang Zi                                                               0.26%            2,586,400
                                                person
                                                Top 10 unrestricted shareholders
                                                                                                Shares by type
          Name of shareholder                Unrestricted shares held
                                                                                      Type                       Shares
Shenzhen Investment Holdings Co.,                                             RMB-denominated
Ltd.                                                       564,353,838           ordinary stock                        564,353,838
Shenzhen State-Owned Equity                                                   RMB-denominated
Operation and Management Co., Ltd.                          64,288,426           ordinary stock                         64,288,426
                                                                              RMB-denominated
Yang Jianmin                                                10,986,877                                                  10,986,877
                                                                                 ordinary stock
                                                                              RMB-denominated
Zhang Xiujuan                                                4,760,400                                                   4,760,400
                                                                                 ordinary stock
                                                                              RMB-denominated
Wang Yulan                                                   4,427,191           ordinary stock                          4,427,191
                                                                              RMB-denominated
                                                                                                                         3,865,473
                                                                                 ordinary stock
He Qiao                                                      4,022,359        Domestically listed
                                                                                                                            156,886
                                                                                 foreign stock
                                                                              RMB-denominated
Pan Jun                                                      3,916,800           ordinary stock                          3,916,800
Hong Kong Securities Clearing                                                 RMB-denominated
                                                             3,541,729                                                   3,541,729
Company Ltd.                                                                     ordinary stock
                                                                              RMB-denominated
Wang Zhengying                                               2,918,100                                                   2,918,100
                                                                                 ordinary stock
                                                                              RMB-denominated
Zhang Zi                                                     2,586,400                                                   2,586,400
                                                                                 ordinary stock
                                                  Among the top 10 shareholders of the Company, Shenzhen State-Owned Equity
                                                  Operation and Management Co., Ltd. is the wholly-owned subsidiary of
Related or acting-in-concert parties among        Shenzhen Investment Holdings Co., Ltd. The Company does not know whether
the shareholders above                            there exists related-party relationship among the other shareholders, or whether
                                                  they are persons acting in concert as prescribed in the Administrative Measures
                                                  for the Acquisition of Listed Companies.
                                                  Among the top 10 shareholders, the third shareholder holds 9,804,200 shares of
                                                  the Company in his credit security account; the fourth shareholder holds
                                                  4,760,400 shares of the Company in his credit security account; the sixth
Top 10 shareholders engaged in securities
                                                  shareholder holds 3,732,000 shares of the Company in his credit security account;
margin trading
                                                  the ninth shareholder holds 2,918,100 shares of the Company in its credit security
                                                  account; the tenth shareholders holds 2,497,400 shares of the Company in its
                                                  credit security account.


(II) Number of Preference Shareholders and Shareholdings of Top 10 of Them

□Applicable  Not applicable


III Other Significant Events

□Applicable  Not applicable


IV Quarterly Financial Statements

(I) Financial Statements

1. Consolidated Balance Sheet

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


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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.           Third Quarterly Report 2023


                                                                                                       Unit: RMB
                  Item                              30 September 2023                 1 January 2023
Current assets:
 Monetary assets                                                  364,191,991.31                  197,663,949.74
 Settlement reserve
 Loans to other banks and financial
institutions
 Held-for-trading financial assets                                276,503,415.71                  408,154,361.42
 Derivative financial assets
 Notes receivable                                                                                   1,536,150.00
 Accounts receivable                                               35,827,221.67                   63,580,422.16
 Receivables financing
 Prepayments                                                          762,325.97                    1,163,612.24
 Premiums receivable
 Reinsurance receivables
 Receivable reinsurance contract reserve
 Other receivables                                                 15,100,732.65                   42,105,050.33
   Including: Interest receivable
                 Dividends receivable
 Financial assets purchased under resale
agreements
 Inventories                                                    4,293,033,713.17                4,257,109,614.31
 Contract assets
 Assets held for sale
 Current portion of non-current assets
 Other current assets                                              43,360,746.55                   36,778,641.42
Total current assets                                            5,028,780,147.03                5,008,091,801.62
Non-current assets:
 Loans and advances to customers
 Debt investments
 Other debt investments
 Long-term receivables
 Long-term equity investments                                           93,927.64                       93,927.64
   Investments in other equity
instruments                                                        13,787,820.00                   13,839,235.57
   Other non-current financial assets
 Investment property                                              548,211,054.29                  566,873,915.07
 Fixed assets                                                      20,295,139.81                   21,425,475.05
 Construction in progress
 Productive living assets
 Oil and gas assets
 Right-of-use assets                                                  132,855.29                       232,496.72
 Intangible assets
 Development costs
 Goodwill
 Long-term prepaid expense                                          1,790,037.93                    2,176,221.53
 Deferred income tax assets                                        47,025,354.13                   77,036,728.98
 Other non-current assets
Total non-current assets                                          631,336,189.09                  681,678,000.56
Total assets                                                    5,660,116,336.12                5,689,769,802.18
Current liabilities:
 Short-term borrowings                                             26,973,544.76                   51,138,077.62
 Borrowings from the central bank
 Loans from other banks and financial
institutions
   Held-for-trading financial liabilities
 Derivative financial liabilities
 Notes payable

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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                    Third Quarterly Report 2023


  Accounts payable                                                396,756,133.63                            434,601,559.67
  Advances from customers                                           4,871,471.88                              5,465,343.96
  Contract liabilities                                            193,363,120.56                             43,533,467.29
  Financial assets sold under repurchase
agreements
  Customer deposits and deposits from
other banks and financial institutions
  Payables for acting trading of securities
  Payables for underwriting of securities
  Employee benefits payable                                        25,381,851.09                             35,724,203.78
  Taxes and levies payable                                         37,272,312.56                            190,951,185.99
  Other payables                                                  556,949,129.04                            574,331,340.84
   Including: Interest payable                                     16,535,277.94                             16,535,277.94
               Dividends payable
  Fees and commissions payable
  Reinsurance payables
  Liabilities directly associated with
assets held for sale
  Current portion of non-current
liabilities                                                        30,946,196.66                              6,188,794.43
  Other current liabilities                                        17,223,024.08                              3,882,817.68
Total current liabilities                                       1,289,736,784.26                         1,345,816,791.26
Non-current liabilities:
  Insurance contract reserve
  Long-term borrowings                                            185,413,437.60                             54,261,000.00
  Bonds payable
   Including: Preference shares
                   Perpetual bonds
  Lease liabilities                                                    13,772.23                                 53,885.23
  Long-term payables
  Long-term employee benefits payable
  Provisions
  Deferred income
  Deferred income tax liabilities                                   3,096,348.02                              3,096,348.02
  Other non-current liabilities
Total non-current liabilities                                     188,523,557.85                             57,411,233.25
Total liabilities                                               1,478,260,342.11                         1,403,228,024.51
Owners’ equity:
  Share capital                                                 1,011,660,000.00                          1,011,660,000.00
  Other equity instruments
   Including: Preference shares
                Perpetual bonds
  Capital reserves                                                978,244,910.11                            978,244,910.11
  Less: Treasury stock
  Other comprehensive income                                       24,027,379.52                             25,926,720.85
  Specific reserve
  Surplus reserves                                                275,253,729.26                            275,253,729.26
  General reserve
  Retained earnings                                             1,615,012,521.67                         1,713,155,187.48
Total equity attributable to owners of the
                                                                3,904,198,540.56                         4,004,240,547.70
Company as the parent
Non-controlling interests                                         277,657,453.45                            282,301,229.97
Total owners’ equity                                           4,181,855,994.01                         4,286,541,777.67
Total liabilities and owners’ equity                           5,660,116,336.12                         5,689,769,802.18
Legal representative: Tang Xiaoping Chief Financial Officer: Wang Jianfei Head of the financial department: Zhou Hongpu




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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                   Third Quarterly Report 2023


2. Consolidated Income Statement for Q1~Q3

                                                                                                              Unit: RMB
                                       Item                                  Q1~Q3 2023                Q1~Q3 2022
1. Revenues                                                                     354,316,805.85           526,354,062.13
   Including: Operating revenue                                                 354,316,805.85           526,354,062.13
               Interest income
               Insurance premium income
               Fee and commission income
2. Costs and expenses                                                            404,813,647.75           513,906,330.96
   Including: Cost of sales                                                      289,093,965.63           366,479,949.49
               Interest expense
               Fee and commission expense
               Surrenders
               Net insurance claims paid
               Net amount provided as insurance contract reserve
               Expenditure on policy dividends
               Reinsurance premium expense
               Taxes and levies                                                   63,813,731.19            90,272,885.10
               Selling expense                                                    17,817,886.71            14,656,389.00
               Administrative expense                                             34,809,213.29            47,428,250.80
               R&D expense
               Finance costs                                                        -721,149.07            -4,931,143.38
                   Including: Interest expense
                              Interest income                                      1,303,132.63             3,618,913.93
Add: Other income                                                                    121,159.27               493,363.45
      Return on investment (“-” for loss)                                        2,516,011.35           165,075,180.97
          Including: Share of profit or loss of joint ventures and
associates
           Income from the derecognition of financial assets at
amortized cost (“-” for loss)
       Exchange gain (“-” for loss)
       Net gain on exposure hedges (“-” for loss)
      Gain on changes in fair value (“-” for loss)                               4,987,562.50             6,896,129.52
       Credit impairment loss (“-” for loss)                                       529,176.78              -564,302.42
       Asset impairment loss (“-” for loss)                                                                -532,397.57
       Asset disposal income (“-” for loss)
3. Operating profit (“-” for loss)                                             -42,342,932.00           183,815,705.12
Add: Non-operating income                                                             19,661.14               844,371.06
Less: Non-operating expense                                                           52,212.63               254,973.93
4. Gross profit (“-” for loss)                                                 -42,375,483.49           184,405,102.25
Less: Income tax expense                                                          -2,092,269.34            62,719,392.70
5. Net profit (“-” for net loss)                                               -40,283,214.15           121,685,709.55
 5.1 By operating continuity
   5.1.1 Net profit from continuing operations (“-” for net loss)              -40,283,214.15           112,040,552.14
   5.1.2 Net profit from discontinued operations (“-” for net loss)                                       9,645,157.41
 5.2 By ownership
     5.2.1 Net profit attributable to shareholders of the Company as
the parent (“-” for net loss)                                                  -36,431,405.81           125,120,961.59
     5.2.1 Net profit attributable to non-controlling interests (“-” for
net loss)                                                                         -3,851,808.34            -3,435,252.04
6. Other comprehensive income, net of tax                                         -2,691,309.51            -9,374,622.80
   Attributable to owners of the Company as the parent                            -1,899,341.33            -6,886,381.58
     6.1 Items that will not be reclassified to profit or loss                       -51,415.57            -1,080,485.41
        6.1.1 Changes caused by remeasurements on defined benefit
schemes
        6.1.2 Other comprehensive income that will not be reclassified
to profit or loss under the equity method

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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                        Third Quarterly Report 2023


         6.1.3 Changes in the fair value of investments in other equity
instruments                                                                              -51,415.57               -1,080,485.41
         6.1.4 Changes in the fair value arising from changes in own
credit risk
         6.1.5 Other
     6.2 Items that will be reclassified to profit or loss                           -1,847,925.76                -5,805,896.17
         6.2.1 Other comprehensive income that will be reclassified to
profit or loss under the equity method
         6.2.2 Changes in the fair value of other debt investments
         6.2.3 Other comprehensive income arising from the
reclassification of financial assets
         6.2.4 Credit impairment allowance for other debt investments
         6.2.5 Reserve for cash flow hedges
         6.2.6 Differences arising from the translation of foreign
                                                                                     -1,847,925.76                -5,805,896.17
currency-denominated financial statements
         6.2.7 Other
   Attributable to non-controlling interests                                           -791,968.18                -2,488,241.22
7. Total comprehensive income                                                       -42,974,523.66               112,311,086.75
   7.1 Attributable to owners of the Company as the parent                          -38,330,747.14               118,234,580.01
   7.2 Attributable to non-controlling interests                                     -4,643,776.52                -5,923,493.26
8. Earnings per share
   8.1 Basic earnings per share                                                             -0.0360                      0.1237
   8.2 Diluted earnings per share                                                           -0.0360                      0.1237
Where business combinations under common control occurred in the current period, the net profit achieved by the acquirees before
the combinations was RMB0.00, with the amount for the same period of last year being RMB0.00.
Legal representative: Tang Xiaoping Chief Financial Officer: Wang Jianfei Head of the financial department: Zhou Hongpu


3. Consolidated Cash Flow Statement for Q1~Q3

                                                                                                                   Unit: RMB
                                   Item                                         Q1~Q3 2023                   Q1~Q3 2022
1. Cash flows from operating activities:
   Proceeds from sale of commodities and rendering of services                       416,750,824.92             340,192,663.39
  Net increase in customer deposits and deposits from other banks and
financial institutions
  Net increase in borrowings from the central bank
  Net increase in loans from other financial institutions
  Premiums received on original insurance contracts
  Net proceeds from reinsurance
  Net increase in deposits and investments of policy holders
  Interest, fees and commissions received
  Net increase in loans from other banks and financial institutions
  Net increase in proceeds from repurchase transactions
   Net proceeds from acting trading of securities
  Tax and levy rebates                                                                 1,186,861.59             130,983,924.40
  Cash generated from other operating activities                                      29,129,487.96              41,958,184.88
Subtotal of cash generated from operating activities                                 447,067,174.47             513,134,772.67
  Payments for commodities and services                                              123,719,069.83             278,878,904.10
   Net increase in loans and advances to customers
  Net increase in deposits in the central bank and other banks and
financial institutions
  Payments for claims on original insurance contracts
  Net increase in loans to other banks and financial institutions
  Interest, fees and commissions paid
  Policy dividends paid
  Cash paid to and for employees                                                      53,087,639.58              68,683,129.50
  Taxes and levies paid                                                              201,016,409.51             576,441,841.05
  Cash used in other operating activities                                            132,577,463.14             199,743,887.60


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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                         Third Quarterly Report 2023


Subtotal of cash used in operating activities                                         510,400,582.06          1,123,747,762.25
Net cash generated from/used in operating activities                                  -63,333,407.59           -610,612,989.58
2. Cash flows from investing activities:
 Proceeds from disinvestment
 Return on investment                                                                   2,354,519.56             10,527,896.61
 Net proceeds from the disposal of fixed assets, intangible assets and
                                                                                            3,537.60                  2,907.50
other long-lived assets
 Net proceeds from the disposal of subsidiaries and other business
                                                                                                                157,394,714.05
units
   Cash generated from other investing activities                                     136,800,000.00            115,000,000.00
Subtotal of cash generated from investing activities                                  139,158,057.16            282,925,518.16
   Payments for the acquisition of fixed assets, intangible assets and
                                                                                          599,579.46                174,849.24
other long-lived assets
 Payments for investments
 Net increase in pledged loans granted
 Net payments for the acquisition of subsidiaries and other business
units
   Cash used in other investing activities
Subtotal of cash used in investing activities                                             599,579.46                174,849.24
Net cash generated from/used in investing activities                                  138,558,477.70            282,750,668.92
3. Cash flows from financing activities:
   Capital contributions received
      Including: Capital contributions by non-controlling interests to
subsidiaries
   Borrowings received                                                                155,986,610.82             33,440,000.00
   Cash generated from other financing activities
Subtotal of cash generated from financing activities                                  155,986,610.82             33,440,000.00
 Repayment of borrowings
   Interest and dividends paid                                                         65,137,494.78             89,217,187.50
      Including: Dividends paid by subsidiaries to non-controlling
interests
   Cash used in other financing activities
Subtotal of cash used in financing activities                                          65,137,494.78             89,217,187.50
Net cash generated from/used in financing activities                                   90,849,116.04            -55,777,187.50
4. Effect of foreign exchange rates changes on cash and cash
                                                                                          154,319.59              1,326,374.63
equivalents
5. Net increase in cash and cash equivalents                                          166,228,505.74           -382,313,133.53
Add: Cash and cash equivalents, beginning of the period                               190,365,069.48            612,293,635.15
6. Cash and cash equivalents, end of the period                                       356,593,575.22            229,980,501.62


(II) Adjustments to Financial Statement Items at the Beginning of the Year of the First Implementation of
the New Accounting Standards Implemented since 2023

□Applicable  Not applicable


(III) Independent Auditor’s Report

Indicate by tick mark whether the financial statements above have been audited by an independent auditor.
□Yes  No
These financial statements have not been audited by such an auditor.




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ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.                    Third Quarterly Report 2023


                                                                                                           Board of Directors
                                                    ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd.
                                                                                                             28 October 2023




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