Shenzhen Textile (Holdings) Co., Ltd. Quarterly Report for the Third Quarter of 2011 Stock code: 000045、200045 Stock Abbreviation: Shenzhen Textile A,B Announcement No.: 2011-34 Shenzhen Textile (Holdings) Co., Ltd. Quarterly Report for the Third Quarter of 2011 §1 Important notes 1.1 The Board of Directors of the Company hereby guarantees that there are no misstatement, misleading representation or important omissions in this report and shall assume joint and several liability for the authenticity, accuracy and completeness of the contents hereof. 1.2 The Third Quarterly Report is not audited by CPA. 1.3 Chairman of the Board of Directors Wang Bin, General Manager Zhu Jun and Manager of Financial Dept Liu Yi represent and warrant the financial and accounting report in the quarterly is true and complete. §2 Basic Information 2.1 Highlights of Accounting Data and Financial Indicators Unit:RMB 2011.9.30 2010.12.31 Increase /decrease(%) Total assets(RMB) 1,695,700,128.73 1,655,422,298.41 2.43% Owner’s equity attributable to shareholders of the listed company 1,396,256,920.47 1,345,969,224.97 3.74% (RMB) Stock capital(shares) 336,521,849.00 336,521,849.00 0.00% Net assets per share attributable to shareholders of the listed company 4.15 4.00 3.75% (yuan/shares) Increase/decrease in Increase/decrease in the report period the report period January-September July-September 2011 compared with the compared with the 2011 same period of the same period of the last year(%) last year(%) Total turnover(RMB) 178,733,950.00 23.64% 497,916,667.75 6.64% Net profit attributable to shareholders of the listed company 10,312,743.78 -14.19% 42,676,720.47 15.73% (RMB) Net cash flow arising from operating - - 31,988,590.87 271.41% activities(RMB) Net cash flow per share arising from - - 0.10 242.86% operating activities(yuan/shares) Basic earnings per share 0.03 -25.00% 0.13 -7.14% (yuan/shares) 1 Shenzhen Textile (Holdings) Co., Ltd. Quarterly Report for the Third Quarter of 2011 Diluted earnings per share 0.03 -25.00% 0.13 -7.14% (yuan/shares) Weighted average return on equity 0.75% Decreased by 0.39% 3.12% Decreased by 2.18% (%) Weighted average Return on net assets after deducting non-recurring 0.60% Increased by 0.30% 1.99% Decreased by 1.29% gains and losses(%) Items of non-current gains and losses √ applicable □ not applicable Unit:RMB Non-recurring gain and loss items Amount Notes(If applicable) The gains from disposal of 99,139.59 non-current assets Including :Governmental subsidy accounted for as profits or losses for current period" includes governmental R&D subsidy Governmental Subsidy accounted as of RMB 5,932,485 appropriated by Shenzhen Development and current gain/loss, except for those Reform Commission, national aid of RMB 750,000 for special subsidies at with amount or quantity 6,992,385.03 project of new-type panel display industrialization, supporting fixed by the national government and funds of RMB 150,000 for technology industrialization closely related to the Company’s demonstration project ,Economic development supporting fund business operation. of RMB 85,500 received from Futian Chamber of Commerce and loan discount of RMB 74,400 .03 appropriated by Shenzhen Financial Bureau,; In addition to normal business with the company effective hedging related business, holders of tradable The investment income from financial assets available financial assets, transactions and financial liabilities arising from for sale is the income from the Company's sale of changes in fair value gains and 1,482,128.46 losses, as well as the disposal of shares of Shenzhen Victor Onward Textile Industrial trading of financial assets, trading financial liabilities and Co., Ltd. available-for-sale financial assets gains return on investment; Mainly due to receipt of 1,085,733 A shares of Guangdong Sunrise Group Co., Ltd. (the market value of these shares was RMB 9,847,598.31 according to the closing price of A shares of * ST Sunrise on May 17, 2010 (the last trading day before suspension of listing), i.e., RMB 9.07 per share) and cash of Net amount of non-operating income RMB 702,694.14 (RMB 10,550,292.45 in total as recognized and expense except the aforesaid 10,873,223.75 non-operating income and RMB 315,936.60 in total as subway items construction compensation income) according to (2010) Shen Zhong Fa Min Qi Zhong Zhen Zi No. 5-5 Civil Award and the Plan for Reorganization of Guangdong Sun Rise Group Co., Ltd(Refer to No. 2011-39 Announcement of the Company for details Amount of influence of income tax -4,044,910.78 Total 15,401,966.05 - 2.2 Total number of shareholders in the end of the report period and shares held by the top ten shareholders with unrestricted conditions Unit:Shares Total number of shareholders at the end of report period 17,862 2 Shenzhen Textile (Holdings) Co., Ltd. Quarterly Report for the Third Quarter of 2011 Share held by the top ten shareholders with unrestricted conditions Number of Unconditional shares held at the Name of the shareholder Type of shares period-end RMB Common Shenzhen Investment Holdings Co., Ltd. 144,977,052 shares Zhejiang Silicon Valley Tiantang Kuncheng Chuangye RMB Common 13,555,000 Investment Co., Ltd. shares RMB Common Huabao Intrust Co., Ltd. 9,214,953 shares RMB Common Changzhou Investment Group Co., Ltd. 2,421,495 shares Foreign shares placed in CHINA OPPORTUNITIES H-B FUND 1,271,367 domestic exchange Foreign shares placed in Zheng Bangsheng 1,169,000 domestic exchange China People’s Life insurance Co., Ltd.-Dividend –Individual RMB Common 1,120,439 Dividend shares Foreign shares placed in China Merchants Securities (HK) Co., Ltd. 953,617 domestic exchange Foreign shares placed in Xu Ruijiang 791,688 domestic exchange Foreign shares placed in Liu Hong 710,000 domestic exchange §3 Significant Events 3.1 Particular about large-margin change of main accounting statement item and financial index and its reason. √ applicable □ not applicable 1. The ending balance of monetary capital decreased by RMB 398.6331 million and 48.01% over beginning of period mainly due to the investment in the construction of phase-I project of polarizer sheet for TFT-LCD in current period; 2. The ending book balance of accounts receivable increased by RMB 23.8402 million and 49.51% over beginning of period mainly due to increase of accounts receivable for polarizer sheet business and knitted underwear business with the growth of sales income; 3. The ending balance of Prepayment Increased by RMB 35.8940 million and 766.78% over year-beginning balance ,The ending balance of Advance account Increased by RMB 39.2141 million and 281.67% over year-beginning balance mainly due to the increase of export trade orders at the end of current period over the same period of the previous year; 4. The ending balance of other receivables decreased by RMB 16.6945 million and 55.62% over beginning of period mainly due to recovery of export rebates; 5. The end-of-period balance of construction in progress increased by RMB 390.8174 million over beginning of period mainly due to increase of investment in phase-I project of polarizer sheet for TFT-LCD; 6. The end-of-period balance of taxes and levies payable decreased by RMB 24.5930 million and 613.03% over beginning of period mainly due to payment of value added tax on purchase for imported equipment for phase-I project of polarizer sheet for TFT-LCD and 3 Shenzhen Textile (Holdings) Co., Ltd. Quarterly Report for the Third Quarter of 2011 other equipment purchased; 7. The end-of-period balance of interest payable increased by RMB 3.3519 million and 2175.24% over beginning of period mainly due to increase of special loan interest payable for the phase-I project of polarizer sheet for TFT-LCD; 8. The end-of-period balance of non-current liabilities to become due within one year decreased by RMB 21 million and 100% million mainly due to repayment of the loan; 9.. The ending undistributed profit increased by RMB 42.6767 million and 31.48% over beginning of period, which was derived from the net profit for the current period; 10. The selling expenses increased by RMB 1.724 million and 45.84% year on year mainly due to increase of sales income; 11. Financial expenses in current period year decreased by RMB 8.1468 million and 386.17% year on year mainly due to decrease of expenditure on interests on borrowings because raised proceeds of RMB 80 million were temporarily used to supplement working capital and due to increase of fixed deposit interest income from raised proceeds; 12. Assets impairment loss in current period increased by RMB 4.8006 million and 296.88% year on year mainly due to increase of provision for bad debts caused by business growth and increase of sales income and accounts receivable; 13. Investment income decreased by RMB 8.3684 million and 64.02% year on year mainly due to year-on-year decrease of sales of financial assets available for sale through secondary market in current period; 14.. Non-operating income increased by RMB 8.9935 million and 100.21% year on year mainly due to receipt of 1,085,733 A shares of Guangdong Sunrise Group Co., Ltd. (the market value of these shares was RMB 702,694.14 according to the closing price of A shares of * ST Sunrise on May 17, 2010 (the last trading day before suspension of listing), i.e., RMB 9.07 per share) in total as recognized non-operating income) according to (2010) Shen Zhong Fa Min Qi Zhong Zhen Zi No. 5-5 Civil Award and the Plan for Reorganization of Guangdong Sun Rise Group Co., Ltd (Refer to No. 2011-39 Announcement of the Company for details); 15. The tax refund received in current period increased by RMB 15.0847 million and 42.95% year on year mainly due to year-on-year increase of export rebates received in current period; 16. Other cash received relating to operating activities increased by RMB 10.5372 million and 367.79% year on year mainly due to receipt of the payment from court enforcement and receipt of cash for counter-performance from the debt reorganization of Guangdong Sun Rise Group Co., Ltd. and collection of suspense receipts including water and electricity charges; 17. The net cash flows from operating activities in current period increased by RMB 50.6511 million and 271.41% year on year mainly due to year-on-year increase of net cash flows from operating activities of Shenzhen Shengbo Optoelectronic Technology Co., Ltd. and export rebates received; 18. Cash received from disposal of investments decreased by RMB 8.8709 million and 83.79%year on year mainly due to year-on-year decrease of sales of financial assets available for sale through secondary market in current period; 19. Other cash received relating to investing activities in current period increased by RMB 406.0659 million year on year mainly due to writeback of fixed deposit of RMB 399.5494 million and receipt of fixed deposit interest of RMB 6.5165 million; 20. The Cash paid for construction of fixed assets, intangible assets and other long-term assets were RMB 323.6753 million, which increased by 332.36% year on year mainly due to increase of expenditure on phase-I project of polarizer sheet for TFT-LCD; 21. Net increase in cash and cash equivalents in current period decreased by RMB 672.2379 million and 100.01% year on year mainly due to proceeds were obtained through private issue in the same period of previous year. 3.2 The progress of significant events and influence, as well as the analysis and explanation on resolving proposal. □applicable √ not applicable 3.2.1 Non-standard Opinion □applicable √ not applicable 3.2.2 The Company provided funds to its controlling shareholder or related parties and provided guarantees in violation of established procedures. □applicable √ not applicable 3.2.3 Signing and performance of significant contracts for daily operation □applicable √ not applicable 4 Shenzhen Textile (Holdings) Co., Ltd. Quarterly Report for the Third Quarter of 2011 3.2.4 Other √□applicable □not applicable In the report period, The Company finished the preparation of Internal Control Manual (advanced edition), held a meeting for issue and implementation and also completed Regulations on Defect Report Management for Internal Control (draft). According to the work schedule of Shenzhen Securities Regulatory Bureau in respect of experimental companies for internal control standardization, the Company has completed the work of straightening out processes, making comprehensive analysis, identifying inherent risks, appraising risk levels, identifying key control activities in processes, preparing relevant internal control documents, preparing risk list and establishing internal control defect report mechanism and entered the stage of finalizing internal control defect rectification plan. 3.3 The fulfillment of the commitment made by the Company , shareholders and the actual controller Companies or shareholders holding more than 5% equity during the reporting period or the commitments continued to the reporting period √ applicable □ not applicable Items of Promisee Content of commitments Implementation commitments As Shenzhen Investment Holdings Co., Ltd., the controlling shareholder of the company, committed when the restricted-for-sale shares from the shares restructuring were listed for circulation in the market: i. if they plan Promise in to sell the shares through the securities exchange system in the future, and Shenzhen the decrease of the shares they hold reaches 5% within 6 months after the share holding Investment first decrease, they will disclose an announcement indicating the sale Under fulfillment. structure Holdings Co., through the company within two trading days before the first decrease; ii. reform Ltd. They shall strictly observe the “Guidelines on Transfer of Restricted-for-sale Original Shares of Listed Companies” and the provisions of the relevant business principles of Shenzhen Stock Exchange. Commitments made in Acquisition Report or N/A N/A N/A Reports on Change in interests Commitments made in N/A N/A N/A Material assets Reorganization Shenzhen Investment Holdings Co., Ltd. signed a “Letter of Commitment and Statement on Horizontal Competition Avoidance” when the company issued non-public stocks in 2010. Pursuant to the Letter of Commitment and Statement, Shenzhen Investment Holdings Co., Ltd. and its wholly owned subsidiary, subsidiaries under control or any other companies that have actual control of it shall not be involved in the business the same as Shenzhen or similar to those Shenzhen Textile currently or will run in the future, or Commitments Investment any businesses or activities that may constitute direct or indirect competition with Shenzhen Textile; if the operations of Shenzhen Under fulfillment. made in issuing Holdings Co., Investment Holdings Co., Ltd. and its wholly owned subsidiaries, Ltd. subsidiaries under control or other companies that have actual control of it compete with Shenzhen Textile in the same industry or contradict the interest of the issuer in the future, Shenzhen Investment Holdings Co., Ltd. shall urge such companies to sell the equity, assets or business to Shenzhen Textile or a third party; when the horizontal competition may occur due to the business expansion concurrently necessary for Shenzhen Investment Holdings Co., Ltd. and its wholly owned subsidiaries, subsidiaries under 5 Shenzhen Textile (Holdings) Co., Ltd. Quarterly Report for the Third Quarter of 2011 control or other companies that have actual control of it and Shenzhen Textile, Shenzhen Textile shall have priority. Other commitments (Including: N/A N/A N/A supplementary commitments) 3.4 Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation of reason. □applicable √ not applicable 3.5 Other significant events need to be explained 3.5.1 Stock investment □applicable √ not applicable 3.5.2 Reception of investigations, communications ,or interviews company held in the report period. Content of discussion and materials Date Place Mode Visitor provided The information of the company intends July-September Individual 2011 The Company Telephone to issue stock to raise capital investment Investor projects. 3.6 Particulars about derivatives investment □applicable √ not applicable 3.6.1 Particulars about the positions of derivatives investment at the end of report period. □applicable √ not applicable This Report has been prepared in both Chinese and English. In case of any discrepancy, the Chinese version shall prevail. The Board of Directors of Shenzhen Textile (Holdings) Co., Ltd. October 26,2011 6