深圳市纺织(集团)股份有限公司 2013 半年度报告摘要 Stock code: 000045,200045 Stock Abbreviation: Shen Textile A ,Shen Textile B Announcement No.: 2013-46 Shenzhen Textile (Holdings) Co., Ltd. Summary of the Semi-Annual Report 2013 1. Important Notice (1)This abstract is based on the full text of the semi-annual report. For more details, investors are suggested to read the full text disclosed at the same time with this abstract on htt://www.cninfo.com.cn. the website of Shenzhen stock exchange or any other website designated by CSRC. (2)Company Information Shen Textile A ,Shen Stock abbreviation Stock code: 000045、200045 Textile B Modified stock ID(if any) None Stock exchange for listing: Shenzhen Stock Exchange Contact person and contact Board secretary Securities affairs Representative manner Name Chao Jin Jiang Peng Tel 0755-83776043 0755-83776043 Fax 0755-83776139 0755-83776139 E-mail chaoj@chinasthc.com jiangp@chinasthc.com 2.Financial highlights and change of shareholders. (1)Financial highlights Does the company adjust retrospectively or restate accounting data of previous years due to change of the accounting policy or correction of any accounting error? □ Yes√ No Reporting period Same period of last year YoY+/-(%) Operating income(RMB) 576,348,010.06 375,432,991.91 53.52% Net profit attributable to the shareholders -3,642,102.17 -18,736,243.07 80.56% of the listed company(RMB) Net profit after deducting of non-recurring gain/loss attributable to the shareholders of -24,203,781.00 -25,242,008.05 4.11% listed company(RMB) Cash flow generated by business operation, -57,514,854.53 -16,058,109.71 -258.17% net(RMB) Basic earning per share(RMB/Share) -0.01 -0.06 -83.33% Diluted gains per -0.01 -0.06 -83.33% 1 深圳市纺织(集团)股份有限公司 2013 半年度报告摘要 share(RMB/Share)(RMB/Share) Net asset earning ratio(%) -1.57% -1.37% Decreased by 0.2% As at the end of the As at the end of last year YoY+/-(%) reporting period Gross assets(RMB) 2,808,457,777.29 1,880,660,667.21 49.33% Shareholders’ equity attributable to 2,259,589,492.24 1,303,011,954.39 73.41% shareholders of the listed company(RMB) (2)Shareholdings of the top 10 shareholders Total shareholder at period-end 17,114 Top 10 shareholders Share Frozen or pledged Name of the Properties of proportion Total shares Conditional shares Status of shareholder shareholder Amount % shares Shenzhen Investment State-owned legal 46.21% 234,069,436 89,092,384 Holdings Co., person Ltd. Tibet Ruihua Domestic non Investment State-owned 4.17% 21,108,061 21,108,061 Development Co., Ltd. Legal person National Social Security Fund Other 3.45% 17,500,000 17,500,000 portfolio 501 Pingan Dahua Fund Company -Pingan Bank -Pingan Intrust Other 3.39% 17,156,003 17,156,003 PinganWealth* trust fund plan of Chuangying stage 1 No. 13 CITIC Domestic non Securities Co., State-owned 3.39% 17,152,992 17,152,659 Ltd. Legal person Pingan Dahua Fund Company Other 3.39% 17,152,659 17,152,659 -Pingan Bank -Wang Fang Huaan Fund Company- ICBC- Huarong IntrustEquity Other 3.39% 17,152,658 17,152,658 investment trust fund plan of Huaan Fund NO.2 Shenzhen Shenchao State-owned Technology 3.18% 16,129,032 16,129,032 Investment Co., Legal person Ltd. ICBC-Nuoan Other 0.89% 4,500,000 4,500,000 2 深圳市纺织(集团)股份有限公司 2013 半年度报告摘要 Securities Investment Fund ICBC-Nuoan Value grow Securities Other 0.49% 2,500,000 2,500,000 Investment Fund Shenzhen Shenchao Technology Investment Co., Ltd. is a wholly-owned subsidiary of Shenzhen Investment Holdings Co., Ltd. and a person taking concerted action. Except this, Explanation on associated the Company did not whether there is relationship between the top ten shareholders holding relationship among the aforesaid non-restricted negotiable shares and between the top ten shareholders holding non-restricted shareholders negotiable shares and the top 10 shareholders or whether they are persons taking concerted action defined in Regulations on Disclosure of Information about Shareholding of Shareholders of Listed Companies. 1. Pan Zhiyong held 875,507 shares in the stock account opened at CITIC Securities Co., Ltd. Explanation on shareholders On basis credit Transaction and guarantee. participating in the margin trading 2. Cai Zhihao held 733,800 shares in the stock account opened at Zheshang Securities Co., business(if any ) Ltd. On basis of credit transaction and guarantee. He also holds another 5000 shares through ordinary stock accounts. Thus he actually holds 738,800 shares in total. (3)Change of the controlling shareholder or the actual controller Not Applicable。 3. Discussion and analysis by the management In the first half year, the Company successfully completed private issue of shares, further seized the development opportunities brought by transformation, focused on annual operation planning, actively gave play to its advantages accumulated in years in respect of technology R&D, platform scale and talents and made all-out efforts to accelerate the construction of the project of polarizer for TFT-LCD. It also consolidated its leading position in polarizer industry, strengthened the development of foreign and domestic market, increased the market share of its products and improved its core competitiveness and market influence. (I) Analysis of financial conditions 1. Analysis of condition of assets The Company's business scale has been unceasingly enlarged and its assets scale has grown rapidly. In the report period, the total assets of the Company increased by 49.33% from RMB 1880.6607 million at the end of 2012 to RMB 2808.4578 million on June 30, 2013 mainly because the Company raised proceeds of RMB 961.7510 million through private issue of shares. In the report period, the current assets of the Company increased by big margin mainly because the raised proceeds were used as planned after being available for use and unused raised proceeds were deposited in the bank accounts of the Company. 2. Analysis of the status of liabilities With the constant growth of polarizer project of the Company, the working capital necessary for production increased year by year. After the proceeds raised through private issue were available for use, the Company repaid part of short-term loans. The total liabilities of the Company at the end of the report period slightly decreased over the beginning of year. (II) Analysis of profitability of the Company 3 深圳市纺织(集团)股份有限公司 2013 半年度报告摘要 1. Analysis of operating income In the report period, the income from main operation of the Company mainly came from polarizer manufacturing and textile import and export agency business. The income from these two businesses accounts for 90.84% of the total income from main operation. With the constant enlargement of the scale of TFT - LCD project of the Company, the income from polarizer manufacturing will increase year by year and its proportion to total income will also gradually increase. In the report period, the income from textile and garment manufacturing decreased by 54.22% year on year mainly because the orders from Japanese customers decreased as a result of depression of underwear export market in the first half year. Meanwhile, due to depression of domestic market, the Company's income from textile and garment manufacturing somewhat decreased. The Company's property management is conducted only for its own properties. In the report period, its property lease business kept growth mainly due to the superior position of its self-owned properties and the effective measures it took. The income from property management increased by 8.06% year on year. 2. Analysis of operating cost and operating gross profit The Company's main operation is composed of polarizer business, textile and garment business and self-owned property lease management. Textile and garment business is divided into textile and garment manufacturing and textile and garment trade agency. The operating status and gross profit rate of the above-mentioned businesses are as follows: (1) Polarizer production and sales. At present, the Company occupies leading position at home in respect of polarizer technology. The application scope of its products is wide, The Company now can produce all kinds of polarizer products including TN, HTN, STN-LCD, semi-transparent polarizers, polaroid glasses, polarizers for TFT-LCD and can flexibly choose the kind of product for production and sales according to the change of different product markets. As Line 4 and Line 5 were not in full production and did not generate gains-to-scale in the report period, the overall gross profit rate of polarizer business decreased by big margin year on year. With the full running of Line 4 and Line 5 and constant enlarement of market share, the gross profit rate of polarizer business of the Company will gradually rise back to reasonable and normal level; (2) Textile import and export agency business. The Company mainly handles customs clearing procedures for export and export rebate procedures and collects or makes payment for goods on agency basis for textile and garment exporters and collects commissions from exporters in certain proportion of the value of export goods or at fixed amount. In the report period, the gross profit rate of this business was 0.81%. (3) Textile and garment manufacturing. As a large state-owned textile and garment manufacturing enterprise that was listed early in Shenzhen, the Company sticks to producing top-quality products and participates in market competition at a high starting point. In the report period, the gross profit rate of this business was 20.63%; (4) Self-owned property lease and management. The Company's main properties are located in North Huaqiang Trading Area. In the report period, the gross profit rate of this business was 73.47%. The profitability was quite strong and steady. (III) Analysis of periodic expenses In the report period, the ratio of periodic expenses to operating income ratio was 11.43%. In the same period of previous year, the ratio of periodic expenses to operating income was 15.40%. The ratio of periodic expenses to 4 深圳市纺织(集团)股份有限公司 2013 半年度报告摘要 operating income somewhat lowered year on year mainly because the growth rate of overall operating income was higher than that of periodic expenses as a result of year-on-year sharp increase of income from polarizer sales. (IV) Analysis of debt servicing capacity In the report period, the Company's current assets mainly included monetary capital, accounts receivable and inventories. The turnover of its inventories was quick and the recovery period of its accounts receivable was short. The liquidity of its current assets was quite strong. Main current liabilities included bills payable, accounts payable, advance receipts and staff and workers' remuneration payable. The pressure of debt service was quite small. Besides, there was close business relationship between the above-mentioned current liabilities and current assets and the proportioning was reasonable. The current ratio and quick ratio at the end of the report period increased by big margin over the beginning of year mainly because the Company raised proceeds of RMB 961.7510 million through private issue of shares in March 2013 so that the balance of monetary capital as of June 30, 2013 increased by big margin over the beginning of 2013 while current liabilities somewhat decreased. The assets-liabilities ratio of the Company at the end of the report period was 19.54%, which was kept at low level and lowered over the beginning of 2013 mainly because the Company raised proceeds through private issue of shares in March 2013 so that its total assets increased by big margin while its total liabilities did not change much. (V) Analysis of cash flow 1. Cash flow from operating activities The net cash flows from operating activities decreased by RMB 41.4567 million and 258.17% year on year mainly due to the increase of purchase of raw materials necessary for polarizers. 2. Net cash flows from investing activities The net cash flows from investing activities decreased by RMB 258.3587 million and 268.17% year on year mainly due to the redeposit of RMB 300 million as structural deposit in current period; 3. Net cash flows from financing activities The net cash flows from financing activities increased by 925.646 million and 76,499.67% mainly because the Company privately issued 170,000,000 ordinary RMB shares (par value per share: RMB 1.00) and raised net proceeds of RMB 961,751,000.85 according to the Approval of Private Issue of Shares by Shenzhen Textile (Holding) Co., Ltd. (CSRC Permit (2013) No. 2 Document) issued by China Securities Regulatory Commission. The Company will further optimize its organizational structure, reasonably allocate internal resources, strengthen refined management level, stress the overall enhancement of management efficiency, quicken R&D of new technologies, optimize product structure, comprehensively improve non-defective rate, product quality and personalized customer services, actively carry out differentiation-based product development strategy and aim to develop into a most respected leading optoelectronic technological enterprise with the best innovation ability. 5 深圳市纺织(集团)股份有限公司 2013 半年度报告摘要 4.Matters related to financial reporting (1)Explain change of the accounting policy, accounting estimate and measurement methods as compared with the financial reporting of last year. Not Applicable (2)Explain retrospective restatement due to correction of significant accounting errors in the reporting period. Not Applicable。 (3)Explain change of the consolidation scope as compared with the financial reporting of last year. Not Applicable。 (4)Explanation of the Board of Directors and the Supervisory Committee concerning the “ non-standard audit report” issued by the CPAs firm for the reporting period. 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. August 24,2013 6