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深纺织B:2014年第三季度报告正文(英文版)2014-10-28  

						                                                            深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文


Stock code: 000045、200045    Stock Abbreviation: Shen Textile A、Shen Textile B Announcement No.: 2014-54




                        Shenzhen Textile (Holdings) Co., Ltd.
                             The Third Quarterly Report 2014




1 Important notes

The Board of Directors , the Supervisory Committee, the directors, the supervisors, and executives of the
Company guarantee that there are no significant omissions, fictitious or misleading statements carried in the
Quarterly Report and we will accept individual and joint responsibilities for the truthfulness, accuracy and
completeness of the Quarterly Report.

All of the directors presented the board meeting at which this Quarterly Report was examined.

Mr. Zhu Jun, The Company Leader, Mr. Zhu Jun, Chief financial officer and the Mr.Jiang Xiaojun, the person in
charge of the accounting department (the person in charge of the accounting )hereby confirm the authenticity and
completeness of the financial report enclosed in the report.
This report is prepared in both Chinese and English. Should there be an discrepancy between the two versions, the
Chinese version shall prevail.




                                                        1
                                                                深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文


II.Main financial data and changes of shareholders

(1)Main accounting data and financial Index

Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed
and accounting error correction or not.
□ Yes √ No
                                    As at the end of the                                    Changed (%)over end of
                                                               As at the end of last year
                                     reporting period                                              prev. year
Gross assets(RMB)                      2,915,138,176.98              2,851,759,735.91                         2.22%
Net assets attributable to the
shareholders of the listed               2,249,443,931.72              2,297,846,577.11                         -2.11%
company(RMB)
                                                       Increase/decrease Between beginning
                                                         over the same     of the year to the Changed (%)over
                                 Reporting period
                                                       period of last year end of the report   end of prev. year
                                                            (%)                period
Operating income(RMB)             342,049,067.34                   35.74%     813,672,892.15                  -1.77%
Net profit attributable to the
shareholders of the listed           -16,558,015.23              -308.92%        -38,202,525.33         -32,901.45%
company(RMB)
Net profit after deducting of
non-recurring gain/loss
attributable to the                  -23,552,101.75                  -3.01%      -63,849,988.68                -24.06%
shareholders of listed
company(RMB)
Cash flow generated by
business operation, net                  --                     --               -65,328,497.17                46.01%
(RMB)
Basic earning per
                                               -0.03             -250.00%                    -0.08      -29,409.40%
share(RMB/Share)
Diluted gains per
                                               -0.03             -250.00%                    -0.08      -29,409.40%
share(RMB/Share)
Weighted average
                                              -0.73%                 -1.17%                 -1.68%              -1.67%
income/asset ratio(%)
Items and amount of non-current gains and losses
√Applicable □Not applicable
                                                                                                               In RMB
                                                                  Amount (Year-beginning to
                            Items                                                                      Notes
                                                                 the end of the report period.)
Non-current asset disposal gain/loss(including the write-off
                                                                                     53,428.15
part for which assets impairment provision is made)
Government subsidy recognized in current gain and                               12,732,501.05
                                                           2
                                                                 深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文


loss(excluding those closely related to the Company’s
business and granted under the state’s policies)
Gain/loss from change of fair value of transactional
financial asset and liabilities, and investment gains from
disposal of transactional financial assets and liabilities and                  16,994,763.49
sellable financial assets other than valid period value
instruments related to the Company’s common businesses
Other non-business income and expenditures other than the
                                                                                   191,371.43
above

Less:Amount of influence of income tax                                          4,324,600.77

Total                                                                           25,647,463.35           --
For the Company’s non-recurring gain/loss items as defined in the Explanatory Announcement No.1 on
information disclosure for Companies Offering their Securities to the Public-Non-recurring Gains and Losses and
its non-recurring gain/loss items as illustrated in the Explanatory Announcement No.1 on information Disclosure
for Companies offering their securities to the public-non-recurring Gains and losses which have been defined as
recurring gains and losses, it is necessary to explain the reason.
□ Applicable√ Not applicable
None of Non-recurring gain /loss items recognized as recurring gain /loss/items as defined by the information
disclosure explanatory Announcement No.1- Non –recurring gain/loss in the report period.




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                                                             深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文


(II) Total number of shareholders and shareholding of top 10 shareholders by the end of the report
period

(1) Total number of common shareholders and shareholding of top 10 common shareholders by the end of the
report period

                                                                                                           In Shares
Total number of shareholders at the end
                                                                                                            20,739
of report period
                               Particular about shares held by top ten shareholders
                                                                     Amount of
                                                                                         Pledging or freezing
                                             Share                     tradable
                          Properties of
  Shareholder name                         proportion    Quantity    shares with
                          shareholder                                                 Status of the
                                               %                     Conditional                       Quantity
                                                                                         shares
                                                                         held
Shenzhen Investment State-owned
                                              46.21% 234,069,436 51,457,976
Holdings Co., Ltd.  legal person
Shenzhen Shenchao
                        State-owned
Technology                                     3.18% 16,129,032
                        legal person
Investment Co., Ltd.
Ningbo Yongqiang        Domestic     non
International Trade         State-owned        0.46%     2,354,425
Co., Ltd.               Legal person
                        Domestic natural
Sun Huiming                                    0.39%     1,996,347
                        person shares
                        Domestic natural
Xiao Ran                                       0.36%     1,837,100
                        person shares
                        Domestic natural
Sun Deliang                                    0.36%     1,819,100
                        person shares
Zhongrong
International Trust
                     Other                     0.32%     1,624,800
Co., Ltd.-Xingcheng
No.1
                        Domestic natural
Luo Yan                                        0.28%     1,423,579
                        person shares
TUNG SHING
SECURITIES              Foreign Legal
                                               0.28%     1,404,700
(BROKERS)               person
LIMITED
                        Domestic natural
Zheng Bangsheng                                0.24%     1,203,800
                        person shares

                           Shareholding of top 10 shareholders of unrestricted shares

          Name of the shareholder          Quantity of unrestricted shares held at            Share type
                                                         4
                                                            深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文


                                             the end of the reporting period        Share type       Quantity
                                                                                 RMB Common
Shenzhen Investment Holdings Co., Ltd.                             182,611,460                      182,611,460
                                                                                 shares
Shenzhen Shenchao Technology                                                     RMB Common
                                                                    16,129,032                       16,129,032
Investment Co., Ltd.                                                             shares
Ningbo Yongqiang International Trade                                             RMB Common
                                                                     2,354,425                        2,354,425
Co., Ltd.                                                                        shares
                                                                               Foreign shares
                                                                               placed in
Sun Huiming                                                          1,996,347                        1,996,347
                                                                               domestic
                                                                               exchange
                                                                                 RMB Common
Xiao Ran                                                             1,837,100                        1,837,100
                                                                                 shares
                                                                                 RMB Common
Sun Deliang                                                          1,819,100                        1,819,100
                                                                                 shares
Zhongrong International Trust Co., Ltd.                                          RMB Common
                                                                     1,624,800                        1,624,800
-Xingcheng No.1                                                                 shares
                                                                                 RMB Common
Luo Yan                                                              1,423,579                        1,423,579
                                                                                 shares
                                                                               Foreign shares
TUNG SHING SECURITIES                                                          placed in
                                                                     1,404,700                        1,404,700
(BROKERS) LIMITED                                                              domestic
                                                                               exchange
                                                                               Foreign shares
                                                                               placed in
Zheng Bangsheng                                                      1,203,800                        1,203,800
                                                                               domestic
                                                                               exchange
                                          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, the Company did
Explanation on associated relationship    not make sure whether there is relationship between the top ten
among the aforesaid shareholders          shareholders holding non-restricted negotiable shares and if they are
                                          persons taking concerted action defined in Regulations on Disclosure
                                          of Information about Shareholding of Shareholders of Listed
                                          Companies.
                                         The Company Shareholder Luo Yan holds 0 shares through ordinary
Participation of top 10 unconditional
                                        stock account. holds 1,423,579 shares of the Company through stock
common share shareholders in securities
                                        account with credit transaction and guarantee of Guosen Securities
margin trading (if any)
                                        Co., Ltd.;The total amount is 1,423,579 shares.
Agreed re-purchasing by the Company’s top 10 shareholders of common shares and top 10 shareholders of
unconditional common shares in the report period
□ Yes √ No
No agreed re-purchasing is performed by the Company’s shareholders in the report period.


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                                                          深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文


(2) Total number of preferred shareholders and shareholding of top 10 preferred shareholders by the end of the
report period

□ Applicable√ Not applicable




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                                                               深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文




III Significant Events

I. Major changes of main accounting statement items and financial indicators in the reporting period, as well as
reasons for the changes
√ Applicable □ Not applicable
1.Effect of amended accounting standards on our company's consolidated statements
According to the amended Accounting Standards For Enterprises No.2--Long-term Equity Investment, our
company does not have joint control right or significant influence on the invested companies, and there is no other
equity investment in which quotes, fair value can't be reliably measured in active market,so the business
accounting will based on Accounting Standards For Enterprises No.22, The company transferred the long-term
equity accounting at the end of September 2014 book value of investments 37.38 million RMB in to
available-for-sale Financial Asset account and adjust consolidated statements beginning of the year.


2. Particular about major changes from items of main accounting statements and financial indexes as well as
reasons.
( 1) The Ending balance of bills receivable increased by RMB 16.8615 million and 88.6% over beginning of
period ,mainly due to customers use bank acceptances for purchase;
(2)The ending balance of Accounts receivables increased by RMB 100.0614 million and 72.29% over beginning
of period,mainly due to trade receivables increased in credit period;
(3)The ending balance of payment in advance increased by RMB57 .6096million and 273.92% over beginning
of period mainly due to the increase of export orders near the end of current period;
( 4 ) The ending balance of Other receivables account decreased by RMB 121.4594 million and 86.59% over
beginning of period,mainly due to the transfer balance of 100% equity of Shenzhen Jinlan Decorative Supplies
Industrial Co.,Ltd.
( 5 ) The ending balance of other current assets decreased by RMB 100 million and 100% over beginning of
period mainly due to return structured deposits;
(6)The ending balance of Available for sale financial assets decreased by RMB16.0065million and 38.27% over
beginning of period mainly due to the reduction of holding Victor Onward A stocks in this period;
(7)The ending balance of construction in progress increased by RMB30.0767 million and47.8% over beginning
of period. mainly due to investment in TFT-LCD polarizing film phase II project and building projects Guanhua
Building;
(8)The ending balance of Account payables increased by RMB108.9505million and 100.6% over beginning of
period. mainly due to procurement payments for suppliers increased;
(9)The ending balance of advance collections increased by RMB 54.4546 million and 171.93% over beginning
of period mainly due to increase of advances on sales for export trade the end of period;
(10)The ending balance of Deferred income tax assets decreased by RMB55.7842 million and 92.62% over the
beginning of period Mainly due the temporary taxable difference formulated by the transfer income of the equity
of Shenzhen Jinlan Decorative Articles Industrial Co., Ltd.;

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                                                               深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文


(11)The ending balance of Undistributed profit decreased by RMB 38.2025 million and 30.56% over the
beginning of period, mainly due to the losses increased;
( 12 ) Investment income in current period decreased by RMB30.2531 million and 60.47% year on
year mainly due to the investment income obtained from financial assets available for sale decreased;
( 13 ) Non-operating income in current period decreased by RMB 6.4406 million and 33.16% year on year,
mainly due to the income from disposal of fixed assets decreased;
(14)The net cash flows from operating activities increased by RMB55.675 million and 46.01% year on year
mainly due to improve raw materials purchase management and inventory management, decrease cash payment
for purchasing;
(15)The net cash flows from investing activities increased by RMB524.7957 million and 151.76% year on year
mainly due to receive equity balance and structured deposits of Shenzhen Jinlan Decorative Supplies Industrial Co.
Ltd. in this period;
(16)The net cash flows from financing activities decreased by RMB 923.9804 million and 98.8% year on year
Mainly due to the non-public offering of shares over the same period last year, receive raised funds.


II. The progress of significant events and influence, as well as the analysis and explanation on resolving proposal.


√ Applicable □ Not applicable
The processing on cooperation with Nitto Denko and changing of use of fund raised.
Due to the quick changing of panel display industry's end-product, the original planed expanding of TFT-LCD
polaroid market have changed a lot, there will be no expected economic benefits if we continue to implement the
project planed. Our company held the fifth meeting of sixth session of board of directors on March 7, 2014,
reviewed and passed the Proposal About Changing Of The Use Of Raised Fund. The company planed to adjust the
product technology and equipment selection program, that would be Changing the original project into combined
the construction of TFT-LCD and AMOLED polaroid second phase renovation project(6# product line),
cooperation with leading company of Nitto Denko to produce new products in polaroid industry to meet the
demand in panel market in the future(details please refer to Announcement No.:2014-12). On March 27,2014,
the proposal was presented to first meeting of the temporary general meeting of stockholders to consider, because
its holding company of Shenzhen Investment Holdings Co.,Ltd. was seeking transferee to plan a transfer its part
shares at that time, the shareholders considered that it is inappropriate to consider significant corporate matters in
general meeting and abstained in the vote, the proposal was not passed(details please refer to Announcement No.:
2014-21). The construction project was suspended, and it can't achieve the planned progress.
      During the reporting period, the Company discussed and negotiated with              Nitto Denko on the new
cooperation ways and cooperation plans to built a more closed cooperation relationship based on the earlier stage
technology     cooperation negotiation, but did not reach a agreement, so it is temporarily unable to carry out
project implementation materially. We will continued to talk to Nitto Denko on the new cooperation ways and
plans and prepare relating alternative offers.
Due to the changing of original planed fund in the process of investment project construction, the second phase of
funds investment was also not reached the scheme.
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                                                               深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文




                                                                                      Description of the website for
         Description of provisional announcement               Date of disclosing        disclosing provisional
                                                                                            announcements
 Resolutions of the 5th Meeting of the Sixth Board of
                                                                                     AnnouncementNo.:2014-12
 Directors examine and approve the Proposal of Usage            March 11, 2014
                                                                                     (http://www.cninfo.com.cn)
 Adjustment of Raised Funds.
 Resolutions of the first provisional shareholders’ general
                                                                                     AnnouncementNo.:2014-21
 meeting in 2014 did not examine and approve the                March 28, 2014
                                                                                     (http://www.cninfo.com.cn)
 Proposal of Usage Adjustment of Raised Funds.

III.The commitments of the Company and its shareholders holding over 5% of the Company’s total shares in the
report year of extending to the report year from previous year.

√ Applicable □ Not applicable


                                                                                     Time of
                Commitm                                                              making   Period of Fulfillm
 Commitment                                       Contents
                ent maker                                                           commitme commitment ent
                                                                                       nt
                      Committed when the restricted-for-sale shares
                      from the shares restructuring were listed for
                      circulation in the market: i. if they plan to sell the
                      shares through the securities exchange system in
                      the future, and the decrease of the shares they hold
           Shenzhen
Commitment            reaches 5% within 6 months after the first                               Sustained    Under
           Investment
on share              decrease, they will disclose an announcement                             and          Fulfillm
           Holdings
reform                indicating the sale through the company within two                       effective    ent
           Co., Ltd.
                      trading days before the first decrease; ii. 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.
Commitment
in the
acquisition
report or the
report on
equity
changes
Commitment
made upon
the assets
replacement

                                                          9
                                                             深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文


                          The commitments during non-public issuanc
                          e period in 2009 . 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 or similar to
                       those Shenzhen Textile currently or will run in the
                       future, or any businesses or activities that may
                       constitute direct or indirect competition with
                       Shenzhen Textile; if the operations of Shenzhen
            Shenzhen Investment Holdings Co., Ltd. and its wholly
                                                                                          Sustained    Under
            Investment owned subsidiaries, subsidiaries under control or
                                                                                          and          Fulfillm
            Holdings other companies that have actual control of it
                                                                                          effective    ent
            Co., Ltd. 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
Commitments
                       necessary for Shenzhen Investment Holdings Co.,
made upon
                       Ltd. and its wholly owned subsidiaries,
issuance
                       subsidiaries under control or other companies that
                       have actual control of it and Shenzhen Textile,
                       Shenzhen Textile shall have priority.
                          The commitments during non-public issuanc
                          e period in 2012: 1. Shenzhen Investment
                         Holdings, as the controlling shareholder of
                         Shenzhen Textile, currently hasn't the production
                         and business activities of inter-industry
                         competition with Shenzhen Textile or its
                         share-holding subsidiary. 2. Shenzhen Investment
              Shenzhen Holdings and its share-holding subsidiaries or
                                                                                          Sustained    Under
              Investment other enterprises owned the actual control rights
                                                                                          and          Fulfillm
              Holdings can't be directly and indirectly on behalf of any
                                                                                          effective    ent
              Co., Ltd. person, company or unit to engage in the same or
                         similar business in any districts in the future by the
                         form of share-holding, equity participation, joint
                         venture, cooperation, partnership, contract, lease,
                         etc., and ensure not to use the controlling
                         shareholder's status to damage the legitimate rights
                         and interests of Shenzhen Textile and other
                         shareholders, or to gain the additional benefits. 3.

                                                        10
                                                                  深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文


                             If there will be the situation of inter-industry
                             competition with Shenzhen Textile for Shenzhen
                             Investment Holdings and its share-holding
                             subsidiaries or other enterprises owned the actual
                             control rights in the future, Shenzhen Investment
                             Holdings will promote the related enterprises to
                             avoid the inter-industry competition through the
                             transfer of equity, assets, business and other ways.
                             4. Above commitments will be continuously
                             effective and irrevocable during Shenzhen
                             Investment Holdings as the controlling shareholder
                             of Shenzhen Textile or indirectly controlling
                             Shenzhen Textile.
                                                                                         36 months
                                                                                         from the
                Shenzhen Refer to the Announcement of Approval of
                                                                                         listing day Under
                Investment Application for Private Issue of Shares that issued March 25,
                                                                                         of new        Fulfillm
                Holdings by the Board of Directors of Shenzhen Textile         2013
                                                                                         shares, i.e., ent
                Co., Ltd. (Holdings) Co., Ltd.(No.:2013-12)
                                                                                         March 26,
                                                                                         2013
Other
commitments
made to
minority
shareholders
Executed
               Yes
timely or not?
Detailed
person for
failing to    Not applicable
execute and
the next plan


IV.Prediction of Business performance for 2014.

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
Forenotice of earnings: Loss
  Type of date filled for the prediction :Interval figures
                              Year beginning to end of Same period
                                                                                    Increase or decrease%
                                 next report period      of the

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                                                                深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文


                                                          previous
                                                            year
Estimated amount of
accumulative net               -11,500     --   -9,500        4,722          Decrease           344.00%   --   301.00%
profit(RMB’0000)
Basic earnings per shares
                                  -0.23    --    -0.19         0.10          Decrease           330.00%   --   290.00%
(Yuan/share)
                                     The company of the expected a loss of about RMB 95 million- RMB 115
                              million in 2014, The major reasons were: 1, foreign polaroid manufacturers increased
                              the exploition of China's markets and led to intensifying market competition with
                              low prices; 2, decreased orders led to low operating ratio and higher unit cost; 3,
Notes to forenotice of        currently,there was only one wide -range product line, frequently product transitions
earnings                      led to unstable good product rate , and lower product gross profit rate.
                                    Compared with RMB 47.22 million profit at the same period last year, except
                              incomes from the transfer shares of Shenzhen Jinlan Decorative Supplies Industrial
                              Co. Ltd and incomes from sold of financial assets, this year's losses on polaroid
                              business were decreased.

V. Investment in Securities

√ Applicable □ Not applicable


                                    Number
                                                  Shareho                Shareho
                                       of                     Number
                                                    lding                  lding      Book
                                     shares                      of
                                                  proporti               proporti    balance
                            Initial held at                    shares                           Gain.los
                                                  on at the              on at the    at the
                   Short investm      the                      held at                          s of the Account Sauce
Security Security                                 beginnin                end of      end of
                  form of    ent beginnin                     the end                           reportin   ing   of the
category code                                     g of the                  the         the
                  security cost(RM g of the                    of the                           g period items shares
                                                  reportin               reportin    reportin
                              B)    reportin                  reportin                          (RMB)
                                                      g                      g       g period
                                       g                      g period
                                                   period(                period(    (RMB)
                                    period(s                  (shares)
                                                     %)                     %)
                                     hares)
                                                                                                   Financia
                 Victor                                                                            l assets
                        11,356,6 3,744,59                     1,722,79           17,985,9 16,994,7          Legal
Stock     000018 onward                             2.21%                  1.02%                   availabl
                           38.86        4                            4              69.36    63.49          shares
                 A                                                                                 e for
                                                                                                   sale
                                                                                                                   Debt
                                                                                                        Financia
                                                                                                                   restruct
                                                                                                        l assets
                               9,847,59                                              7,836,57                      uring
Stock     000030 Fawer                  985,733     0.34% 985,733          0.34%                   0.00 availabl
                                   8.31                                                  7.35                      repaym
                                                                                                        e for
                                                                                                                   ent of s
                                                                                                        sale
                                                                                                                   hares

                                                          12
                                                              深圳市纺织(集团)股份有限公司 2014 年第三季度报告正文


                               21,204,2 4,730,32          2,708,52           25,822,5 16,994,7
Total                                               --                 --                         --        --
                                  37.17        7                 7              46.71    63.49
Disclosure date of the
board announcement on
                               March 11, 2014
approval of the securities
investment
Disclosure date of the
general meeting
announcement on approval
of the securities investment
(if any)


State of holding stocks of other PLCs

□ Applicable √ Not applicable
The Company was not holding any stock of other PLCs as of the end of report period.

VI. Derivative investment

□ Applicable √ Not applicable
There is no derivative investment during the report period.

VII. The registration form of acceptance of investigation, communication and interview in the report period for
future reference

□ Applicable √ Not applicable
The Period has no research, communication and written inquiry from the investors in the report period.


VIII. Other items in the report period


     The company had 31 odd lots when implemented interests distribution before that have been registered to a
specified account of China Securities Depository and Clearing Co.,Ltd. Shengzhen Branch(it will be called
Depository Company hereafter). To resolute of the odd lots historically, according to the provisions of CSRC, the
odd lots would belong to all shareholders. The company signed a agreement that is Listed Company Entrust
Depository Company To Sale Odd Lots with the Depository Company in July 2014 to entrust and sell the odd lots.
The odd lots were sold in September, 2014 and the net sold income was RMB 279.31 that was belong to Listed
Company.


                                     The Board of Directors of Shenzhen Textile (Holdings) Co., Ltd.

                                                                 October 28, 2014



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