意见反馈 手机随时随地看行情

公司公告

深国商B:2009年半年度报告(英文版)2009-08-25  

						SHENZHEN INTERNATIONAL ENTERPRISE CO., LTD.

    INTERIM REPORT 2009

    Disclosure Date: 26 Aug. 20092

    Content

    Section I Important Statement, Paraphrase and Content……………………………..1

    Section II Company Profile…………………………………………………………..3

    Section III Changes in Share Capital and Shares Held by Principal Shareholders…..4

    Section IV Particulars about Directors, Supervisors and Senior Executives…………6

    Section V Report of the Board of Directors………………………………….……….6

    Section VI Significant Events…………………………………………………………8

    Section VII Financial Report (Un-audited)…………………………………………..11

    Section VIII Documents Available for Reference…………………………………....113

    Section I Important Statement and Paraphrase

    I. Important Notice

    The Board of Directors and directors of Shenzhen International Enterprise Co., Ltd.

    (hereinafter referred to as the Company) guarantee that there are no any omissions,

    fictitious or serious misleading statements carried in the report and will take all

    responsibilities, individual and/or joint for the authenticity, accuracy and

    completeness of the whole contents.

    Mr. Li Jinquan, Chairman of the Board, Mr. Tang Dajin, General Manager, and Mr.

    Zhou Xiaoliang, person in charge of financial affairs, hereby confirm that the

    financial report enclosed in the interim report is authentic and complete.

    This report was prepared in both Chinese and English. Should be there any difference

    in interpretation between the two versions, the Chinese version shall prevail.

    II. Paraphrase

    Meanings of shortened forms in this report were as follows unless otherwise stated:

    The Company, Company: Shenzhen International Enterprise Co., Ltd.

    Maoye Emporium: Shenzhen Maoye Emporium Ltd

    SDG: Shenzhen Special Economic Zone Development (Group) Co., Ltd.

    Foh Chong & Sons: Malaysia Foh Chong & Sons Limited

    Rongfa Company: Shenzhen Rongfa Investment Co., Ltd.4

    Section II Company Profile

    I. Basic information

    1. Legal Chinese Name: 深圳市国际企业股份有限公司

    Legal English Name: SHENZHEN INTERNATIONAL ENTERPRISE CO., LTD.

    2. Stock Exchange Listed with: Shenzhen Stock Exchange

    Short Form of the Stock: SZIEC, SZIEC-B

    Stock Code: 000056, 200056

    3. Registered Address/Office Address: 23/F, Development Center Bldg., Renmin

    South Road, Shenzhen

    Post Code: 518001

    Company’s Internet Website: http://www.china-ia.com

    E-mail: sgs000056@163.net

    4. Legal representative of the Company: Li Jinquan

    5. Secretary of the BOD: Cao Jian

    Securities Affairs Representative: Wu Xiaoshuang

    Tel: 0755-82281888, 82285565

    Contact Address: Investment & Management Dept., 23/F of Development Center

    Bldg., Renmin South Road, Shenzhen

    Fax: 0755-82285573

    E-mail: cj000056@21cn.com

    6. Newspapers Chosen by the Company for Disclosing the Information: Securities

    Times and Hong Kong Ta Kung Pao

    Internet Website Designated by CSRC for Publishing the Interim Report:

    http://www.cninfo.com.cn

    The Place Where the Interim Report is Prepared and Placed: Investment &

    Management Dept. of the Company

    7. Other relevant information

    Initial Registration Date: March 1993;

    Place: Shenzhen, Guangdong

    Registration Code of Enterprise Legal Person’s Business License: 4403011016891

    Registration Code of Tax: 440303192179083

    Domestic Accounting Firm Engaged by the Company:

    Name: Reanda Certified Public Accountants Co., Ltd.

    Office Address: Room 808, Xin Dong’an Market, No. 138, Wangfujing Av.,

    Dongcheng District, Beijing5

    II. Main financial data and indices

    Unit: Yuan

    At the end of the

    report period

    At the period-end

    of last year

    Increase/decrease

    compared with the

    period-end of last year

    (%)

    Total assets 1,131,576,582.42 1,126,126,509.48 0.48%

    Owners’ equity attributable to shareholders of list companies 229,883,737.82 218,861,548.42 5.04%

    Share capital 220,901,184.00 220,901,184.00 0.00%

    Net asset per share attributable to shareholders of list

    companies (Yuan/share)

    1.04 0.99 5.05%

    In the report

    period (Jan.-Jun.

    2009)

    The same period

    of last year

    Increase/decrease

    compared with the same

    period of last year (%)

    Operating revenue 9,235,803.11 7,161,847.46 28.96%

    Operating profit -9,479,005.49 -10,138,813.09 6.51%

    Total profit 6,132,420.86 -1,591,651.37 485.29%

    Net profit attributable to shareholders of listed companies 11,022,189.39 715,170.19 1,441.20%

    Net profit attributable to shareholders of listed companies after

    deducting non-recurring gains and losses

    -5,237,409.15 -4,612,486.85 -13.55%

    Basic earnings per share (Yuan/share) 0.0499 0.0032 1,459.38%

    Diluted earnings per share (Yuan/share) 0.0499 0.0032 1,459.38%

    Net return on equity (%) 4.79% 0.29% 4.50%

    Net cash flow from operating activities -21,169,359.11 -44,619,595.20 52.56%

    Net cash flow from operating activities per share (Yuan/share) -0.10 -0.20 50%

    Note: Items and amount of non-recurring gains and losses deducted

    Items of non-recurring gains and losses Amount Notes (if applicable)

    Gain/loss from disposal of non-current assets 16,237,962.59

    Impact on minority interest -10,948.77

    Other net non-operating income and expenditure 32,584.72

    Total 16,259,598.54 -6

    Section III Changes in Share Capital and Shares Held by Principle

    Shareholders

    I. Particulars about changes in share capital

    Share capital of the Company remained unchanged in the report period.

    II. Statement of changes in share capital of the Company in the report period

    Unit: Share

    Before the change Increase/decrease in this time (+, - ) After the change

    Number

    Proporti

    on

    Issuance

    new stock

    Bonus

    shares

    Capitalizati

    on of

    public

    reserves

    Others Subtotal Number

    Proporti

    on

    I. Shares subject to trading

    moratorium

    7,569,593 3.43% -7,248,833 -7,248,833 320,760 0.15%

    1. Shares held by the state

    2. Shares held by

    state-owned corporation

    7,248,833 3.28% -7,248,833 -7,248,833

    3. Shares held by other

    domestic investor

    Including: shares held by

    non-state-owned domestic

    corporation

    Shares held by

    domestic natural person

    4. Shares held by foreign

    investors

    Including: Shares held by

    foreign corporation

    Shares held by foreign

    natural person

    5. Shares held by senior

    executives

    320,760 0.15% 320,760 0.15%

    II. Shares not subject to

    trading moratorium

    213,331,591 96.57% 7,248,833 7,248,833 220,580,424 99.85%

    1. RMB ordinary shares 111,643,399 50.54% 7,248,833 7,248,833 118,892,232 53.82%

    2. Domestically listed

    foreign shares

    101,688,192 46.03% 101,688,192 46.03%

    3. Foreign shares listed in

    domestic

    4. Others

    III. Total shares 220,901,184 100.00% 220,901,184 100.00%7

    III. Particulars about shares held by principal shareholders

    Total shareholders 23,244

    Particulars about shares held by the top ten shareholders

    Full name of shareholders Nature of shareholders Proportion

    Total shares

    held

    Number of shares

    held subject to

    trading moratorium

    Shares pledged or

    frozen

    FOH CHONG & SONS SDN.

    BHD.

    Foreign corporation 13.70% 30,264,192

    Shenzhen SDG Co., Ltd. State-owned corporation 9.76% 21,566,857

    First Shanghai Securities Limited Foreign corporation 7.49% 16,546,541

    Shenzhen Maoye Emporium Ltd

    Domestic non-state-owned

    corporation

    6.15% 13,577,548

    F.C. (ASIA) HOLDINGS SDN.

    BHD.

    Foreign corporation 3.72% 8,215,594

    Shenzhen Taitian Industrial

    Development Co., Ltd

    Domestic non-state-owned

    corporation

    3.08% 6,793,047

    Hong Kong Mengxing Industrial

    Co., Ltd.

    Foreign corporation 0.98% 2,170,200

    LETSCON HOLDINGS SDN.

    BHD.

    Foreign corporation 0.68% 1,497,172

    CREDIT SUISSE SINGAPORE Foreign corporation 0.63% 1,399,673

    Yang Jun Domestic natural person 0.56% 1,232,100

    Particulars about shares held by the top ten shareholders not subject to trading moratorium

    Full name of shareholders

    Number of shares held subject to

    trading moratorium

    Type of shares

    FOH CHONG & SONS SDN. BHD. 30,264,192 Domestically listed foreign shares

    Shenzhen SDG Co., Ltd. 21,566,857 RMB ordinary shares

    First Shanghai Securities Limited 16,546,541 Domestically listed foreign shares

    Shenzhen Maoye Emporium Ltd 13,577,548 RMB ordinary shares

    F.C. (ASIA) HOLDINGS SDN. BHD. 8,215,594 Domestically listed foreign shares

    Shenzhen Taitian Industrial Development Co., Ltd 6,793,047 RMB ordinary shares

    Hong Kong Mengxing Industrial Co., Ltd. 2,170,200 Domestically listed foreign shares

    LETSCON HOLDINGS SDN. BHD. 1,497,172 Domestically listed foreign shares

    CREDIT SUISSE SINGAPORE 1,399,673 Domestically listed foreign shares

    Yang Jun 1,232,100 RMB ordinary shares

    Explanation on associated

    relationship or action-in-concert

    among the above shareholders

    Shenzhen Maoye Emporium Ltd and UOB investment (China) Limited was person acting in concert,

    they totally held 29,106,489 A shares and B shares of the Company, tanking up 13.18% of total share

    capital; As of 31 Dec. 2009, UOB investment (China) Limited acquired 15,528,941 shares by entrust

    of First Shanghai Securities Limited. Besides, it is unknown whether there were other related

    relations or action-in-concert regulated in Administrative Measures for Takeover of Listed

    Companies among the above shareholders.

    IV. In the report period, changes in the controlling shareholders or actual controller of8

    the Company

    In the report period, controlling shareholders and actual controlled of the Company

    remained unchanged; Malaysia Foh Chong & Sons Limited, namely the first principal

    shareholder of the Company, signed Agreement on Transfer of Tradable B-share of

    Shenzhen International Enterprise Co., Ltd with Multi Profit Asia Pacific Investment

    Limited on 27 Apr. 2009, and Foh Chong & Sons would transfer B shares amounting

    to 30,264,192 to Multi Profit Asia Pacific Investment Limited. Ownership of the

    above shares had been transferred on 7 Jul. 2009. Now Multi Profit Asia Pacific

    Investment Limited is the first principal shareholder of the Company with equity of

    13.70%.9

    Section IV Particulars about Directors, Supervisors and Senior Executives

    I. Changes in shares held by directors, supervisors and senior executives in the report

    period

    In the report period, shares held by directors, supervisors and senior executives of the

    Company remained unchanged.

    II. Changes in engagement of directors, supervisors and senior executives in the report

    period

    In the report period, engagement of directors, supervisors and senior executives of the

    Company remained unchanged.10

    Section V Report of the Board Directors

    I. Operation of the Company in the first half year of 2009

    1. Analysis and discussion of management

    In the report period, the Company realized operating income RMB 9,235,803.11, up

    by 28.96% compared with the same period last year; realized operating profit RMB

    -9,479,005.49, with an increase of 6.51% year-on-year; realized net profit amounting

    to RMB 6,141,848,84, up by 70.09% over the same period last year. Net profit

    attributable to parent company amounted to RMB 11,022,189.39, with an increased of

    1,441.20% year-on-year.

    In the report period, the Company adhered to primary target of benefit and

    development strategy of “Commercial real estate and Forestry Industry” as principal

    guideline, stably pushed construction of IA Mall and accelerated development of

    forestry industry project.

    In the report period, main structure of IA Mall has been completed, and heck before

    acceptance and refined decoration was in progress; in respect of invitation of

    investment, the Company negotiated with international and domestic famous brand,

    actively introduced international famous brand and would build IA Mall as the unique

    shopping center in Shenzhen.

    In the report period, forestry companies has actualized target of land compulsory

    expropriation as scheduled at the year-begin, which laid a solid foundation of forestry

    reserve for planting plan with 100,000 mu during 2009 to 2010.The Company also

    actively promoted informationization of forestry, strived to improve forestry

    management, and benefit from management; meanwhile, the Company researched

    sales plan in many ways, and prepared for promotion of additional value of plants

    being in fell. With development of some years, forestry companies realized

    intensification, scientization and informationization in planting and management.

    Analysis on main operating performance:

    The report period

    (Jan.-Jun.)

    The same period of

    last year

    Increase/decrease

    (%)

    Operating revenue 9,235,803.11 7,161,847.46 28.96%

    Operating cost 7,987,664.00 5,056,020.46 57.98%

    Operating cost -9,479,005.49 -10,138,813.09 6.51%

    Total profit 6,132,420.86 -1,591,651.37 485.29%

    Business tax and surcharges 398,564.21 290,327.04 37.28%

    Sales expense 661,010.65 5,267,775.75 -87.45%

    Administrative expense 9,212,821.37 9,227,364.76 -0.16%

    Financial expense 1,345,681.54 -1,576,524.57 185.36%

    Net profit 6,141,848.84 -1,825,831.94 436.39%

    Net profit attributable to owners of parent company 11,022,189.39 715,170.19 1441.12%

    Note:

    (1) Increase of operating income was because operating income of property

    management company-subsidiary of the Company increased.

    (2) Cost increase was mainly due to increase of operating cost of property11

    management company-subsidiary of the Company

    (3) Total profit increased because the Company strengthened disposal of fixed assets

    and income arose increased.

    (4) Sales expenses decreased because decoration expense has been amortized in 2008

    and there was no amortization in this report period.

    (5) Financial expense increased mainly due to interest of loan increased in current

    period.

    (6) Net profit increased due to the above reason.

    (7) Net profit attributable to parent company was mainly because parent company

    directly disposed properties owned and received capital occupation from subsidiary

    companies.

    2. Operation status of the Company in the report period

    (1) Scope of main business and its operation status

    Main business of the Company engaged in commerce, development of real estates,

    properties management and forest planting. In the report period, the Company realized

    operating income RMB 9,235,803.11 and operating cost amounting to RMB

    7,987,664.00.

    (2) Main business classified according to industries

    Unit: RMB’0000 Yuan

    Main business classified according to industries

    Industries or products

    Operating

    income

    Operatin

    g cost

    Gross profit

    ratio (%)

    Increase/decrease of

    operating income

    year-on-year (%)

    Increase/decrease of

    operating cost

    year-on-year (%)

    Increase/decrease of

    gross profit ratio

    year-on-year (%)

    Income from sales of real estate 46.82 28.53 39.06%

    Operating income was

    RMB 0 at the same

    period of last year

    Operating income was

    RMB 0 at the same

    period of last year

    Operating income was

    RMB 0 at the same

    period of last year

    Income from property management 749.86 742.79 0.94% 19.71% 50.12% 26.24%

    (3) Main business classified according to regions

    Region Operating income Increase/decrease of operating income over last year (%)

    Shenzhen 796.68 -42.70

    3. In the report period, profit composing, main business and its composing remained

    unchanged.

    4. In the report period, there was no other operating business that greatly impacted the

    Company’s net profit.

    5. Holding companies and share-holding companies that greatly influenced net profit

    of the Company

    (1) Shenzhen Rongfa Investment Co., Ltd, whose 60% equity is held by the Company,

    is mainly engaged in development of real estate with registered capital of USD 5

    million. In the report period, the Company realized operating income amounting to

    RMB 770,190.35 and operating profit amounting to RMB -12,192,512.78.

    (2) Shenzhen International Arcade Forestry Development Co., Ltd is the

    wholly-owned subsidiary of Shenzhen Rongfa Investment Co., Ltd, which is the12

    subsidiary of the Company. It has registered capital of RMB 10,000,000, and mainly

    engages in farming and forestry projects. During the reporting period, the Company

    realized operating income of RMB 0, and total profit amounting to RMB -152,850.01.

    6. Problems and difficulties in the operation in the report period

    The Company developed IA Project and forestry project in full sail, which both was in

    period of investment input and has not benefit yet.

    7. Development plan at the second half year

    The Company will adhere to strengthen IA Project and forestry project according to

    annual plan.

    Along with completion of IA Project, the Company will search for suitable

    commercial property projects in metropolis and make effort to enlarge and enhance

    commercial property.

    II. Investment of the Company

    1. In the report period, the Company had no raised proceeds or raised proceeds in the

    previous periods carried over to the report period.

    2. Other significant investment projects with non-raised proceeds.

    In the reporting period, the non-raised proceeds of the Company were mainly used to

    invest in the construction of Shenzhen CDB IA Mall. The Company formally obtained

    the land use right of the project in 2002. Based on that, the Company engaged RTKL

    International Co., Ltd. of America to conduct architectural design, as well as a design

    company of Japan to conduct landscape design. A foundation was formally laid for the

    project on Jan. 17, 2005, and the main structure of the project has been already

    accomplished, now is in progress of check for acceptance and the second refine

    decoration.13

    Section VI Significant Events

    I. Corporate Governance

    During the report period, , the Company continuously perfected corporate governance

    structure, further improved operation of the Company according to requirements of

    the Company Law, Securities Law and relevant laws and regulations. Corporate

    governance organ of the Company was perfected and the efficiency was high.

    Responsibilities of Shareholders’ General Meeting, the Board of Directors, the

    Supervisory Committee and other internal organ were definite, which was operated in

    accordance with relevant provisions and rules.

    In the report period, the Company perfected relevant rules and management system in

    accordance with relevant laws and statutes and actively made work scheme according

    to problems discovered when examined corporate governance. Proposal on Revising

    Articles of Association was examined and reviewed at the Annual Shareholders’

    General Meeting 2008, and the Company perfected cash dividend system in line with

    relevant regulations in Decision on Revising Some Regulations about Cash Dividend

    of Listed Companies, namely Ordinance No. 53 issued by CSRC.

    The Company was independent in operation. The principal shareholders neither

    violate the rights of listed company nor served illegal external guarantee. The

    Company perfected modification of the Articles of Association, financial management

    system and internal decision-making mechanism which exerted favorable effect on

    preventing violation of rights in listed company by principal shareholder.

    II. The Company has not carried out any profit distribution, capitalization of public

    reserves or issuance of new shares in the report period. Neither profit distribution nor

    capitalization of pubic reserves will be implemented in the interim of 2009.

    III. Significant lawsuits and arbitrations

    No new lawsuits or arbitrations occurred in the report period. Progress of the lawsuits

    and arbitrations that happened in previous periods is as follows:

    The case that the Company was involved as the guarantee provider, Shangbu

    Sub-Branch subordinate to Shenzhen Branch of Bank of China (Shangbu BOC) as the

    lender and Shum Kong Industry & Trade Co., Ltd as the borrower

    In Sept. 2009, Shenzhen Intermediate People’s Court issued the Civil Final Judgment

    (2005) SZFMEZ Zi No. 22 concerning the retrial case where the Company was

    involved as the guarantee provider, Shangbu BOC as the lender and Shum Kong

    Industry & Trade as the borrower; According to the judgment, the Company should

    shoulder joint liabilities for the loan of Shum Kong Industry & Trade in 1999

    (principal RMB 6 million and overdue interest). Later, the loan was listed by the bank

    as a non-performing loan, China Orient Asset Management Corp. was appointed to

    execute the creditor’s right. Now the case has been transferred to Yangxi Court

    designated by Guangdong Higher People’s Court. And the Company is currently in

    negotiation with China Orient Asset Management Corp.14

    IV. There were no significant purchases or sales of assets in the report period.

    V. The Company has no material related transactions in the report period.

    VI. Significant contracts in report period and their implementation

    1. Shenzhen Rongfa Investment Co., Ltd. (Rongfa Investment) and Shenzhen

    International Shopping Mall Co., Ltd. signed the Contract of Share Transfer with

    Shenzhen Baotian Investment and Development Co., Ltd. (Baotian Investment) on 31

    Jan. 2007. According to the contract, the 85% and 10% shares of Shenzhen Gangyi

    Oriental Club Industrial Co., Ltd. (Gangyi Oriental Club) respectively held by Rongfa

    Investment and Shenzhen International Shopping Mall were to be transferred to

    Baotian Investment. After the share transfer, Baotian Investment and Rongfa

    Investment respectively held 95% and 5% stocks of Gangyi Oriental Club. Upon the

    acceptance of the transferred 95% shares, Baotian Investment should, within a 6-year

    term of operation, transfer the said shares at the price of RMB 1 million to Rongfa

    Investment or a party designated by Rongfa Investment. Later, Rongfa Investment and

    Baotian Investment signed the Supplementary Agreement to the Contract of Share

    Transfer. As stated in the agreement, Rongfa Investment agreed to give up the profits

    which were brought or would be brought by its 5% shares of Gangyi Oriental Club, i.e.

    after the share transfer, Rongfa Investment would not share, within a 6-year term of

    operation, the profits and losses of Gangyi Oriental Club.

    2. On 31 Jan. 2007, Rongfa Investment and Baotian Investment signed the Transfer

    Contract of the Use Right of Housing Properties. According to the contract, Rongfa

    Investment transferred to Baotian Investment the use right of the 1st -4th floors of its

    Gangyi Haoting Building, as well as the use right of all the auxiliary decoration and

    facilities (i.e. the operation site of Gangyi Oriental Club, the warehouse, the staff

    canteen, etc.) for a 6-year term from 1 Mar. 2007 to 28 Feb. 2013. And the transfer fee

    should be paid according to the schedule of RMB 600,000 per month for the fist year,

    RMB 700,000 per month for the second and third year, RMB 800,000 per month for

    the fourth and fifth year, and RMB 850,000 per month for the sixth year. Meanwhile,

    both parties agreed and promised that with the moment of the actual handover of the

    building as a dividing point, Rongfa Investment should be responsible for the

    liabilities incurred before the moment, while Baotian Investment should be

    responsible for the liabilities, creditor’s rights and operation expenses incurred after

    the moment. The registration procedure of the stock transfer was already

    accomplished in 2007. And Rongfa Investment had received the stock transfer fee and

    guarantee deposit from Baotian Investment. However, due to dispute in the execution

    of the contract, Baotian Investment has not yet paid the rents to Rongfa Investment by

    now. As for the relevant lawsuit, the judgment and ruling of the first trial have been

    made, but Baotian Investment lodged an appeal against the judgment and the case is

    now in the second instance trial.15

    2. Significant guarantee contracts in report period

    (1) According to the conventions of the sales of commercial housing through

    mortgage among real estate companies, the subsidiary Rongfa Company provided

    guarantees for the mortgages for the sales of the properties developed by itself. By 30

    Jun. 2009, the balance of the mortgage guarantees provided by Rongfa Company

    stood at RMB 35,606,500.

    (2) According to the conventions of the sales of commercial housing through

    mortgage among real estate companies, the subsidiary Huizhou Rongfa Industrial

    Investment Co., Ltd (hereinafter referred to as Huizhou Rongfa) provided guarantees

    for the mortgages for the sales of the properties developed by itself. By 30 Jun. 2009,

    the balance of the mortgage guarantees provided by Huizhou Rongfa was RMB

    9,535,100.

    (3) In the reporting period, according to the decision-making procedure as prescribed

    in the Articles of Association, the Company provided new guarantees for its

    subsidiaries as follows:

    In 2009, Shenzhen International Enterprise Forestry Development Co., Ltd. and

    Guomao Sub-branch subordinate to Shenzhen Branch of the Agricultural Bank of

    China signed a one-year contract involving a loan of RMB 6 million from the bank.

    The Company provided a guarantee for the said subsidiary company with the pledge

    of its own property—the 23rd floor of the Development Center Building.

    3. In the report period, the Company did not entrust other parties to manage its cash

    and assets, or to get loans.

    4. The Company had no other significant contracts in the report period.

    Ⅶ. In the report period, the Company or shareholders holding over 5% shares of the

    Company did not make any other commitments and disclose them on the designated

    newspapers and website.

    Ⅷ. In the report period, the Company’s Board of Directors, Supervisory Committee,

    directors, supervisors and senior management staff received no investigations,

    administrative punishments or criticism by circular from CSRC, as well as no open

    criticism from Shenzhen Stock Exchange.

    Ⅸ. Other significant events

    Please refer to Note ⅩⅣ of the Financial Statements for details.

    Ⅹ. Index for information disclosed in report period16

    No. Information disclosed Date

    2009—1 Suggestive Public Notice on Some Shares Released from Trading Moratorium 16 Jan. 2009

    2009—2 Public Notice on Estimated Deficit 23 Jan. 2009

    2009—3 Public Notice on Name Change of CPA Firm 7 Feb. 2009

    2009—4

    Public Notice on Resolutions Made at the 1st Provisional Meeting of the 5th Board

    of Directors in 2009

    18 Feb. 2009

    2009—5 Public Notice on Shareholding Decrease of Shareholder 27 Mar. 2009

    2009—6

    Public Notice on Resolutions Made at the 2nd Meeting of the 5th Board of Directors

    in 2009

    17 Apr. 2009

    2009—7

    Public Notice on Resolutions Made at the 3rd Meeting of the 5th Supervisory

    Committee in 2009

    17 Apr. 2009

    2009—8 Independent Opinion of Independent Directors on Relevant Issues 17 Apr. 2009

    2009—9 Public Notice on Summary of 2008 Annual Report 17 Apr. 2009

    2009—10 Public Notice on Summary of 2008 Annual Report (English Version) 17 Apr. 2009

    2009—11 Public Notice on the 1st Quarterly Report in 2009 17 Apr. 2009

    2009—12

    Public Notice on Corrections of 2008 Annual Report and Its Summary, as well as

    Full Text and Text of the 1st Quarterly Report in 2009

    22 Apr. 2009

    2009—13 Public Notice on Trade Suspension 28 Apr. 2009

    2009—14

    Suggestive Public Notice on Intended Change of Principal Shareholder of the

    Company

    30 Apr. 2009

    2009—15

    Supplementary Public Notice on Intended Change of Principal Shareholder of the

    Company

    4 May 2009

    2009—16 Suggestive Public Notice on Intended Change of Shareholders of Rongfa Company 5 May 2009

    2009—17

    Public Notice on Selling House Property of Building No.38 in Mutoulong

    Community

    6 May 2009

    2009—18

    Public Notice on Resolutions Made at the 4th Provisional Meeting of the 5th Board

    of Directors in 2009

    2 Jun. 2009

    2009—19

    Public Notice on Convening 2008 Annual Shareholders’ General Meeting by the 5th

    Board of Directors

    6 Jun. 2009

    2009—20 Public Notice on Resolutions Made at 2008 Annual Shareholders’ General Meeting 27 Jun. 2009

    2009—21 Public Notice on Change of Principal Shareholder 10 Jul. 2009

    2009—22 Public Notice on Earnings Estimate 15 Jul. 2009

    2009—23

    Public Notice on Resolutions Made at the 6th Provisional Meeting of the 5th Board

    of Directors in 2009

    13 Aug. 2009

    Section VII. Financial Report (Un-audited)

    The Interim Financial Report 2009 of the Company has not been audited, with details

    attached behind.17

    Section VIII. Documents Available for Reference

    The following documents are available for reference:

    (Ⅰ) Text of the Interim Report with the signature of the Chairman of the Board of

    Directors;

    (Ⅱ) Accounting Statements with the signatures and seals of the legal representative,

    the financial chief and the person in charge of accounting work;

    (Ⅲ) Originals of all documents and public notices ever disclosed on Securities Times

    and Hong Kong Ta Kung Pao in the report period;

    (Ⅳ) Articles of Association of the Company;

    (Ⅴ) Other relevant materials.

    And the aforesaid documents are placed in the Investment Administration Department

    of the Company.

    Chairman of the Board of Directors (Signature):

    Board of Directors

    Shenzhen International Enterprise Co., Ltd

    26 August 200918

    Consolidated Balance Sheet

    June 30st, 2009

    Prepared by:Shenzhen International Enterprise Co., Ltd Monetary unit : ( RMB) Yuan

    Assets Note 30/06/2009 31/12/2008

    Current assets:

    Monetary funds Ⅷ、1 51,950,910.94 68,414,884.06

    Tradable financial assets

    Note receivable

    Accounts receivable Ⅷ、2 1,250,626.74 1,287,719.72

    Advance to suppliers Ⅷ、3 435,187.00 816,795.00

    Interests receivable

    Dividend receivable

    Other accounts receivables Ⅷ、4

    5,985,724.54 5,898,179.41

    Inventories Ⅷ、5 995,488,280.85 965,170,729.88

    Non-current assets due within one year

    Other current assets

    Total current assets 1,055,110,730.07 1,041,588,308.07

    Non-current assets:

    Available-for-sale financial assets

    Held-to-maturity investment

    Long-term accounts receivable

    Long-term equity investment Ⅷ、6 6,570,262.84 6,570,262.84

    Investment property Ⅷ、7 1,485,555.55 1,755,450.46

    Fixed assets Ⅷ、8 68,200,033.96 75,972,488.11

    Construction in process

    Construction materials

    Liquidation of fixed assets

    Production biology assets

    Oil and gas assets

    Intangible assets

    Development expenses

    Goodwill

    Long-term deferred assets Ⅷ、9 210,000.00 240,000.00

    Deferred income tax assets

    Other non-current assets

    Total non-current assets 76,465,852.35 84,538,201.41

    Total assets 1,131,576,582.42 1,126,126,509.48

    Legal representative: Chief accountant of accounting department: Manager of accounting department:19

    Consolidated Balance Sheet

    June 30st, 2009

    Prepared by:Shenzhen International Enterprise Co., Ltd Monetary unit : ( RMB) Yuan

    Liabilities and Shareholders' equities Note 30/06/2009 31/12/2008

    Current liabilities:

    Short-term loan Ⅷ、12 6,000,000.00 8,000,000.00

    Tradable financial liabilities

    Notes payable

    Accounts payable Ⅷ、13 230,164,332.91 243,472,627.76

    Advance from customers Ⅷ、14 48,155,767.75 59,411,157.15

    Payroll payable Ⅷ、15 2,711,831.37 3,357,743.19

    Tax payable Ⅷ、16 -87,077.73 17,096.76

    Interests payable 671,962.50 1,002,787.50

    Dividend payable Ⅷ、17 5,127,701.36 5,127,701.36

    Other accounts payable Ⅷ、18 218,038,561.15 210,873,595.06

    Non-current liabilities due within one year Ⅷ、19 14,986,010.00 14,992,300.00

    Other current liabilities

    Total current liabilities 525,769,089.31 546,255,008.78

    Non-current liabilities:

    Long-term borrowings Ⅷ、20 438,000,000.00 418,000,000.00

    Bonds payable

    Long-term accounts payable

    Grants & Subsidies received

    Accrued liabilties Ⅷ、21 11,801,909.16 11,801,909.16

    Deferred income tax liabilities

    Deferred income Ⅷ、22 1,235,138.52 1,440,994.95

    Total non-current liabilities 451,037,047.68 431,242,904.11

    Total liabilities 976,806,136.99 977,497,912.89

    Shareholders' equity:

    Share capital Ⅷ、23 220,901,184.00 220,901,184.00

    Capital reserve Ⅷ、24 72,315,347.06 72,315,347.06

    Less: inventory shares

    Surplus reserve Ⅷ、25 125,929,834.48 125,929,834.48

    Retained earnings Ⅷ、26 -189,262,627.73 -200,284,817.12

    Exchange difference of foreign currency

    financial statements translation

    Shareholders' equity attributable to

    parent company: 229,883,737.81 218,861,548.42

    Minority interests Ⅷ、27 -75,113,292.38 -70,232,951.8320

    Total shareholders’ equities 154,770,445.43 148,628,596.59

    Total liabilities and shareholders’

    equities 1,131,576,582.42 1,126,126,509.48

    Legal representative: Chief accountant of accounting department: Manager of accounting department:

    Balance Sheet

    June 30st, 2009

    Prepared by:Shenzhen International Enterprise Co., Ltd Monetary unit : ( RMB) Yuan

    Assets Note 30/06/2009 31/12/2008

    Current assets:

    Monetary funds 899,009.40 26,129,141.95

    Tradable financial assets

    Note receivable

    Accounts receivable

    Advance to suppliers 180,000.00 180,000.00

    Interests receivable

    Dividend receivable

    Other accounts receivables Ⅸ、1 197,871,451.81 158,069,588.23

    Inventories

    Non-current assets due within one year

    Other current assets

    Total current assets 198,950,461.21 184,378,730.18

    Non-current assets:

    Available-for-sale financial assets

    Held-to-maturity investment

    Long-term accounts receivable

    Long-term equity investment Ⅸ、2 65,944,253.87 65,944,253.87

    Investment property 1,109,956.13 1,365,055.94

    Fixed assets 18,299,650.73 24,754,990.04

    Construction in process

    Construction materials

    Liquidation of fixed assets

    Production biology assets

    Oil and gas assets

    Intangible assets

    Development expenses

    Goodwill21

    Long-term deferred assets 210,000.00 240,000.00

    Deferred income tax assets

    Other non-current assets

    Total non-current assets 85,563,860.73 92,304,299.85

    Total assets 284,514,321.94 276,683,030.03

    Legal representative: Chief accountant of accounting department: Manager of accounting department:

    Balance Sheet

    June 30st, 2009

    Prepared by:Shenzhen International Enterprise Co., Ltd Monetary unit : ( RMB) Yuan

    Liabilities and Shareholders' equities Note 30/06/2009 31/12/2008

    Current liability:

    Short-term loan

    Tradable financial liabilities

    Notes payable

    Accounts payable

    Advance from customers 1,376,796.00 13,412,185.40

    Payroll payable 1,050,996.99 1,318,426.30

    Tax payable 2,439,888.80 2,453,401.54

    Interests payable

    Dividend payable 5,127,701.36 5,127,701.36

    Other accounts payable 43,571,580.66 44,692,535.39

    Non-current liabilities due within one year 14,986,010.00 14,992,300.00

    Other current liabilities

    Total current liabilities 68,552,973.81 81,996,549.99

    Non-current liabilities:

    Long-term borrowings

    Bonds payable

    Long-term accounts payable

    Grants & Subsidies received

    Accrued liabilties 11,801,909.16 11,801,909.16

    Deferred income tax liabilities

    Other non-current liabilities

    Total non-current liabilities 11,801,909.16 11,801,909.16

    Total liabilities 80,354,882.97 93,798,459.15

    Shareholders' equity:

    Share capital 220,901,184.00 220,901,184.0022

    Capital reserve 64,951,444.59 64,951,444.59

    Less: inventory shares

    Surplus reserve 96,841,026.39 96,841,026.39

    Retained earnings -178,534,216.01 -199,809,084.10

    Total shareholders’ equities 204,159,438.97 182,884,570.88

    Total liabilities and shareholders’ equities 284,514,321.94 276,683,030.03

    Legal representative: Chief accountant of accounting department: Manager of accounting department:

    Consolidated Income Statement

    Jan-Jun 2009

    Prepared by:Shenzhen International Enterprise Co., Ltd Monetary unit : ( RMB) Yuan

    Items Note Jan-Jun 2009 Jan-Jun 2008

    1. Total operating income Ⅷ、28

    9,235,803.11

    7,161,847.46

    Minus: operating cost Ⅷ、28 7,987,664.00 5,056,020.46

    Business taxes and surtax 398,564.21 290,327.04

    Selling expenses 661,010.65 5,267,775.75

    Administration expenses 9,212,821.37 9,227,364.76

    Financial expenses Ⅷ、29 1,345,681.54 -1,576,524.57

    Impairment loss of assets Ⅷ、30 -140,933.17 -964,302.89

    Add: profits from the fair value changes (The

    loss is listed beginning with “-“)

    Investment income (The loss is listed beginning

    with “-“) Ⅷ、31

    750,000.00

    Including: the investment income from

    associated and joint ventures enterprises

    II. Operating profit (The loss is listed

    beginning with “-“) -9,479,005.49 -10,138,813.09

    Add: non-operating income Ⅷ、32 15,678,607.55 8,666,678.59

    Less: non-operating expense Ⅷ、33 67,181.20 119,516.87

    Including: loss from disposal of non-current

    assets

    III. Total profits (The loss is listed beginning

    with “-“)

    6,132,420.86

    -1,591,651.37

    Less: income tax expense Ⅷ、34 -9,427.98 234,180.57

    IV. Net profits (the net loss is listed

    beginning with “-”)

    6,141,848.84

    -1,825,831.94

    Net profits attributable to parent company 11,022,189.39 715,170.1923

    Minority interests -4,880,340.55 -2,541,002.13

    V. Earnings per share

    (1)Basic earnings per share ⅩⅥ、2、(1) 0.0499 0.0032

    (2)Diluted earnings per share ⅩⅥ、2、(2) 0.0499 0.0032

    Ⅵ、Other composite income ⅩⅦ、1

    Ⅶ、Total composite income ⅩⅦ、2 6,141,848.84 -1,825,831.94

    Belongs to the parent company’s shareholders 11,022,189.39 715,170.19

    Belongs to the minority shareholders -4,880,340.55 -2,541,002.13

    Legal representative: Chief accountant of accounting department: Manager of accounting department:

    Income Statement

    Jan-Jun 2009

    Prepared by:Shenzhen International Enterprise Co., Ltd Monetary unit : ( RMB) Yuan

    Items Note Jan-Jun 2009 Jan-Jun 2008

    1. Total operating income Ⅸ、3 967,010.00 275,830.00

    Minus: operating cost Ⅸ、3 223,280.42 24,471.21

    Business taxes and surtax

    Selling expense

    Administration expense 4,209,538.02 4,193,435.27

    Financial expenses -6,999,890.60 -11,513,956.18

    Impairment loss of assets -1,405,382.59 20,307,461.97

    Add: profits from the fair value changes (The

    loss is listed beginning with “-“)

    Investment income (The loss is listed beginning

    with “-“)

    750,000.00

    Including: the investment income from

    associated and joint ventures enterprises

    II. Operating profit 5,689,464.75 -12,735,582.27

    Add: non-operating income 15,589,639.29 493,179.33

    Less: non-operating expense 4,235.95 103,700.00

    Including: loss from disposal of non-current

    assets

    III. Total profits (The loss is listed beginning

    with “-“)

    21,274,868.09

    -12,346,102.94

    Less: income tax expense

    IV. Net profits (the net loss is listed

    beginning with “-”)

    21,274,868.09

    -12,346,102.94

    Legal representative: Chief accountant of accounting department: Manager of accounting department:24

    Consolidated Cash Flow Statement

    Jan-Jun 2009

    Prepared by:Shenzhen International Enterprise Co., Ltd Monetary unit : ( RMB) Yuan

    Items Note Jan-Jun 2009 Jan-Jun 2008

    I. Cash flows from operating activities

    Cash received from sales of goods or rendering of services 9,208,211.97 7,231,673.44

    Tax refund

    Cash received related to other operating activities 13,835,929.87 20,552,485.85

    Subtotal of cash inflow from operating activities 23,044,141.84 27,784,159.29

    Cash received from sales of goods or rendering of services 21,501,234.75 23,585,823.81

    Cash paid to and on behalf of employees 7,706,262.02 7,550,419.40

    Tax payments 2,629,593.89 1,668,752.21

    Other cashes paid to operating activities 12,376,410.29 39,598,759.07

    Subtotal of Cash outflow from operating activities 44,213,500.95 72,403,754.49

    Net cash flow from operating activities Ⅷ、36 -21,169,359.11 -44,619,595.20

    II. Cash flow from investment activities:

    Cash received from investments 20,000.00

    Cash dividents received from investment

    Net cash received from disposal of fixed assets, intangible

    assets and other long-term assets

    7,737,798.60

    6,195,221.44

    Net cash amount received from the disposal of

    subsidiaries an other business units

    16,000,000.00

    Cash received related to other investment activities

    Subtotal of cash inflow from the investment activities 7,757,798.60 22,195,221.44

    Cash paid to acquire and construct fixed assets, intangible

    assets and other long-term assets

    43,110.00

    194,053.00

    Cash paid to acquire investments

    Net cash amount paid to acquire the subsidiaries and other

    business units

    Cash paid related to other investment activities

    Subtotal of Cash outflow from investment activities 43,110.00 194,053.00

    Net cash flow from investment activities 7,714,688.60 22,001,168.44

    III. Cash flow from financing activities:

    Cash received from investors

    Cash received from loans 26,000,000.00 8,000,000.00

    Cash received related to other financing activities

    Subtotal of cash inflow from the financing activities 26,000,000.00 8,000,000.00

    repayment of loans 8,000,000.00 16,823,322.57

    Cash dividends, profits and interests paid 17,249,302.61 10,106,084.14

    Cash payments related to other financing activities 3,760,000.0025

    Sub-total of cash outflow from the financing activities 29,009,302.61 26,929,406.71

    Net cash flow from finacing activities -3,009,302.61 -18,929,406.71

    IV. Effect of Foreign Exchange Rate Changes on Cash

    and cash equivalents

    V. Net increase in cash and cash equivalents -16,463,973.12 -41,547,833.47

    Add: beginning balance of cash and cash equivalents 68,414,884.06 61,342,998.09

    VI ending balance of cash and cash equivalents 51,950,910.94 19,795,164.62

    Legal representative: Chief accountant of accounting department: Manager of accounting department:

    Cash Flow Statement

    Jan-Jun 2009

    Prepared by:Shenzhen International Enterprise Co., Ltd Monetary unit : ( RMB) Yuan

    Items Note Jan-Jun 2009 Jan-Jun 2008

    I. Cash flows from operating activities

    Cash received from sales of goods or rendering of services 967,010.00 275,830.00

    Tax refund

    Cash received related to other operating activities 4,149,503.66 39,825,693.73

    Subtotal of cash inflow from operating activities 5,116,513.66 40,101,523.73

    Cash received from sales of goods or rendering of services

    Cash paid to and on behalf of employees 2,194,835.41 2,498,181.10

    Tax payments 1,080,941.29 596,714.78

    Other cashes paid to operating activities 34,374,585.35 51,145,730.54

    Subtotal of Cash outflow from operating activities 37,650,362.05 54,240,626.42

    Net cash flow from operating activities -32,533,848.39 -14,139,102.69

    II. Cash flow from investment activities:

    Cash received from investments 20,000.00

    Cash dividents received from investment

    Net cash received from disposal of fixed assets, intangible

    assets and other long-term assets

    7,737,798.60

    6,194,041.44

    Net cash amount received from the disposal of

    subsidiaries an other business units

    16,000,000.00

    Cash received related to other investment activities

    Subtotal of cash inflow from the investment activities 7,757,798.60 22,194,041.44

    Cash paid to acquire and construct fixed assets, intangible

    assets and other long-term assets

    9,750.00 86,064.00

    Cash paid to acquire investments

    Net cash amount paid to acquire the subsidiaries and other

    business units26

    Cash paid related to other investment activities

    Subtotal of Cash outflow from investment activities 9,750.00 86,064.00

    Net cash flow from investment activities 7,748,048.60 22,107,977.44

    III. Cash flow from financing activities:

    Cash received from investors

    Cash received from loans

    Cash received related to other financing activities

    Subtotal of cash inflow from the financing activities

    repayment of loans 16,823,322.57

    Cash dividends, profits and interests paid 444,332.76 774,945.13

    Cash payments related to other financing activities

    Sub-total of cash outflow from the financing activities 444,332.76 17,598,267.70

    Net cash flow from finacing activities -444,332.76 -17,598,267.70

    IV. Effect of Foreign Exchange Rate Changes on Cash

    and cash equivalents

    V. Net increase in cash and cash equivalents -25,230,132.55 -9,629,392.95

    Add: beginning balance of cash and cash equivalents 26,129,141.95 11,369,551.37

    VI ending balance of cash and cash equivalents 899,009.40 1,740,158.42

    Legal representative: Chief accountant of accounting department: Manager of accounting department:27

    Consolidated statement of changes in the shareholders' equity

    Jan-Jun 2009

    Prepared by:Shenzhen International Enterprise Co., Ltd Monetary unit : ( RMB) Yuan

    Amount in current period Amount in last year

    shareholders' equity belongs to parent company shareholders' equity belongs to parent company

    Item

    Share

    capital

    Capital

    reserve

    minus:

    Shares

    at stock

    Capital

    surplus

    General

    risk

    reserve

    Undistributed

    Profit Others

    Minorit

    y

    interest

    Toatl of

    shareho

    lder's

    equity

    Share

    capital

    Capital

    reserve

    minus:

    Shares

    at stock

    Capital

    surplus

    General risk

    reserve

    Undistr

    ibuted

    Profit

    Others

    Minorit

    y

    interest

    Toatl of

    shareho

    lder's

    equity

    I. Balance at the end of

    previous year

    220,901,1

    84.00

    72,315,

    347.06 125,929,8

    34.48 -200,284,817.

    12 -70,232

    ,951.83

    148,62

    8,596.5

    9

    220,90

    1,184.0

    0

    72,315,

    347.06 125,929,

    834.48

    -174,79

    3,080.8

    8

    -45,876

    ,809.94

    198,47

    6,474.7

    2

    plus(I): changes of

    accounting policies

    (II)Correction of errors

    in previous years

    Others

    II. Balance at the

    beginning of this year

    220,901,1

    84.00

    72,315,

    347.06

    125,929,8

    34.48

    -200,284,817.

    12

    -70,232

    ,951.83

    148,62

    8,596.5

    9

    220,90

    1,184.0

    0

    72,315,

    347.06

    125,929,

    834.48

    -174,79

    3,080.8

    8

    -45,876

    ,809.94

    198,47

    6,474.7

    2

    III. Increase or

    decrease of change

    amount in this year(the

    decrease is listed

    beginning with “-”)

    11,022,189.3

    9

    -4,880,

    340.55

    6,141,8

    48.84

    715,17

    0.19

    -2,541,

    002.13

    -1,825,

    831.94

    (I)Net profits in the year 11,022,189.3

    9 -4,880,

    340.55

    6,141,8

    48.84 715,17

    0.19 -2,541,

    002.13

    -1,825,

    831.94

    (II)Profit and loss

    directly accrued to

    owners’ equities

    1 . Net amount of fair

    value changes of saleable

    financial assets

    2.Net amount about the

    change of fair values of

    cash flow arbitrage tools

    3 . Income tax effect28

    related to the projects

    accrued to owner's euity

    4. Others

    Subtotal of (I)and (II) 11,022,189.3

    9 -4,880,

    340.55

    6,141,8

    48.84 715,17

    0.19 -2,541,

    002.13

    -1,825,

    831.94

    (III) Capitals invested

    by the owners

    1.Capital investment by

    owners in current period

    2. Repurchase of shares at

    stock in the year

    3.others

    (IV)Profit distribution in

    the yea

    Withdrawal of surplus

    reserve

    2.Withdrawal of general

    risk preparation

    3. Distribution to

    shareholders

    4.Others

    (V) Internal settlement

    and transfer of

    owners’equity

    1. Transfer of capital

    reserve to capital

    2. Transfer of surplus

    reserve to capital

    3. Surplus reserve makes

    up for the loss

    4. others

    IV. Balance at the end of

    this period

    220,901,1

    84.00

    72,315,

    347.06 125,929,8

    34.48 -189,262,627.

    73 -75,113

    ,292.38

    154,77

    0,445.4

    3

    220,90

    1,184.0

    0

    72,315,

    347.06 125,929,

    834.48

    -174,07

    7,910.6

    9

    -48,417

    ,812.07

    196,65

    0,642.7

    8

    Legal representative: Chief accountant of accounting department: Manager of accounting department:29

    statement of changes in the shareholders' equity

    Jan-Jun 2009

    Prepared by:Shenzhen International Enterprise Co., Ltd Monetary unit : ( RMB) Yuan

    Amount in current period Amount in last year

    Item Share

    capital

    Capital

    reserve

    minus:

    Shares at

    stock

    Capital

    surplus

    Undistributed

    Profit

    Toatl of

    shareholde

    r's equity

    Share

    capital

    Capital

    reserve

    minus:

    Shares at

    stock

    Capital

    surplus

    Undistributed

    Profit

    Toatl of

    shareholde

    r's equity

    I. Balance at the end of

    previous year

    220,901,

    184.00

    64,951,4

    44.59

    96,841,026.

    39

    -199,809,084.10 182,884,5

    70.88

    220,901,

    184.00

    64,951,4

    44.59

    96,841,026.

    39

    -139,448,140.73 243,245,5

    14.25

    plus(I): changes of accounting

    policies

    (II)Correction of errors in

    previous years

    Others

    II. Balance at the beginning of

    this year

    220,901,

    184.00

    64,951,4

    44.59 96,841,026.

    39 -199,809,084.10 182,884,5

    70.88

    220,901,

    184.00

    64,951,4

    44.59 96,841,026.

    39 -139,448,140.73 243,245,5

    14.25

    III. Increase or decrease of

    change amount in this year(the

    decrease is listed beginning

    with “-”)

    21,274,868.09 21,274,86

    8.09

    -12,346,102.94 -12,346,1

    02.94

    (I)Net profits in the year 21,274,868.09 21,274,86

    8.09 -12,346,102.94 -12,346,1

    02.94

    (II)Profit and loss directly

    accrued to owners’ equities

    1 . Net amount of fair value

    changes of saleable financial

    assets

    2.Net amount about the change

    of fair values of cash flow

    arbitrage tools

    3. Income tax effect related to

    the projects accrued to owner's

    euity

    4. Others

    Subtotal of (I)and (II) 21,274,868.09 21,274,86

    8.09

    -12,346,102.94 -12,346,1

    02.94

    (III) Capitals invested by the30

    owners

    1.Capital investment by owners

    in current period

    2. Repurchase of shares at stock

    in the year

    3.others

    (IV)Profit distribution in the yea

    1.Withdrawal of surplus reserve

    2. Distribution to shareholders

    3.Others

    (V) Internal settlement and

    transfer of owners’equity

    1. Transfer of capital reserve to

    capital

    2. Transfer of surplus reserve to

    capital

    3. Surplus reserve makes up for

    the loss

    4. others

    IV. Balance at the end of this

    period

    220,901,

    184.00

    64,951,4

    44.59

    96,841,026.

    39

    -178,534,216.01 204,159,4

    38.97

    220,901,

    184.00

    64,951,4

    44.59

    96,841,026.

    39

    -151,794,243.67 230,899,4

    11.31

    Legal representative: Chief accountant of accounting department: Manager of accounting department:31

    Shenzhen International Enterprise Co., Ltd

    Notes to Financial Statements

    For the year of Jun 30, 2009

    (All amounts are expressed in RMB yuan unless otherwise stated)

    Ⅰ、Corporation Information

    1、History of the company

    Shenzhen International Enterprise Co., Ltd. (“the Company”) was incorporated in 1983 in the

    People’s Republic of China and was restructured as a stock limited company in 1993and issued

    41,701,800 shares. In 2004 on the approval of Securities Administration Office ShenZhen the

    Company issued 41,701,800 bonus shares by the ratio 10:10. In 2005 on the approval of

    Document No. 48 [1995] ShenFuBanHan the company issued 50,000,000 B shares and lisited in

    the in the Shenzhen Stock Exchange. In 2006 on the approval of Document No. 99 [1996]

    ZhengJianFaShen Zi which issued by China Securities Regulatory Commission the company the

    company issued 20,000,000 A shares and lisited in the Shenzhen Stock Exchange. In May 1997 on

    the approval of board of directors and Securities Administration Office ShenZhen the company

    issued bonus shares by the ratio 10:1 and the capital fund transferred to share capital by the ratio

    10:1, in the total of 30,680,720 shares. In May 1998 on the approval of board of directors and

    Securities Administration Office ShenZhen that the share capital of company increased

    36,816,864 shares by the transfer of the capital fund by the ratio 10:2, by now the shares of the

    company are increased to 220,901,184. The company has acquired the QIGUYUEZONG business

    license with NO 110114, the total registered share capital of the compnay is 220,901,184 Yuan.

    Legal representative:Jinquan Li

    Registered Address:Luohu District ShenZhen

    2、The Industry

    The company operates within Real estate, commercial retail, forestry industry

    3、Scope of business

    The approved business scop: Merchandise retail, real estate, purchasing, distribution, plant,

    tree sales, import and export.

    II、Basis for preparation

    The company maintain their accounting record and prepare their statutory financial statement

    base on the assumption of going concern, accordance to transaction and item’s substance and

    economic reality, and according to the New Enterprise Accounting Standard issued by the

    Ministry of Finance on 15 February 2006, and also accordance to those Accounting policy and

    Accounting estimate that described in the notes.

    III、 Declaration of Compliance with the Enterprise Accounting Standards

    The Company’s financial statements prepared meet the requirements of the Enterprise

    Accounting Standards; fairly and completely present the financial position, operation result and32

    cash flow, and other relevant information of the company.

    IV、Summary of Significant accounting policies and accounting estimates and

    methods of preparation of consolidated financial statements

    1、Accounting year

    The company employs a period of calendar days from January 1 to December 31 each year as

    accounting year.

    2、Reporting currency

    The Company’s reporting currency is Renminbi (“RMB”).

    3、Measurement characters

    The Company commonly measures accounting factors by historical cost method; if the

    determined accounting factor amount can be obtained or reliably measured, the replacement cost, net

    realizable value, net value and fair value method may be employed.

    4、Standard of cash equivalents

    In preparing cash flow statement, cash equivalents of the company include the investments

    with short term (it usually expires within three months from the purchase date), highly liquidity,

    easy to convert into known amount of cash, and low-risk of changes in value. Equity investments

    shall not deem as cash equivalents.

    5、Foreign currency transactions

    Foreign currency (currency other than the reporting currency) transactions are translated

    into reporting currency at spot exchange rates prevailing on the day in which the transactions

    take place. Monetary assets and liabilities denominated in such currencies are translated at the

    rates prevailing at the balance sheet date. The exchange differences between the spot exchange

    rate at balance sheet date and initial recongnition rate or spot exchange rate at previous balance

    sheet date are accounted for as profit and loss account for the current period.

    The exchange gains and losses arising from foreign currency borrowings especially related to

    the purchase or construction of fixed assets refer to Enterprise Accounting Standards –

    Borrowing Costs.

    6、Financial assets and financial liabilities

    (1) The recognition of the financial instruments:

    The company should recognize a financial asset or a financial liability on its balance sheet

    when, and only when the entity becomes a party to the contractual provision of the instrument.

    (2) Classification of financial assets and financial liabilities:

    Financial assets and liabilities include financial assets and liabilities held for trading, and

    financial asset or financial liability at fair value through profit or loss; held-to-maturity

    investments; loans and accounts receivable; available-for-sale financial assets; and other financial

    liabilities.

    ①Financial asset or financial liabilities at fair value through profit or loss which including

    tradable financial assets or liability and designated financial asset or financial liability at fair

    value through profit or loss.33

    The tradable financial asset or liability is financial assets or liability meets one of the

    following criteria:

    a、The purpose of the obtaining the financial asset or liability is for sale or repurchase in the

    near future.

    b、Forming a part of the identifiable combination of financial instruments which are

    managed in a centralized way and for which there are objective evidences proving that the

    enterprise may manage the combination by way of short term profit making in the near future;

    c、Being a derivative instrument, excluding the designated derivative instrument which are

    effective hedging instruments, or derivative instruments to financial guarantee contracts, and the

    derivative instruments which are connected with the equity instrument investments for which

    there is no quoted price in the active market, whose fair value cannot be reliably measured, and

    which shall be settled by delivering the said equity instruments.

    The financial assets or financial liabilities meeting any of the following requirements can be

    designated, when they are initially recognized, as financial assets or financial liabilities as

    measured at its fair value and of which the variation is included in the current profits and losses:

    a、The designation is able to eliminate or obviously reduce the discrepancies in the

    recognition or measurement of relevant gains or losses arisen from the different basis of

    measurement of the financial assets or financial liabilities;

    b、The official written documents on risk management or investment strategies of the

    enterprise concerned have recorded that the combination of said financial assets, the combination

    of said financial liabilities, or the combination of said financial assets and financial liabilities will

    be managed and evaluated on the basis of their fair values and be reported to the key

    management personnel.

    ②held-to-maturity investment" refers to a non-derivative financial asset with a fixed date of

    maturity, a fixed or determinable amount of reportable price and which the enterprise holds for a

    definite purpose or the enterprise is able to hold until its maturity.

    ③Loans and accounts receivable" refers to the non-derivative financial assets for which

    there is no quoted price in the active market and of which the repo amount is fixed or

    determinable.

    ④The "sellable financial assets" refers to the non-derivative financial assets which are

    designated as sellable when they are initially recognized as well as the financial assets other than

    those as described below:

    (1) Loans and accounts receivables;

    (2) Investments held until their maturity; and

    (3) Financial assets measured at their fair values and of which the variation is recorded into

    the profits and losses of the current period.

    ⑤Other financial liability refers to financial liability are not measured at fair value through

    profit and loss.

    (3) Measurement of Financial Instruments

    The financial assets and financial liabilities initially recognized by an enterprise shall be

    measured at their fair values. For the financial assets and liabilities measured at their fair values34

    and of which the variation is recorded into the profits and losses of the current period, the

    transaction expenses thereof shall be directly recorded into the profits and losses of the current

    period.

    The subsequent measurement of the financial assets and financial liability:

    ①The financial asset and liability at fair value through profit and loss are subsequently

    measured at fair value, the profit and loss caused by changes in the fair value and de-recognition

    of the financial asset and liability should be recorded in the profit and loss accounts.

    ②The investments held until their maturity, are measured on the basis of the

    post-amortization costs by adopting the actual interest rate method; the profit and loss caused by

    de-recognition, impairment or amortization are recorded in the profit and loss account of the

    current period.

    ③The accounts receivable are measured on the basis of the post-amortization costs by

    adopting the actual interest rate method; the profit and losses caused by de-recognition,

    impairment or amortization is recorded in the profit and loss account of the current period.

    ④Available for sale financial asset, subsequently measured at fair value, the profit and

    losses caused by changes in fair value are recorded in the Capital reserve. The differences

    between purchase value and book value as disposal of available for sale financial asset should be

    recognized in the profit and loss on investments. At the same time, roll out the amount of the

    disposal part corresponding with the cumulative amount of the changes in the fair value

    recognized in the owner’s equity into the Capital reserve. The interest and cash dividend received

    during hold for available for sale financial asset, are recognized in the profit and loss on

    investments.

    ⑤Other financial liability , the derivative instruments which are connected with the equity

    instrument investments for which there is no quoted price in the active market, whose fair value

    cannot be reliably measured, and which shall be settled by delivering the said equity instruments

    For the financial guarantee contracts which are not designated as a financial liability

    measured at its fair value and the variation thereof is recorded into the profits and losses of the

    current period, and for the commitments to grant loans which are not designated to be measured

    at the fair value and of which the variation is recorded into the profits and losses of the current

    period and which will enjoy an interest rate lower than that of the market, a subsequent

    measurement shall be made after they are initially recognized according to the higher one of the

    following:

    a、 the amount as determined according to the Accounting Standards forEnterprises No. 13 -

    Contingencies; or

    b、 The surplus after accumulative amortization as determined according to the principles of

    the Accounting Standards for Enterprises No. 14 - Revenues is subtracted from the initial

    recognized amount

    Other financial liabilities are measured on the basis of the post-amortization costs by

    adopting the actual interest rate method; the profit and losses caused by de-recognition,

    impairment or amortizations are recorded in the profit and loss account of the current period.

    ⑥The "fair value" refers to the amount, at which both parties to a transaction who are35

    familiar with the condition exchange their assets or clear off their debts under fair conditions. In a

    fair transaction, both parties to it shall be enterprises in continuous operation, and do not plan or

    do not need to carry out any liquidation, significantly reduce their operational scale or carry out

    transactions notwithstanding the unfavorable conditions they face.

    ⑦Amortized cost

    Preferred term for the apportionment (charging or writing off) of the cost of an intangible

    asset as an operational cost over the asset's estimated useful life. It is identical to depreciation, the

    preferred term for tangible assets. The purpose of both terms is to (1) reflect reduction in the

    book value of the asset due to usage and/or obsolescence, (2) spread a large expenditure

    proportionately over a fixed period, and thereby (3) reduce the taxable income (not the actual or

    cash income) of a firm. In effect, it is a process by which invested capital of a firm is recovered

    by gradual sale of the firm's asset(s) to its customers over the years.

    ⑧Effective interest methods refers to a financial Asset (including a group of financial assets)

    or financial liability (including a group of financial liabilities), means a method of— calculating

    the amortized cost of the asset or liability, as the case may be; and allocating the interest income

    and interest expense of the asset or the interest income and interest expense of the liability, as the

    case may be, over the expected life of the asset or liability, as the case may be.

    (4) Transfers and derecognize of financial assets

    ① Derecognize financial asset if, and only if, meets one of the following three conditions:

    a、the contractual rights to the cash flows from the financial basset expire;

    b、the financial assets have been transferred, and the ownership of financial assets of almost

    all the risks and rewards transfer to other party;

    c、The financial assets have been transferred, but the company neither retains the ownership

    of financial assets of almost all the risks and rewards, nor gives up control of the financial assets.

    ② When derecognize condition of entire transferred assets has been satisfied, the differences

    between the amounts of following two items shall be accounted for profits and losses of current

    period.

    a、The book value of transferred financial assets;

    b、The sum of consideration received from the transfer, and the accumulative amount of the

    changes of the fair value originally recorded in the shareholders’ equities (in the event that the

    financial asset involved in the transfer is a financial asset available-for-sale)

    ③ If the transfer of partial financial assets satisfies the conditions of derecognize the entire

    book value of the transferred financial asset shall, between the portion whose derecognize and the

    recognized portion (under such circumstance, the service asset retained shall be deemed as a

    portion of financial asset whose derecognize), be apportioned according to their respective relative

    fair value, and the difference between the amounts of the following two items shall be accounted

    for the profits and losses of the current period .

    a、The portion book value derecognized;

    b、The sum of consideration of the portion whose derecognize and the portion of

    accumulative amount of the changes in the fair value originally recorded in the shareholders’

    equity which is corresponding to the portion whose derecognized ( in the event that the financial36

    assets involved in the transfer is a financial assets available-for-sale).

    ④ If the Company fails to satisfy the conditions of de-recognition for transferred financial

    assets, it shall continue to recognize the entire financial assets to be transferred and shall

    recognize the consideration it receives as a financial liability.

    (5) Impairment of financial assets

    The Company assesses the financial assets that carry at fair value, and those financial assets

    which changes of fair value are recognized in profit and loss accounts at the balance sheet date. If

    there is objective evidence that the one or several financial assets are impaired, the Company

    shall determine the amount of any impairment loss.

    ① Accounts receivable

    At the end of the period, the balance of individual accounts receivable and individual other

    receivable more than 1 million Yuan (include 1million Yuan) is considered as individual

    significant amounts, One by one to carry out impairment test, if there is objective evidence that

    the accounts receivable have been impaired, the impairment loss shall be recognized based on the

    difference of the book values higher than the present value of future cash flows.

    At the end of the period, for those individual accounts receivable with not significant

    amounts, if there is objective evidence that the accounts receivable have been impaired,

    recognize impairment loss alone.

    For other individual the amount of non-significant receivables, classification primarily on

    the basis of account age, and those accounts receivable’s account age more than one year will be

    classified as non-significant in amount but in accordance with the characteristics of credit risk

    portfolio, the risk of the portfolio is high, others classified as other non-significant receivables.

    For those account receivables classified as non-significant in amount but in accordance with the

    characteristics of credit risk portfolio, the risk of the portfolio is high, as well as other individual

    non-significant receivable accounts that not impaired after impairment test, these account

    receivables will carry out age analysis by the company and consider the debtor’s actual business

    situation and cash flow to determine the recoverable amount of receivables, a reasonable estimate

    of bad debts.On the basis of the actual loss rate of receivable accounts, with same or similar

    credit risk characteristics of accounts receivable package in previous year, the Company also

    considers current situation and determine the percentage of bad debt provision,the provison for

    the bad debt are as following:

    Age Percentage

    Within 1 year 5%

    1-2years 10%

    2-3years 15%

    3-4years 20%

    4-5years 25%

    Over 5years 30-100%

    ②Held-to-maturity investment

    The measurement of impairment loss of held-to-maturity investment, please refer to37

    impairment loss treatment of accounts receivable.

    ③ Available-for-sale financial assets

    If there is objective evidence that available-for-sale financial assets have significant

    depreciated, or after considering various relevant factors, this downward tendency is deemed as

    not temporary, the impairment loss shall be recognized based on the difference between the

    expected cash inflow values and book values.

    In case of impairment loss of available-for-sale financial assets recognized, it can not be

    written back.

    7、Inventory

    (1)Inventory categories: finished goods, consigned goods, development costs, development

    products, low-value consumable supplies, package materials, and consumable biology assets etc.

    (2)Inventories stock physical count system:

    Perpetual inventory method.

    (3)Valuation methods of inventories input and output

    The acquired inventory of the company to be initially measured at cost, the inventory

    includes costs of purchase and processing costs and other costs.

    ①Retail merchandise is accounted for by purchase price..

    ②All direct and indirect costs incurred in development process for real estate development

    enterprise are accounted for development costs, and transfer to development products when the

    projects are completed. Among of them:

    a、Land used in development: Land is entirely transferred to work-in-process when the

    whole project is developed; Land is transferred partially to work-in-process when the project is

    developed by installment, and undeveloped land is still accounted for inventory.

    b、Public facilities: Public facilities are initially accounted for as development costs by

    actual cost, and transferred to salable properties such as residences etc when the projects are

    completed. If the public facilities own their operation values and developers own the right of profit

    inflows from the public facilities, then those public facilities are accounted for lease development

    products or finished development products by individually.

    (4)Low consumable supplies or package materials are amortized at one time when they

    are issued.

    (5)Amortization method for lease development products and turnover properties: amortize

    by straight-line method on predicted useful lives.

    (6)Impairment loss of inventories

    For inventories at balance sheet date, the evaluation criteria should base on the lower value

    between costs and net values that can be converted into cash. When net values that can be

    converted into cash are lower than costs, provision for impairment loss of inventories shall be

    made.

    Consumable forest assets are not made impairment loss provision before the trees are grown

    to cut for sales. The Company assesses consumable forest assets which are available to cut for

    sales at least once a year at balance sheet date for any impairment loss indications.

    If the consumable forest assets are suffered by natural disasters, plant diseases, or animal38

    epidemic diseases, and are resulted from the lower net values that converted into cash than costs,

    then the differences between net values that converted into cash and costs are accounted for

    impairment loss of inventories provision.

    8、Recognition and measurement of Long-term Equity Investment

    Long-term equity investment including the equity investments held by the company, who

    can able to exercise control, joint control or significant influence to the invested entity, or the

    company do not have control, joint control or significant influence on the invested entity, and

    there is no active market quotation, the fair value measurement should not reliable.

    (1)Initial measurement

    ①Long-term Equity Investment Including the company's investment that was able to

    exercise control, joint control or equity investment which may have significant influence on the

    invested company or the Company’s investment does not have control, joint control or significant

    influence on the invested company, and there is no active market quotation, the fair value can not

    be reliably measured.

    a、 For the merger of enterprises under the same control, if the consideration of the merging

    enterprise is that it makes payment in cash, transfers non-cash assets or bear its debts, it shall, on

    the date of merger, regard the share of the book value of the owner's equity of the merged

    enterprise as the initial cost of the long-term equity investment. The difference between the initial

    cost of the long-term equity investment and the payment in cash, non-cash assets transferred as

    well as the book value of the debts borne by the merging party shall offset against the capital

    reserve. If the capital reserve is insufficient to dilute, the retained earnings shall be adjusted. If

    the consideration of the merging enterprise is that it issues equity securities, it shall, on the date

    of merger, regard the share of the book value of the owner's equity of the merged enterprise as

    the initial cost of the long-term equity investment. The total face value of the stocks issued shall

    be regarded as the capital stock, while the difference between the initial cost of the long-term

    equity investment and total face value of the shares issued shall offset against the capital reserve.

    If the capital reserve is insufficient to dilute, the retained earnings shall be adjusted.

    b、For obtaining subsidiary not under common control, the cost of long-term equity

    investment is fair value of assets paid or liabilities undertaken by the Company. Where the cost

    of a business combination exceeds the acquirer’s interest in the fair value of the acquiree’s

    identifiable net assets, the difference shall be recognized as goodwill, goodwill shall be measured

    at cost less accumulated impairment losses. Where the cost of combination is less than the

    acquirer’s interest in the fair value of the acquiree’s identifiable net assets, after reassessment, the

    difference shall be recognized in profit or loss for the current period.

    Other types of long-term equity investment

    Besides the long-term equity investments formed by the merger of

    ②Enterprises, the initial cost of a long-term equity investment obtained by other means

    shall be ascertained in accordance with the provisions as follows:

    a、The initial cost of a long-term equity investment obtained by making payment in cash

    shall be the purchase cost which is actually paid. The initial cost consists of the expenses directly

    relevant to the obtainment of the long term equity investment, taxes and other necessary39

    expenses.

    b、The initial cost of a long-term equity investment obtained on the basis of issuing equity

    securities shall be the fair value of the equity securities issued.

    c、 The initial cost of a long-term equity investment of an investor shall be the value

    stipulated in the investment contract or agreement except the unfair value stipulated in the

    contract or agreement.

    d、 The initial cost of a long-term investment obtained by the exchange of nonmonetary

    assets shall be ascertained in accordance with the Accounting Standards for Enterprises No. 7

    – Exchange of Non-monetary Assets.

    e、 The initial cost of a long-term equity investment obtained by recombination of liabilities

    shall be ascertained in accordance with Accounting Standards for Enterprises No. 12 – Debt

    Restructuring.

    (2) Subsequent measurement

    The cost method is employed to calculate the long-term equity investment of subsidiaries

    and will be adjusted in accordance with the equity method in the preparation of the consolidated

    financial statements.

    The Company uses cost method for the following conditions: a long-term equity investment

    where the investing enterprise can exercise control over the investee, or the investing enterprise

    does not have joint control or significant influence over the investee, the investment is not quoted

    in an active market and its fair value can’t be reliably measured.

    When an investing enterprise can exercise joint control or significant influence over the

    investee, a long-term equity investment shall be treated as a recovery of initial investment cost.

    a、When using cost method, additional investments or disinvestments shall adjustment of the

    cost of the long-term equity investment. By using cost method of a long-term equity investment,

    except the actual payment when investment obtained or those contained cash dividends or profits

    that has declared but not yst paid, the company shall recognize those declared profit and loss, in

    accordance with its shares in the investee.

    b、When using equity method, after the investing enterprise has acquired a long-term equity

    investment, it shall recognize its share of net profits or losses made by the investee as investment

    income or losses, and adjust the carrying amount of the investment accordingly. The carrying

    amount of the investment shall be reduced by the portion of any profit distributions or cash

    dividends declared by the investee that is attributed to the investing enterprise.

    The impairment of a long-term equity investment which is measured by employing the cost

    method as prescribed in these Standards, for which there is no offer in the active market and of

    which the fair value cannot be reliably measured, its impairment shall be disposed in accordance

    with the Accounting Standards for Enterprises No. 22 – Recognition and Measurement of

    Financial Instruments. The impairment of any other long-term equity investment measured in

    accordance with these Standards shall be disposed in accordance with the Accounting Standards

    for Enterprises No. 8 – Asset Impairment.

    9、Investment property40

    Investment property is held to earn rentals or for capital appreciation or for both. Investment

    property includes leased or ready to transfer after capital appreciation land use rights and leased

    buildings.

    Property investment is measured by cost model, according to its expected useful life and net

    residual rate on buildings and land-use right to calculate depreciation or amortization. The

    company’s expected useful life, net residual rate and annual depreciation rate of investment

    property as follow:

    Categories Expected residual rate

    Expected useful

    life(years)

    Annual depreciation

    (amortization) rate

    Building 10% 30 3%

    At the end of the balance date, if there is any evidence indicates that the Investment property

    has been impaired then the impairment provision should be provided in accordance with Note 4,

    15.

    10、Recognition and measurement of fixed asset

    (1)Fixed assets refer to simultaneously have the following characteristics of tangible assets:

    for the production of merchandise, and providing labor services, lease or operation and

    management of holdings; life of more than one fiscal year.

    (2)Fixed assets are tangible assets that are held for use in production or supply of goods or

    services, for rental to others, or for administrative purpose, and have useful lives more than one

    accounting year. Fixed assets shall be recognized if they meet the following conditions:

    ①The economic benefits related to fixed asset probably flows to the enterprise;

    ②The cost of fixed asset may be reliably measured.

    If the subsequent expenditure related to fixed assets, if they meet the above conditions then

    should be recognized in the cost of the fixed assets if not should be recognized in the profit

    and loss.

    (3) Fixed assets shall be initially measured at cost method. The cost of fixed asset comprises

    purchase price, relate tax or duties, and any directly attributable cost of bringing the asset to

    working condition for its intended use, such as delivery cost, insurance etc.

    (4)Depreciation method of fixed assets

    The estimated useful lives and annual depreciation rate of various types fixed assets are listed

    as follows:

    Category Expected residual rate Estimated useful lives (years) Annual depreciation rate

    Building and structures 10% 30 years 3%

    Vehicles 10% 5 years 18%

    Electronic device and other facilities 10% 5 years 18%

    (5)The fixed asset would be recognized as idle fixed assets if the fixed asset be unused in

    6months (except for seasonal disable), the deprecation method of idle fixed assets is in line with

    other types of fixed assets.

    (6) If there is evidence provide that the value of fixed asset is imparied on each balance

    sheet date, the method of provision for the imparment would be prepared according to the41

    method in Note 4.15 impairment of assets.

    When the depreciation provided for the fixed asset which impairment provison has been

    provided the depreciation rate and depreciation amount should be remeasured according to their

    book value and remaining life, if the value of the impaired fixed asset could be recovered then

    the depreciation rate and depreciation amount should be remeasured in accordance with its

    recovered value and remaining life, for the fixed asset that full impairment provision has been

    provided then no longer be depreciated.

    11、Construction in progress

    (1)Construction in progress shall be calculated based on the classification of proposed

    projects.

    (2)Construction in progress is measured at actual cost. Construction in progress is

    transferred to fixed assets when the project is substantially ready for its intended use. Borrowing

    costs relating to construction in progress are measured according to borrowing costs

    measurement method.

    (3)At the end of period, the company makes judgment if any provision of impairment loss is

    necessary. If the project has been stopped for a long time and will not be constructed within three

    years, the impairment loss for such construction in progress shall be made based on the

    differences between recoverable amount and book values. Once impairment loss is made, it can

    not be written back.

    12、Recognition and Initial Measurement of Biological Assets

    (1)The biological assets of the company refer to consumable biological assets, productive

    biological assets and public welfare biological assets

    (2)The initial measurement shall be made to the biological asset at its cost. The cost of a

    purchased biological asset consists of the purchase price, the relevant taxes, freight, insurance

    premium and other expenses that may bedirectly attributable to the purchase of this asset. An

    investor shall ascertain the cost of biological asset inaccordance with the value as stipulated in

    the investment contract or agreement, unless the unfair value is stipulated in the contract or

    agreement. The cost of consumptive biological asset and the public welfare biological assets

    self-cultivating forest consists of the necessary expenses for forestation, forest tending, forest

    operating facilities, testing of good species, investigation and design, indirect apportionment. The

    cost of self-planting productive biological assets as forests consists of the necessary expenses for

    forestation, forest tending, forest operating facilities, testing of good species, investigation and

    design, indirect apportionment, etc., before accomplishing the expected objective of

    productionand operation.

    The subsequent expenses for the management and protection or for the breeding of a

    biological asset after canopy closure or after the accomplishment 2/2 of the expected objective of

    production and operation shall be included in the current profits and losses.

    (3)At the end of each year, the company examines the consumptive biological assets and

    productive biological assets. If any wellestablished evidence indicates that the realizable net

    value of any consumptive biological asset or the recoverable amount of any productive biological

    asset is lower than its book value as a result of natural disaster, plant diseases and insect pests,42

    animal disease or change of market demand, the enterprise shall,based on the difference between

    the realizable net value or the recoverable amount and the relevant book value, make provision

    for the loss on decline in value of or for the impairment of the biological asset and shall include it

    in 3/3 the current profits and losses. The aforesaid realizable net value and recoverable amount

    shall be ascertained in accordance with the AccountingStandards for Enterprises No. 1 –

    Inventories and Accounting Standards forEnterprises No. 8 – Asset Impairment, respectively.

    If the factors causing any impairment of a consumptive biological asset have disappeared,

    the amount of write-down shall be resumed and shall be reversed fromthe provision for the loss

    on decline in value of the consumptive biological asset that has been made. The reversed amount

    shall be included in the current profits and losses.

    Once the provision for impairment of a productive biological asset is made, it shall not be

    reversed.

    13、 Intangible Assets

    (1)Intangible asset are recognize initially at cost.

    (2)Period of intangible asset that could bring future economic benefit inflow to company

    could determined reasonably according to the judgment according to reason of contract right or

    other legal right, condition in same industry, history experience, and demonstrate of expert would

    be recognize as finite useful years asset. Otherwise, the asset would be recognizing as infinite

    useful years asset.

    (3)To estimate the life of finite useful year’s asset would consider factor of:

    ①The life cycle of the asset to produce product, and the information of similar asset;

    ②The development of craftwork and technology, and the estimate of future development

    trend

    ③The demand condition in market of the product produced by the asset;

    ④The estimate action would be taken by competitor or potential competitor;

    ⑤The expense expects to maintain the asset to bring future economic benefit and the ability

    of the company to pay for it.

    ⑥The relate law restriction on control period of the asset or other similar restriction such as

    franchise, lease period.

    ⑦Relation with other asset holds by company.

    (4)The intangible asset with finite useful years should be amortization on a systematic and

    rational basic according its economic benefit achievement plan. A straight line method would be

    used if the plan could not define. Intangible asset with infinite useful years would not amortize,

    but would conduct impairment test every year.

    (5)Conduct test to ability of the asset to bring future economic benefit on balance sheet

    date, and make provision for impairment of intangible asset according to method describe in

    Notes 15.

    (6)Internal organizational research expenses are accounted through profit and loss in

    current period; development costs which are recognized as intangible assets shall satisfy the

    following conditions: It is technical feasible for use or sales upon the completion of the

    intangible assets; it is intended for use or sales upon the completion of the intangible assets; the

    manner to provide that expect future economic benefits that are attributable the intangible assets

    including a market is exist for the asset or product of the asset or provide evidence of serviceable43

    if asset are inside used; the entity should have enough technology, financial and other resources

    to support the completion of development, and have ability to use or sale the intangible assets;

    the cost of intangible asset can be measured reliably.

    14、Long-term deferred expenses

    The Long-term deferred expenses are defined as those expenses in this year but should be

    allocated in flowing years. The amount transfer to the account are the amount actual paid, and

    allocate equally in project period.

    15、Impairment of Assets

    (1)No matter whether there is any sign of possible assets impairment, the goodwill formed

    by the merger of enterprises and intangible assets with uncertain service lives shall be subject to

    impairment test every year. Fixed assets, construction in progress, intangible assets, the

    investment properties measured by cost method and long-term equity investments, if there is any

    indication for impairment at balance sheet date then impairment test need to be taken

    Where any evidence shows that there is possible assets impairment, the recoverable amount

    of the assets shall be estimated. The recoverable amount shall be determined in light of the higher

    one of the net amount of the fair value of the assets minus the disposal expenses and the current

    value of the expected future cash flow of the assets. The disposal expenses shall include the

    relevant legal expenses, relevant taxes, truck age as well as the direct expenses for bringing the

    assets into a marketable state. Where there is any evidence indicating a possible impairment of

    assets, the enterprise shall, on the basis of single item assets, estimate the recoverable amount.

    Where it is difficult to do so, it shall determine the recoverable amount of the group assets on the

    basis of the asset group to which the asset belongs.

    (2)The recognition of the impairment

    ①The current market price of assets falls, and its decrease is obviously higher than the

    expected drop over time or due to the normal use;

    ②The economic, technological or legal environment in which the enterprise operates, or the

    market where the assets is situated will have any significant change in the current period or in the

    near future, which will cause adverse impact on the enterprise;

    ③The market interest rate or any other market investment return rate has risen in the current

    period, and thus the discount rate of the enterprise for calculating the expected future cash flow

    of the assets will be affected, which will result in great decline of the recoverable amount of the

    assets;

    ④Any evidence shows that the assets have become obsolete or have been damaged

    substantially;

    ⑤The assets have been or will be left unused, or terminated for use, or disposed ahead of

    schedule;

    ⑥Any evidence in the internal report of the enterprise shows that the economic

    performance of the assets have been or will be lower than the expected performance, for example,

    the net cash flow created by assets or the operating profit (or loss) realized is lower (higher) than

    the excepted amount, etc.; and Other evidence indicates that the impairment of assets has

    probably occurred.44

    (3)The recognition of an asset group shall base on whether the main cash inflow generated

    by the asset group is independent of those generated by other assets or other group assets.

    Simultaneously, when recognizing an asset group, the enterprise shall take into consideration

    how its managers manage the production and business activities (for example, according to the

    production lines, business varieties or according to the regions or areas), and the ways of

    decision-making for the continuous use or disposal of the assets, etc

    Where there is an active market for the products manufactured by (or other outputs of) a

    combination of several assets, even if some or all of these products (or other outputs) are

    provided for the internal use, the enterprise shall also recognize this combination of assets as an

    asset group on the condition that the provisions of the preceding paragraph are accorded with

    Where the cash inflow of the asset group is affected by the internal transfer price, the future

    cash flow of the asset group shall be determined on the basis of the best available estimate made

    by the managers of the enterprise for the future price in the fair transaction.

    Once an asset group is recognized, it shall be kept consistent during different accounting

    periods, and not be changed at will.

    16、 Measurement and recognition of employee Compensation

    (1) Employee Compensation

    Employee compensation refers to all kinds of payments and other relevant expenditures

    given by enterprises in exchange of the services offered by the employees. The employee

    compensation shall include:

    ① Wages, bonuses, allowances and subsidies for the employees;

    ② Welfare expenses for the employees;

    ③ Medical insurance, endowment insurance, unemployment insurance, work injury

    insurance, maternity insurance and other social insurances;

    ④ Housing accumulation fund;

    ⑤Labor union expenditure and employee education expenses;

    ⑥Non-monetary welfare;

    ⑦ Compensations for the cancellation of the labor relationship with the employees; and

    ⑧ Other relevant expenditures of services offered by the employees

    (2) If an enterprise cancels the labor relationship with any employee prior to the expiration

    of the relevant labor contract or brings forward any compensation proposal for the purpose of

    encouraging the employee to accept a layoff, and the following conditions are met concurrently,

    the enterprise shall recognize the expected liabilities incurred due to the compensation for the

    cancellation of the labor relationship with the employee, and shall simultaneously record them

    into the profit or loss for the current period:

    ①Where the enterprise has formulated a formal plan on the cancellation of labor

    relationship or has brought forward a proposal on voluntary layoff and will execute it soon. This

    plan or proposal shall include the department at which the employee to be laid off works, the post

    of the employee and the number of the employees to be laid off, the amount of compensation for

    the cancellation of labor relationship or for layoff as determined on the basis of the job category

    or post according to the relevant provisions, and the planned time for the cancellation of labor45

    relationship or layoff.

    ②The enterprise is unable to unilaterally withdraw the plan on the cancellation of labor

    relationship or the layoff proposal.

    17、The recognition and measurement of Share-based Payments

    (1) Cash-settled Share-based Payments

    A cash-settled share-based payment shall be measured in accordance with the fair value of

    liability calculated and confirmed based on the shares or other equity instruments undertaken by

    an enterprise.

    As to a cash-settled share-based payment instruments, if the right may be exercised

    immediately after the grant, the fair value of the liability undertaken by the enterprise shall, on

    the date of the grant, be included in therelevant costs or expenses, and the liabilities shall be

    increased accordingly.

    As to a cash-settled share-based payment, if the right may not beexercised until the vesting

    period comes to an end or until the specified performance conditions are met, on each balance

    sheet date within the vesting period, the services obtained in the current period shall, based on

    the best estimate of the information about the exercisable right, be included in the relevant costs

    or expenses and the corresponding liabilities at the fair value of the liability undertaken by the

    enterprise.

    (2)Equity-settled Share-based Payments

    The equity-settled share-based payment in return for employee services shall be measured at

    the fair value of the equity instruments granted to the employees

    As to an equity-settled share-based payment in return for services of employees, if the right

    may be exercised immediately after the grant, the fair value of the equity instruments shall, on

    the date of the grant; be included in the relevant cost or expense and the capital reserves shall be

    increased accordingly.

    As to a equity-settled share-based payment in return for employee services, if the right cannot

    be exercised until the vesting period comes to an end or until the prescribed performance

    conditions are met, then on each balance sheet date within the vesting period, the services

    obtained in the current period shall, based on the best estimate of the number of vested equity

    instruments, be included in the relevant costs or expenses and the capital reserves at the fair value

    of the equities instruments on the date of the grant.

    If canceled the equity instrument granted to employees during the waiting period, those

    equity instrument treated as accelerated vesting. Value should be indentified within the remaining

    waiting period shall be recognised in the current profits and losses, and recognise capital reserve

    simultaneously. Employees or the other parties can choose meet the non-vesting conditions but

    fails meeting within the waiting period, as the cancellation of the equity instruments granted.

    18、Accrued liabilities

    (1) Principle of accrued liabilities

    The obligations related to some items that meet the following conditions at the same time

    will be confirmed as the liabilities:

    ①This obligation is the current obligation of the company;46

    ② The performance of this obligation will probably cause the economic benefits to flow

    out of the company;

    ③The amount of this obligation can be reliably calculated.

    (2) The measurement of accrued liabilities

    The accrued liabilities are initially measured in accordance with the best estimated outflow

    of economic benefits to fulfill the current obligation as well as related risks regarding the

    contingencies, uncertainties and time value of money. Significant impact on the time value of

    money the best estimation is determined through the related discounted future cash outflows. The

    increase of book value of accrued liability caused due to the passage of time is recognized as

    interest.

    (3)Optimum evaluation of accrued liabilities

    If the necessary payments have scopes, the optimum evaluation shall be determined based

    on the average amount between the upper and lower limit amount of scope ; if the necessary

    payments do not have such scopes, the optimum evaluation shall be determined in the following

    method:

    ① If the contingent event is involved in an individual project, the optimum evaluation

    amount will be determined based on the possible amount;

    ② If the contingent event is involved in some projects, the optimum evaluation amount

    shall be determined based on possible amount and occurrence probability. In case of all or part of

    payments about the confirmed liquidation liabilities are expected to be compensated by the third

    parties or other parties, and the compensation amounts are surely received, then such amounts

    shall be separately recognized. The confirmed compensation amounts shall not exceed book

    values of confirmed liabilities.

    19、The recognition and measurement of transfer financial assets

    (1) The Company shall derecognize financial assets when all the risks and rewards have

    been transferred to other party. The company differentiates the transfer of financial assets into

    entire transfer and the partial transfer of financial asset.

    When derecogniziton condition of entire transferred assets has been satisfied, the differences

    between the amounts of following two items shall be accounted for profits and losses of current

    period.

    ①The book value of transferred financial assets;

    ②The sum of consideration received from the transfer, and the accumulative amount of the

    changes of the fair value originally recorded in the shareholders’ equities (in the event that the

    financial asset involved in the transfer is a financial asset available-for-sale)

    20、Revenue recognition

    (1) Recognition principle and method of Estate Revenue:

    ①The project has been completed, sale contract has been signed or any other notice of

    settlement has been received, the company has completed its obligation mention in the contract,

    and received payment from buyers, or the one sold under mortgage, which has satisfied with the

    mortgage condition, and cost of the project can be measured reliably.

    ②Sales under installment payment: Revenue shall be recognized on each installment47

    payment date as the contract said.

    ③ Construction of buildings or construction projects: Revenue shall be recognized when

    the construction settlement bills are handed to consignor(s).

    (2)Income from rental properties: the income is recognized by straight-line method under

    the contract signed.

    (3) Recognition principle and method of other business:

    ①Sale of goods

    Revenue from the sale of goods shall be recognized when all of the following conditions are

    satisfied:

    a、the entity has transferred the significant risks and rewards of ownership of goods to the

    buyer;

    b、the entity retains neither continuing managerial involvement to the degree usually

    associated with ownership nor effective control over goods sold;

    c、the amount of revenue can be measured reliably;

    d、The associated costs incurred or to be incurred can be measured reliably.

    ② Rendering of services

    The entity recognize revenue from rendering of service when come out of rendering of

    service can be measured reliably at balance sheet date, and adopt percentage of completion

    method in recognition of revenue. When the outcome of rendering of service can not be

    measured reliably at balance sheet date, revenue shall be recognized to the extent of costs

    incurred that are expected to be recoverable.

    ③ Other business: The entity recognizes revenue when the related economic benefit shall

    probably flow into the company; and related income and cost can be measured reliably.

    21、Government Subsidies

    (1)No government subsidy may be recognized unless the following conditions are met

    simultaneously as follows:

    ① The enterprise can meet the conditions for the government subsidies; and

    ②The enterprise can obtain the government subsidies.

    (2) If a government subsidy is a monetary asset, it shall be measured in the light of the

    received or receivable amount. If a government subsidy is a non-monetary asset, it shall be

    measured at its fair value. If its fair value cannot be obtained in a reliable way, it shall be

    measured at its nominal amount.

    ①The government subsidies pertinent to assets shall be recognized as deferred income,

    equally distributed within the useful lives of the relevant assets, and included in the current

    profits and losses. But the government subsidies measured at their nominal amounts shall be

    directly included in the current profits and losses.

    ②The government subsidies pertinent to incomes shall be treated respectively in accordance

    with the circumstances as follows:

    a、Those subsidies used for compensating the related future expenses or losses of the

    enterprise shall be recognized as deferred income and shall included in the current profits and

    losses during the period when the relevant expenses are recognized; or

    b、Those subsidies used for compensating the related expenses or losses incurred to the48

    enterprise shall be directly included in the current profits and losses.

    (3) If it is necessary to refund any government subsidy which has been recognized, it shall

    be treated respectively in accordance with the circumstances as follows:

    ①If there is the deferred income concerned, the book balance of the deferred income shall

    be offset against, but the excessive part shall be included in the current profits and losses; and

    ② If there is no deferred income concerned to the government subsidy, it shall be directly

    included in the current profits and losses.

    22、Measurement and recognition of borrowing cost

    (1)Principle of capitalization of borrowing cost

    Borrowing costs may be attributable to the construction and productions of assets and

    complied with the capitalization conditions, they shall be capitalized and accounted for as cost of

    assets; other borrowing costs shall be recognized as expenses when incurred and accounted for

    current profit and loss account. The assets complying with the capitalization conditions mean

    assets such as fixed assets, investment properties and inventories etc, that require a long time of

    construction and production activities before being intended for use or for sales.

    The capitalization of borrowing costs shall satisfy the following conditions:

    ①The expenditure of assets has been incurred;

    ②The borrowing costs have been incurred;

    ③Activities relating to acquisition, construction or production that are necessary to the

    assets being intended for use or sales have been launched.

    Capitalization of borrowing costs shall be suspended during periods in which acquisition,

    construction or production of assets is interrupted abnormally, and is interrupted for a continuous

    period of three months.

    (2)Capitalization period

    Capitalization of borrowing costs shall be suspended during periods in which acquisition,

    construction or production of assets is interrupted abnormally, and is interrupted for a continuous

    period of three months.

    Capitalization of borrowing costs also shall be suspended when the acquisition, construction

    or production of assets are prepared being intended for use or sales.

    Borrowing costs which are incurred by the acquisition, construction or production of assets,

    and are satisfied with the aforesaid capitalization conditions, are recognized as cost of assets

    before those assets are intended for use or sales. Any borrowing costs incurred after those assets

    are intended for use or sales, are recognized as financial costs.

    (3) Where a general borrowing is used for the acquisition and construction or production of

    assets eligible for capitalization, the enterprise shall calculate and determine the to-be-capitalized

    amount of interests on the general borrowing by multiplying the weighted average asset

    disbursement of the part of the accumulative asset disbursements minus the general borrowing by

    the capitalization rate of the general borrowing used. The capitalization rate shall be calculated

    and determined in light of the weighted average interest rate of the general borrowing. The

    capitalization period shall refer to the period from the commencement to the cessation of

    capitalization of the borrowing costs, excluding the period of suspension of capitalization of the

    borrowing costs. During the period of capitalization, the amount of interest capitalized during49

    each accounting period shall not exceed the amount of interest actually incurred to the relevant

    borrowings in the current period. During the period of capitalization, the exchange balance on

    foreign currency borrowings shall be capitalized, and shall be recorded into the cost of assets

    eligible for capitalization. For the ancillary expense incurred to a specifically borrowed loan,

    those incurred before a qualified asset under acquisition, construction or production is ready for

    the intended use or sale shall be capitalized at the incurred amount when they are incurred, and

    shall be recorded into the costs of the asset eligible for capitalization; those incurred after a

    qualified asset under acquisition and construction or production is ready for the intended use or

    sale shall be recognized as expenses on the basis of the incurred amount when they are incurred,

    and shall be recorded into the profits and losses of the current period. The ancillary expenses

    arising from a general borrowing shall be recognized as expenses at their incurred amount when

    they are incurred, and shall be recorded into the profits and losses of the current period.

    23、 Measurement and recognition of income taxes

    (1)The company uses deferred income tax liability method in calculation of income taxes

    (2) Where the company obtains assets or liabilities, it shall determine its tax base. Where

    there is difference between the carrying amount of the assets or liabilities and its tax base, the

    deferred income tax assets or the deferred income tax liabilities shall be determined.

    (3) The recognition of the deferred income tax assets

    ① The company should recognize the deferred income tax liabilities arising from a

    deductible temporary difference to the extent of the amount of the taxable income which it is

    most likely to obtain and which can be deducted from the deductible temporary difference.

    However, the deferred income tax assets, which are arising from the initial recognition of assets

    or liabilities during a transaction which is simultaneously featured by the following, shall not be

    recognized:

    a、The transaction is not business combination;

    b、 At the time of transaction, the accounting profits will not be affected, nor will the

    taxable amount (or the deductible loss) be affected

    ② Where the deductible temporary difference related to the investments of the subsidiary

    companies, associated enterprises and joint enterprises can meet the following requirements

    simultaneously, the enterprise shall recognize the corresponding deferred income tax assets:

    a、The temporary differences are likely to be reversed in the expected future; and

    b、It is likely to acquire any amount of taxable income tax that may be used for making up

    the deductible temporary differences.

    ③ As for any deductible loss or tax deduction that can be carried forward to the next year,

    the corresponding deferred income tax assets shall be determined to the extent that the amount of

    future taxable income to be offset by the deductible loss or tax deduction to be likely obtained

    (4)Deferred income tax liabilities

    Deferred tax liabilities shall be recognized for all taxable temporary differences, except to

    the extent that the deferred tax liabilities arise from:

    ① the initial recognition of good will;

    ② the initial recognition of assets or liabilities arising from the following transactions50

    which are simultaneously featured by the following:

    a、The transaction is not business combination;

    b、At the time of transaction, the accounting profits will not be affected, nor will the taxable

    amount (or the deductible loss) be affected.

    ③The taxable temporary differences related to the investments of subsidiary companies,

    associated enterprises and joint enterprises shall recognize corresponding deferred income tax

    liabilities. However, those that can simultaneously meet the following conditions shall be

    excluded:

    a、 The investing enterprise can control the time of the reverse of temporary differences;

    and

    b、The temporary differences are unlikely to be reversed in the excepted future.

    (5)The carrying amount of deferred income tax assets shall be reexamined on balance

    sheet day. If it is unlikely to obtain sufficient taxable income taxes to offset the benefit of the

    deferred income tax assets, the carrying amount of the deferred income tax assets shall be written

    down.

    When it is probable to obtain sufficient taxable income taxes, such write down amount

    shall be subsequently reversed.

    (6) The company and its subsidiary without sufficient taxable income in the foreseeable

    future to offset the timing differences therefore deferred income tax assets has been recognized.

    24、Basis of Consolidation

    (1)The recognition scope of the consolidation

    The consolidated financial statements prepared are in accordance with the No. 33 Enterprise

    Accounting Standards – Consolidated Financial Statement issued in February, 2006. The

    recognition of the scope of the consolidated financial statement based on control bases the

    consolidation including the company, subsidiaries directly or indirectly controlled by the

    company and special-purpose financial statements of the entity. Control refers to the Company

    has the right to decide financial and operating policies of the invested company, and to obtain

    benefits from the business activities.

    Company is not included in the scope of consolidation if there is evidence shows that the

    parent company can not exercise control over it.

    (2)Purchase or sale of subsidiary share holding

    The purchase and sale date will be confirmed with the time that major related risks and

    rewards of equity ownership have been transferred. For the acquisition or sale of a subsidiary

    under the different control of the consolidation, the operating results and cash flows have been

    properly included in the consolidated Income Statement and Consolidated Statements of Cash

    Flows before the sales day and after the purchase day. For the acquisition or sale of a subsidiary

    under the same control of the consolidation the operating results and cash flows have been

    properly included in the consolidated Income Statement and Consolidated Statements of Cash

    Flows and shown separately. The corresponding adjustments have been made for Comparative

    figures of the consolidated financial statements

    (3)Where necessary, adjustments are made to the financial statements of subsidiaries to51

    bring the accounting policies used into line with those used by other members of the group.

    If the accounting policy and accounting period of the subsidiary are inconsistent with the

    Company, financial statements of subsidiaries have been adjusted accordingly in accordance with

    the Company's accounting policies as preparation consolidated financial statements, for the

    subsidiary acquired under different control consolidation, financial statements of subsidiaries

    have been adjusted accordingly in accordance with fair value of subsidiary's identifiable assets,

    liabilities and contingent liabilities at purchase day.

    (4)The method of consolidation

    All significant intercompany transaction and balances between group enterprises are

    eliminated on consolidation. The part of net assets of consolidated subsidiaries belongs to the

    part of minority interests should be reported separately in equity of consolidated financial

    statements.

    V.Change in accounting policies, accounting estimates and correct previous accounting

    period errors:

    (1)Change in accounting policies

    There are no changes in accounting in accounting period of 2008.

    (2)Change in accounting estimates。

    There are no changes in accounting estimates in accounting period of 2008.

    (3)Correction of accounting errors

    There are no accounting errors in accounting period of 2008.

    VI. Taxation

    Types Basis of taxation Tax rate

    Value-Add-Tax(VAT) Income from sales of products 17%

    land value increment tax Income from selling Estate -deductible items 30% - 60%

    Business Tax Income from Estate, Leasing and Rendering of service 5%

    Enterprise Income Tax Taxable Income 20%、25% (Note)

    City Construction fee

    VAT payable, consumption tax payable and business tax

    payable

    1%

    Education fee

    VAT payable, consumption tax payable and business tax

    payable

    3%

    Note:(1)Shenzhen Special Economic Zone:The applicable Enterprise Income Tax rate

    in Shenzhen Special Economic Zone is 18% in 2008 , 20% in 2009, 22% in 2010,24% in 2022,

    25% in 2012(2)Other City: The applicable Enterprise Income Tax rate in other city is 25%.

    VII. Corporate consolidate and the scope of consolidated financial statements

    1. Subsidiaries were obtained through combination

    Company’s name

    Legal

    Representative

    Registration

    Place

    Registered

    capital

    Interest

    held

    Percentage

    of voting

    right

    Principal activities52

    Shenzhen ShenGuoShang Business

    ManagementCo., Ltd.

    Song, Shengjun Shenzhen 15,000,000.00 100% 100% Retail store

    Shenzhen International Arcade Chain

    Store

    Zhou,Xiaoxing Shenzhen 10,000,000.00 100% 100% Retail store

    Shenzhen International Arcade

    Property Management Co., Ltd.

    Zhang,Zengkuan Shenzhen 7,000,000.00 61% 61% Property management

    Shenzhen Rongfa Investment Co.,

    Ltd.(”Shenzhen Rongfa”)

    Song, Shengjun Shenzhen USD5,000,000.00 60% 60% Real estate development

    Huizhou Rongfa Industry Investment

    Co., Ltd. (“Huizhou Rongfa”)

    Song, Shengjun Huizhou 6,000,000.00 54.90% 100% Real estate development

    Wengyuan Guoshanglinhai

    Development Co., Ltd. (“Wengyuan

    Guoshang”)

    Long,Teng Wengyuan 7,000,000.00 60% 100% Afforestation

    Wuhua Guoshanglinye Development

    Co., Ltd. (“Wuhua

    Guoshang”)

    Zhou,Yalin Wuhua 10,000,000.00 60% 100% Afforestation

    Shenzhen Guoshanglinye

    Development Co., Ltd.

    (“Guoshanglinye”)

    Zhou,Yalin Shenzhen 10,000,000.00 60% 100%

    Lumber purchase and sale,

    Industrial establishment

    Shenzhen Longgang International

    Arcade Enterprise Co., Ltd.

    Zhou,Meng Shenzhen 3,000,000.00 90% 100% Retail store

    XingningGuoshanglineye

    Development Co., Ltd

    (“Xingning Guoshang”)

    Song,Shengjun Xingning 5,000,000.00 60% 100%

    Afforestation, and lumber

    sales

    Luoyang Rongfazhiye Co., Ltd

    (“Luoyang Rongfa”)

    Song,Shengjun Luoyang 10,000,000.00 60% 100%

    Real estate development and sales,

    property management and

    rental

    Note:Shenzhen ShenGuoShang Business Management Co. Ltd.was formly known as

    Shenzhen Longgang International Arcade Enterprise Co., Ltd, the name has been changed in 2008

    2. Subsidiaries were not obtained through combination

    Company’s name

    Legal

    representative

    Registration

    Place

    Registered capital

    Interest

    Held

    Percentage of

    voting right

    Principal activities

    Shenzhen International Arcade trading

    Co., Ltd (Note 1)

    Song, Shenjun Shenzhen 5,600,000.00 98.75% 100% International trade

    Shenzhen Chunhua Medicine United

    Co., Ltd. (Note 1)

    Song, Shenjun Shenzhen 3,000,000.00 75% 75%

    Medicine and medical

    machineries

    Shenzhen Guoshang Medicine Co.,

    Ltd.

    (Note 1)

    Song, Shenjun Shenzhen 3,000,000.00 98% 100%

    Medicine and medical

    machineries

    ShenZhen Royal aristocracy Co., Ltd Song, Shenjun Shenzhen 5,000,000.00 64% 5% Healthy message,53

    (“Shenzhen Gangyi”) Note 2 industrial establishment

    Note 1:Shenzhen International Arcade trading Co., Ltd, Shenzhen Chunhua Medicine United

    Co., Ltd. and Shenzhen Guoshang Medicine Co., Ltd have suspended their business for several

    years, and their registration of have been cancelled due to no renewal of registration certificates,

    and not included in the scope of financial statements consolidation in current period.

    Note 2: As stated in the Notes XIV.1. According to agreement signed by both parties, the

    substance of this transfer is Shenzhen Baotian Investment Development Co., Ltd (“Shenzhen

    Baotian”) shall lease Shenzhen Gangyi’s business qualification and business loation in future six

    years, and Shenzhen Rongfa shall not control Shenzhen Gangyi’s business operation and financial

    activities in the six years, so the Company accounts for it using Cost method. According to the

    agreement, Shenzhen Rongfa accepted Shenzheng Gangyi’s assets and liabilities before the

    transferring date.。According to agreement signed by both parties, the substance of this transfer is

    Shenzhen Baotian Investment Development Co., Ltd (“Shenzhen Baotian”) shall lease Shenzhen

    Gangyi’s business qualification and business loation in future six years, and Shenzhen Rongfa

    shall not control Shenzhen Gangyi’s business operation and financial activities in the six years, so

    the Company accounts for it using Cost method. According to the agreement, Shenzhen Rongfa

    accepted Shenzheng Gangyi’s assets and liabilities before the transferring date, after the equity

    transfer the Shenzhen Gangyi Oriental Club Industrial Co., Ltd was renamed as ShenZhen Royal

    aristocracy Co., Ltd

    3. The change of scope of consolidated financial statements

    There is no change on the scope of consolidated financial statements for the current period.

    VIII .Main items of consolidated financial statements

    1. Monetary Funds

    Items 2009.6.30 2008.12.31

    Cash on hand 74,206.20 132,394.91

    Bank deposit 51,786,552.59 68,142,428.15

    Other monetary fund 90,152.15 140,061.00

    Total 51,950,910.94 68,414,884.06

    2. Account receivable

    (1)Classification by credit risk characters

    2009.6.30 2008.12.31

    Items

    Closing

    balance

    Proportion

    Bad debt

    provision

    Net amount

    Closing

    balance

    Proportion

    Bad debt

    provision

    Net amount

    Individual transaction with significant

    amount 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    Individual transaction with not so

    significant amount but significant

    recoverable risk

    285,072.38 19.49% 85,521.71 199,550.67 305,072.38 19.90% 91,521.71 213,550.67

    Other transaction with no significant

    amount 1,177,370.65 80.51% 126,294.58 1,051,076.07 1,228,049.51 80.10% 153,880.46 1,074,169.0554

    Total 1,462,443.03 100.00% 211,816.29 1,250,626.74 1,533,121.89 100.00% 245,402.17 1,287,719.72

    Note: The recognition standard for Individual transaction with significant amount and

    non-significant in amount but in accordance with the characteristics of credit risk portfolio, the

    risk of the portfolio is high refers to note 6、(5)①

    (2)Ages analysis

    2009.6.30 2008.12.31

    Age Closing

    balance

    Proportion Bad debt

    provision

    Net amount Closing balance

    Proportion Bad debt

    provision

    Net amount

    Within 1

    year 356,627.14 24.39% 17,831.36 338,795.78 156,786.71 10.23% 7,839.34 148,947.37

    1-2 years 292,966.16 20.03% 29,296.62 263,669.54 292,966.16 19.11% 29,296.62 263,669.54

    2-3 years 527,777.35 36.09% 79,166.60 448,610.75 778,296.64 50.76% 116,744.50 661,552.14

    3-4 years 0.00 0.00% 0.00 0.00 0.00 0.00 0.00 0.00

    4-5 years 0.00 0.00% 0.00 0.00 0.00 0.00 0.00 0.00

    over 5 years 285,072.38 19.49% 85,521.71 199,550.67 305,072.38 19.90% 91,521.71 213,550.67

    Total 1,462,443.03 100.00% 211,816.29 1,250,626.74 1,533,121.89 100.00% 245,402.17 1,287,719.72

    (3)Up to June 30,2009, there is no accounts receivable balance due from shareholders who

    owns 5% or over 5% of voting right shares.

    3、Payment in advance

    (1)Age analysis

    Age 2009.6.30 Percentage 2008.12.31 Percentage

    Within 1 year 226,112.00 51.95% 109,720.00 13.43%

    1-2Years 21,092.00 4.85% 21,092.00 2.58%

    2-3Years 187,983.00 43.20% 187,983.00 23.01%

    3Years 0.00 0.00% 498,000.00 60.98%

    Total 435,187.00 100.00% 816,795.00 100.00%

    (2)The age of payment in advance more than year are mainly the advanced payment for

    mountain lease.

    (3)Up to June 30,2009, there is no payment in advance balance owed by shareholders who

    owns 5% or over 5% of voting right shares.

    4、Other accounts receivable

    (1)Classification by credit risk characters

    2009.6.30 2008.12.31

    Item

    Closing balance

    Proportion Bad debt

    provision

    Net amount Closing balance

    Proportion Bad debt

    provision

    Net amount

    Individual transaction with

    significant amount 32,204,475.27 84.67% 30,691,975.27 1,512,500.00 32,204,475.27 84.63% 30,691,975.27 1,512,500.00

    Individual transaction with not

    so significant amount but

    significant recoverable risk

    1,389,931.09 3.66% 1,002,314.43 387,616.66 1,765,998.20 4.64% 1,115,134.56 650,863.6455

    Other transaction with no

    significant amount 4,439,309.64 11.67% 353,701.76 4,085,607.88 4,083,044.69 10.73% 348,228.92 3,734,815.77

    Total 38,033,716.00 100.00% 32,047,991.46 5,985,724.54 38,053,518.16 100.00% 32,155,338.75 5,898,179.41

    Note: The recognition standard for Individual transaction with significant amount and

    non-significant in amount but in accordance with the characteristics of credit risk portfolio, the risk

    of the portfolio is high refers to note 6、(5)①.

    (2)Other accounts receivable with significant amount

    Company’s Name Amount due Proportion Age Reason

    Shenzhen Yahaoyuan Investment Co.,Ltd 16,676,740.27 43.85% Over 5years Note 1

    Shenzhen Shengang Gongmao Import and Export

    Co.,Ltd 10,180,249.93 26.77%

    Over 5years Note 2

    Total 26,856,990.20 70.62%

    Note 1: The Company’s subsidiary Shenzhen Rongfa Investment Co., Ltd (“Shenzhen

    Rongfa”) signed an equity transfer contract with Shenzhen Yahaoyuan Investment Co., Ltd

    (“Yahaoyuan”) in 2001 in relation to transfer its 75% equity interests in Shenzhen Longgang

    Rongfa Investment Co., Ltd (“Longgang Rongfa”) to Yahaoyuan. The consideration for this equity

    transaction was 54.19 millions, meanwhile, Yahaoyuan agreed to reimburse 133.81 millions for

    Longgang Rongfa to Shenzhen Rongfa for construction prepayment. Up to December 31, 2008,

    the company received 171,323,259.73f rom Yahaoyuan for equity transfer price and repayment,

    the balance 16,676,740.27 Yuan has not yet been received, and the age for the unrecovered

    balance is 7 years. According to the company policy and in light of the actual collection (for the

    age of the receivable over 5 yeas 30% to 100% bad debt provision should be provided) full bad

    debt provision has been provided for this un-receivable amount.

    Note 2: the amount is due to existing historical issues between the Group and Shenzhen

    Shengang Gongmao Import and Export Co., Ltd (“Gongmao”) in relation to the lender Shenzhen

    Development Bank, Shennandonglu Branch (“the Bank”) sued the Group and filed a claim at the

    Intermediate People's Court of Shenzhen (“the Court”) in 2000 and requested the Group shall has

    joint repayment liability to a guaranteed loan with 11 millions loan principal and the overdue

    interests. On February 27, 2001, the court ruled the Group has joint repayment liability to the

    above-mentioned guaranteed loan.

    On December 30, 2002, under the intermediation by the court, The Group and the Bank

    reached reconciliation, and agreed that, the Group would repay the loan principal and interests for

    Gongmao, meanwhile, the Group would claim the repayment from Gongmao. Gongmao promised

    to the Group except in assistance of transfer of its ownership on the sun house in top floor of

    Shengang haoyuan mingshang loft to the Group, also provided its land in Baoan Nan road in

    Luohu district (4000 square meters) and jointed construction for buildings with the Group. The

    joint operation was: the Group contributed capital for development, and the initial profits after

    completion of development shall used for repayment of the debts. The Group accounted for the

    estimated losses for the guaranteed loan which amounted to 3,403,456.00 as non-operating

    expense in 2002.

    In 2004, during the claim of Gongmao for repayment of debts, the Group had confirmed that

    ownership of the above-mentioned property and land use right were unable to transfer, and

    Gongmao had no other executive property. Therefore, the Group decided to made full bad debt56

    provision for unrecognized loss of 10,180,249.93.

    (3)The details of full amount of bad debt provision:

    Company Amount Content Provision Amount Proportion Reason

    Shenzhen Yahaoyuan

    Investment Co.,Ltd 16,676,740.27 Equity transfer price 16,676,740.27 Over 5 years Probable for non-receivable

    Shenzhen Shengang

    Gongmao Import and Export

    Co.,Ltd 10,180,249.93Guarantee for debt repayment 10,180,249.93 Over 5 years Details refer to notes VIII.4(2)-note 2

    Guangzhou Sun Star Co., Ltd 900,000.00 Current account 900,000.00 Over 5 years Probable for non-receivable

    Total 27,756,990.20 27,756,990.20

    (4)Age analysis

    2009.6.30 2008.12.31

    Age Closing

    balance

    Proportion Bad debt

    provision

    Net amount

    Closing

    balance

    Proportion Bad debt

    provision

    Net amount

    Within1

    year 2,518,653.89 6.62% 125,932.71 2,392,721.18

    2,054,341.14 5.40% 102,717.06 1,951,624.08

    1-2 years 1,206,585.42 3.17% 120,658.53 1,085,926.89 1,175,873.42 3.09% 117,587.34 1,058,286.08

    2-3 years 1,364,070.33 3.59% 204,610.54 1,159,459.79 1,502,830.13 3.95% 225,424.52 1,277,405.61

    3-4 years 1,646,649.09 4.33% 329,329.81 1,317,319.28 1,646,649.09 4.33% 329,329.82 1,317,319.27

    4-5 years 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    over 5 years 31,297,757.27 82.29% 31,267,459.87 30,297.40 31,673,824.38 83.23% 31,380,280.01 293,544.37

    Total 38,033,716.00 100.00% 32,047,991.46 5,985,724.54 38,053,518.16 100.00% 32,155,338.75 5,898,179.41

    (5)Up to June 30,2009, there is no other accounts receivable balance due from shareholders

    who owns 5% or over 5% of voting right shares.

    5、Inventory

    (1)Listed by category

    2009.6.30 2008.12.31

    Items

    Closing balance

    Impairment loss

    provision

    Net amount Closing balance

    Impairment loss

    provision

    Net amount

    Consumable forest

    assets 765,681.77 0.00 765,681.77

    555,524.86 0.00 555,524.86

    Development costs 66,259,121.35 0.00 66,259,121.35 63,018,804.10 0.00 63,018,804.10

    Development

    products 858,118,092.43 16,631,692.55 841,486,399.88

    830,251,397.47 16,631,692.55 813,619,704.92

    Lease development

    products 35,240,279.76 0.00 35,240,279.76

    35,240,279.76 0.00 35,240,279.76

    Total 51,736,798.09 0.00 51,736,798.09 52,736,416.24 0.00 52,736,416.2457

    Finished goods 1,012,119,973.40 16,631,692.55 995,488,280.85 981,802,422.43 16,631,692.55 965,170,729.88

    ①?Development Costs

    Items Start Date

    Estimated

    completed date

    Estimated

    investment

    2009.6.30

    Impairment loss

    provision

    2008.12.31

    Impairment loss

    provision

    Bantian

    industrial estate 47,986,610.65 16,631,692.55 47,893,568.15 16,631,692.55

    Rongfu Garden

    phase II 6,448,481.22 0.00 6,448,481.22 0.00

    Futian Central

    District Jan 2003 2009 0.9 billions 803,683,000.56 0.00 775,909,348.10 0.00

    Total 858,118,092.43 16,631,692.55 830,251,397.47 16,631,692.55

    ②Development Products

    Item Completed Date 2008.12.31

    Impairment Loss

    Provision

    2009.6.30

    Impairment Loss

    Provision

    Gangyihaoting December 2000 35,240,279.76 0.00 35,240,279.76 0.00

    Total 35,240,279.76 0.00 35,240,279.76 0.00

    ③Lease development Products

    Item 2008.12.31 Increment Amortization Decrement 2009.6.30 emaining amortization life

    Gangyihaoting 44,803,038.05 0.00 632,807.07 285,300.09 43,884,930.89 33-43Years

    Guoqi Building 2,438,325.83 0.00 34,967.79 0.00 2,403,358.04 38.5years

    Huizhou Sunshine 100 5,495,052.36 0.00 46,543.20 0.00 5,448,509.16 58.5years

    Total 52,736,416.24 0.00 714,318.06 285,300.09 51,736,798.09

    (2)Ttal amount of cpitalization of borrowing costs this year is 20,458,167.33 yuan

    (3)Inventory impairment loss provision

    Item 2008.12.31 Increment Decrement 2009.6.30

    Development Products 16,631,692.55 0.00 0.00 16,631,692.55

    Total 16,631,692.55 0.00 0.00 16,631,692.55

    Note1:The company pledged the industrial land of BanTian to the bank as guaranty for

    borrowings, the book value of the land is31,354,918.10Yuan。

    Note2:The company pledged some of retail shops of GangYiHaoTing to the bank as guaranty

    for borrowings, the book value of the those retail shops is 10,703,912.12 Yuan。

    Note3:The company pledged Futian Central District to the bank as guaranty for borrowings,

    the book value of the those retail shops is 803,683,000.56Yuan

    Note4:The company pledged consumptive forestry assets to the bank as guaranty for

    borrowings, the book value of the those retail shops is 52,376,974.12 Yuan58

    6、Long-term equity investment

    (1)long-term equity investment and impairment loss provision

    2009.6.30 2008.12.31

    Item Balance of book

    value

    Impairment

    loss provision

    Book value

    Balance of book

    value

    Impairment

    loss provision

    Book value

    long-term equity

    investment 15,570,000.00

    8,999,737.16

    6,570,262.84 25,570,000.00

    18,999,737.16

    6,570,262.84

    Include:Investment in

    subsidiary 15,570,000.00 8,999,737.16 6,570,262.84 15,570,000.00 8,999,737.16 6,570,262.84

    Investment in Other

    Companies

    0.00 0.00 0.00 10,000,000.00 10,000,000.00 0.00

    (2)Long-term equity investment measured by cost method

    Investee Initial investment 2008.12.31 Increment Decrement 2009.6.30

    ①subsidiary

    Shenzhen Chunhua Medicine United Co.,

    Ltd. 2,250,000.00 2,250,000.00 0.00 0.00 2,250,000.00

    Shenzhen Guoshang Medicine Co., Ltd. 3,000,000.00 3,000,000.00 0.00 0.00 3,000,000.00

    Shenzhen International Enterprise Trade

    Co., Ltd. 5,320,000.00 5,320,000.00 0.00 0.00 5,320,000.00

    Shenzhen Grace East Union Industry Co.,

    Ltd. 5,000,000.00 5,000,000.00 0.00 0.00 5,000,000.00

    Subtotal 15,570,000.00 15,570,000.00 0.00 0.00 15,570,000.00

    ② Other company

    Shenzhen Xinnuo Communication Co.,Ltd 10,000,000.00 10,000,000.00 0.00 10,000,000.00 0.00

    Subtotal 10,000,000.00 10,000,000.00 0.00 10,000,000.00 0.00

    Total 25,570,000.00 25,570,000.00 0.00 10,000,000.00 15,570,000.00

    Notes: The registration of Shenzhen International Arcade Trading Co., Ltd, Shenzhen Chunhua Medical

    Union Enterprise Co., Ltd and Shenzhen International Arcade Medical Co., Ltd have been cancelled due to no

    renewal of registration certificates, and not included in the scope of financial statements consolidation in current

    period. An amount of 3,999,737.16 impairment loss provision has been made for the long-term equity investment.

    (3)Long-term equity investment impairment loss provision

    Investee 2008.12.31 Incremen Increment 2009.6.30

    Shenzhen Chunhua Medical Union

    Enterprise Co., Ltd 418,949.38 0.00 0.00 418,949.38

    Shenzhen Guoshang Medicine Co., Ltd. 504,857.76 0.00 0.00 504,857.76

    Shenzhen International Enterprise

    Trade Co., Ltd. 3,075,930.02 0.00 0.00 3,075,930.0259

    Shenzhen Grace East Union Industry

    Co., Ltd. 5,000,000.00 0.00 0.00 5,000,000.00

    Shenzhen Xinnuo Communication

    Co.,Ltd 10,000,000.00 0.00 10,000,000.00 0.00

    Total 18,999,737.16 0.00 10,000,000.00 8,999,737.16

    Note: The investee company Shenzhen Xinnuo TeleCom Co., Ltd (“Xinnuo”) was incurring

    financial difficulties. Up to December 31, 2004, the net book value of Xinnuo was 29.16 millions,

    including 2.916 million attributed to the Company. However, Xinnuo still owed huge amount of

    bank loan, and cash generated from inventories and creditors was quite low, the Company

    considered that the recoverable from the investment was very low, therefore, the Company

    decided to make full amount of impairment loss provision for this long-term equity investment.

    Up to December 31, 2007, the financial situation of Xinnuo still has no change.。In 2008 the

    company has transferred the Xinnuo’s equity to Wangjun in the price of 750000 Yuan and signed

    Equity Transfer Agreement, Up to Jun 30, 2009, Procedures of transfer the equity shares has been

    accomplished.

    7、Investment Properties

    Items 2008.12.31 Increment Decrement 2009.6.30

    A. Total original price 3,524,638.11 0.00 860,650.00 2,663,988.11

    Buildings and structures 3,524,638.11 0.00 860,650.00 2,663,988.11

    B.Total of Accumulated Depreciation

    and Accumulated Amortization 1,769,187.65 50,745.87 641,500.96 1,178,432.56

    Buildings and structures 1,769,187.65 50,745.87 641,500.96 1,178,432.56

    C. Total impairment loss provision of

    investment property 0.00 0.00 0.00 0.00

    Buildings and structures 0.00 0.00 0.00 0.00

    D. Total book value of investment

    property 1,755,450.46 0.00 0.00 1,485,555.55

    Buildings and structures 1,755,450.46 0.00 0.00 1,485,555.55

    8、Fixed assets and Accumulated depreciation

    (1)Details

    Items 2008.12.31 Increment Decrement 2009.6.30

    A. total original price of fixed assets 126,631,106.57 43,110.00 12,095,661.83 114,578,554.74

    Buildings and structures 114,796,017.19 0.00 12,016,481.83 102,779,535.36

    Vehicles 5,508,730.00 0.00 0.00 5,508,730.00

    Electronic and other devices 6,326,359.38 43,110.00 79,180.00 6,290,289.38

    B.Total Accumulated Depreciation 38,941,724.27 2,182,708.10 6,462,805.78 34,661,626.59

    Buildings and structures 32,902,949.89 1,397,536.27 6,462,805.78 27,837,680.3860

    Vehicles 2,260,093.22 434,317.32 0.00 2,694,410.54

    Electronic and other devices 3,778,681.16 350,854.51 0.00 4,129,535.67

    C. Impairment loss provision of fixed assets 11,716,894.19 0.00 0.00 11,716,894.19

    Buildings and structures 11,716,894.19 0.00 0.00 11,716,894.19

    Vehicles 0.00 0.00 0.00 0.00

    Electronic and other devices 0.00 0.00 0.00 0.00

    D. Net value of the fixed assets 75,972,488.11 0.00 0.00 68,200,033.96

    Buildings and structures 70,176,173.11 0.00 0.00 63,224,960.79

    Vehicles 3,248,636.78 0.00 0.00 2,814,319.46

    Electronic and other devices 2,547,678.22 0.00 0.00 2,160,753.71

    (2)The book value of Buildings and structures as guaranties for short-term borrowings is

    10,920,335.89Yuan.

    9、Long-term deferred expense

    Types Original Amount 2008.12.31 Increment Amortization Transfer out

    Accumulated

    Amortization 2009.6.30

    Other 300,000.00 240,000.00 0.00 30,000.00 0.00 90,000.00 210,000.00

    Total 300,000.00 240,000.00 0.00 30,000.00 0.00 90,000.00 210,000.00

    10、Impairment loss provision

    Decrement

    Items 2008.12.31 Increment

    Reversal Reversal

    2009.6.30

    Bad debt provision 32,400,740.92 -140,933.17 0.00 0.00 32,259,807.75

    Impairment provision for inventory 16,631,692.55 0.00 0.00 0.00 16,631,692.55

    Impairment provision for long-term

    investment 18,999,737.16 0.00 0.00 10,000,000.00 8,999,737.16

    Impairment provision for fixed asset 11,716,894.19 0.00 0.00 0.00 11,716,894.19

    Total 79,749,064.82 -140,933.17 0.00 10,000,000.00 69,608,131.65

    11、Restricted assets

    (1)Reason

    Assets are pledged to obtain bank loans.

    (2)List of restricted assets

    Types of restricted assets

    Book value at the

    beginning of the period Increment Decrement

    Book value at the end of

    the period

    A. Pledged assets

    1.Fixed assets-buildings and structures 11,179,224.19 0.00 258,888.30 10,920,335.89

    2.Inventories-Development products 10,719,041.28 0.00 15,129.16 10,703,912.12

    3.Inventories-Development costs 807,171,223.70 27,866,694.96 0.00 835,037,918.6661

    4.Consumable forest assets 25,215,211.99 27,161,762.13 0.00 52,376,974.12

    Total 854,284,701.16 55,028,457.09 274,017.46 909,039,140.79

    12、Short-term Loan

    Loan condition 2009.6.30 2008.12.31

    Pledge loan 6,000,000.00 8,000,000.00

    Total 6,000,000.00 8,000,000.00

    13、Accounts payable

    (1)Age analysis

    Age 2009.6.30 2008.12.31

    Within one year 57,207,442.88 61,515,737.73

    Over one year 172,956,890.03 181,956,890.03

    Total 230,164,332.91 243,472,627.76

    (2)Account payable balance which age is over one year is mainly payment for Futian central

    project.

    (3)There is no accounts payable balance due to shareholders who owns 5% or over 5% of

    voting right shares.

    14、Advance from customers

    (1)Age analysis

    Age 2009.06.30 2008.12.31

    Within one year 2,106,796.00 13,362,185.40

    Over one year 46,048,971.75 46,048,971.75

    Total 48,155,767.75 59,411,157.15

    (2)The year end balance of advanced from customers, which age is over one year, is mainly

    due to the amount received from selling the shops in Gangyihaoting. Because of the buyer has

    reselling option, and they are not satisfied with revenue recognition principle

    (3)Advance from customers related to real estate projects:

    Item 2009.06.30 2008.12.31 Completed date Content

    Gangyihaoting 35,467,753.05 35,467,753.05 December 2000 Sales of shops

    Total 35,467,753.05 35,467,753.05

    (4)There is no advance from customers balance due to shareholders who owns 5% or over

    5% of voting right shares.

    15、Payroll payable62

    Items 2008.12.31 Increment Pay out 2009.6.30

    A. Salary, bonus and allowance 1,320,471.37 5,318,003.45 6,004,940.40 633,534.42

    B. Employment welfare 0.00 641,364.18 641,364.18 0.00

    C. Social insurance 0.00 845,810.06 845,810.06 0.00

    Including:

    1.Medical insurance 0.00 150,758.56 150,758.56 0.00

    2.Basic retirement insurance 0.00 642,556.43 642,556.43 0.00

    3.Disability employment fund 0.00 0.00 0.00 0.00

    4.Unemployment insurance 0.00 19,999.43 19,999.43 0.00

    5.Injury insurance 0.00 18,020.09 18,020.09 0.00

    6.Pregnancy insurance 0.00 14,475.55 14,475.55 0.00

    D. Housing accumulation fund 0.00 0.00 0.00 0.00

    E. Labor union fee and employee education

    fee 2,037,271.82 195,508.63 154,483.50 2,078,296.95

    F. Non-monetary benefit 0.00 0.00 0.00 0.00

    G. Redemption for termination of labor

    contract 0.00 64,190.00 64,190.00 0.00

    H.Other 0.00 0.00 0.00 0.00

    Including:share payment by cash 0.00 0.00 0.00 0.00

    Total 3,357,743.19 7,064,876.32 7,710,788.14 2,711,831.37

    16、Tax payable

    Types 2009.06.30 2008.12.31

    Add-Value Tax(VAT) -202,340.23 -96,187.62

    Business Tax -1,807,920.26 -1,833,479.92

    Consumption Tax -31,516.27 -31,516.27

    City maintenance construction fee 145,328.24 145,029.69

    Enterprise Income Tax 1,539,460.53 1,548,888.51

    Property tax 258,395.00 271,202.96

    Personal income Tax

    8,974.96

    8,710.67

    Education fee

    1,790.97

    1,811.29

    Others 749.33 2,637.45

    Total -87,077.73 17,096.76

    17、Dividend Payable

    Investors 2009.06.30 2008.12.3163

    Legal person

    shareholders 5,127,701.36 5,127,701.36

    Total 5,127,701.36 5,127,701.36

    18、Other accounts payable

    (1)Age analysis

    Age 2009.06.30 2008.12.31

    Within 1 year 20,375,245.40 22,286,382.20

    1-2 years 47,946,713.38 48,143,644.82

    2-3 years 77,442,044.65 77,148,453.89

    Over 3 years 72,274,557.72 63,295,114.15

    Total 218,038,561.15 210,873,595.06

    (2)Please refer to Notes X.3.(2) for the detail about the amount of other accounts payable

    due to shareholders who own 5% or more than 5% voting right shares until Jun 30, 2009.

    (3)Significant amount of other accounts payable:

    Name of Entities Balance Age Proportion Nature or Content

    Employee borrowings 42,843,711.81 Year 2005 19.65% Refers to Note 14.2

    Bao Tong Wei 23,619,581.35 Year2006 10.83% Borrowings Note 1

    Jian Qi Chen 31,576,838.36 Year2006 14.48% Borrowings Note 1

    Wan Ying Lin 37,226,191.27 Year2006 17.07% Borrowings Note 1

    Kai De Zheng 3,000,000.00 Year2007 1.38% Borrowings Note 2

    Total 138,266,322.79 63.41%

    Note 1:According to the agreement signed with Bao Tong Wei, Jian Qi Chen and Wan Ying

    Lin, the Company shall pay interests calculating at 10‰ interest rate monthly. Company signed

    the supplementary agreement with Jian Qi Chen and Wan Ying Lin, the agreement to stipulate

    borrowing interest is 9‰ per month basis on the principal amount borrowed.

    Note 2: No interest is involved in the borrowings from Kai De Zheng.

    19、Non-current liabilities due within one year

    Item 2009.06.30 2008.12.31

    Long-term borrowings due within one year 14,986,010.00 14,992,300.00

    Total 14,986,010.00 14,992,300.00

    20、Long-term Borrowings

    (1)Types

    Type 2009.06.30 2008.12.31

    Pledge loan 38,000,000.00 18,000,000.00

    Pledge and assure loan 400,000,000.00 400,000,000.00

    Total 438,000,000.00 418,000,000.00

    (2)List of Creditors64

    Lender Amount Annual interest rate Loan condition

    Construction bank of China,Shenzhen Aihua Branch 250,000,000.00 Note:1 Pledged

    Construction bank of China,Shenzhen Shangbu Branch 150,000,000.00 Note:1 Pledged

    Agricultural Bank of China, Wu Hua town Subbranch 20,000,000.00 Note:2 Pledged

    Wengyuan Rural Credit Cooperatives 9,000,000.00 8.0154%-8.6634% Pledged

    Wengyuan Rural Credit Cooperatives 9,000,000.00 10.584% Pledged

    Total 438,000,000.00

    Note 1: annual interest rate for long-term borrowings is on the benchmark interest rates go

    up 10%

    Note 2:interest of long-term loan is 5.4%,adjustment every 3 month according to the

    benchmark interest rate.

    Note 3: Details of the pledged assets are referring to Notes VIII、5, VIII、8 and VIII、11.

    21、Accrued liabilities

    Items 2008.12.31 Increment Decrement 2009.6.30 Reason

    Guarantee liabilities 11,801,909.16 0.00 0.00 11,801,909.16 Loan guarantee

    Total 11,801,909.16 0.00 0.00 11,801,909.16

    Note: Please refer to Note XⅠ.3 for details.

    22、Deferred Income

    Items 2009.06.30 2008.12.31

    Unrecognized leaseback income 1,235,138.52 1,440,994.95

    Total 1,235,138.52 1,440,994.95

    Note: The unrecognized leaseback income is the unrecognized income from leaseback of

    shops in Gangyihaoting.

    23、Share Capital

    Current changes (+.-) Unit: share

    Items

    2008.12.31

    Share

    Right

    Bonus

    Shares

    Capitalization

    of public

    reserve

    Other Sub-total

    2009.6.30

    ①Restricted shares

    Including:

    shares held by states 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    shares held by states 7,248,833.00 0.00 0.00 0.00 -7,248,833.00 -7,248,833.00 0.00

    Shares held by

    overseas legal persons 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    Other 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    Sub-total 7,248,833.00 0.00 0.00 0.00 -7,248,833.00 -7,248,833.00 0.0065

    ② Unrestricted

    shares

    1. Ordinary shares

    listed in mainland 141,652,351.00 0.00 0.00 0.00 7,248,833.00 7,248,833.00 148,901,184.00

    2. Foreign shares

    listed in mainland 72,000,000.00 0.00 0.00 0.00 0.00 0.00 72,000,000.00

    3. Foreign shares

    listed in overseas 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    4. Others 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    Total listed shares 213,652,351.00 0.00 0.00 0.00 7,248,833.00 7,248,833.00 220,901,184.00

    Total shares 220,901,184.00 0.00 0.00 0.00 0.00 0.00 220,901,184.00

    The share capital has been verified by Zhongqing Certified Public Accountants and issued a

    Capital Verification Report with Yanqianzi[1998]No.S006.

    24. Capital Reserves

    Types 2008.12.31 Increment Decrement 2009.6.30

    Share premium 50,995,056.63 0.00 0.00 50,995,056.63

    Other capital

    reserves 21,320,290.43 0.00 0.00 21,320,290.43

    Total 72,315,347.06 0.00 0.00 72,315,347.06

    25、Retianed earning

    Types 2008.12.31 Increment Decrement 2009.6.30

    Statutory surplus reserves 84,526,481.13 0.00 0.00 84,526,481.13

    Other surplus reserves 41,403,353.35 0.00 0.00 41,403,353.35

    Total 125,929,834.48 0.00 0.00 125,929,834.48

    26、Retained Earnings

    Items Jan-Jun 2009 Jan-Jun 2008

    Balance at the beginning of the year of 2008 -200,284,817.12 -174,793,080.88

    Add:Consolidated net profit 11,022,189.39 715,170.19

    Withdrawal of statuary surplus reserve 0.00 0.00

    Withdrawal of employees’ reward and welfare

    fund 0.00 0.00

    Withdrawal of reserve fund 0.00 0.00

    Withdrawal of Enterprise development fund 0.00 0.00

    Reimbursement of investment 0.00 0.00

    Less: dividends payable for preference shares 0.00 0.00

    Withdrawal of surplus reserves 0.00 0.0066

    Dividends payable for ordinary shares 0.00 0.00

    Dividends for ordinary shares transfer into

    capital 0.00 0.00

    Balance at the end of the year 2008 -189,262,627.73 -174,077,910.69

    27. Minority Interest

    Name of investee

    Proportion of

    minority interest

    Beginning balance of

    Minority interest

    Closing

    balance of

    Minority

    interest

    Shenzhen Guomao Property Management Co., Ltd 39.00% -3,790,945.26 -3,719,643.31

    Shenzhen Rongfa Investment Co.,Ltd 40.00% -71,322,347.12 -66,513,308.52

    Total -75,113,292.38 -70,232,951.83

    28、Operating revenue and operating costs

    (1)Operating revenue and operating costs

    Jan-Jun 2009 Jan-Jun 2008

    Items

    Operating revenue Operating cost

    Operating

    profit

    Operating revenue Operating cost

    Operating

    profit

    1. Revenue from main operation 7,966,798.76 7,713,188.26 253,610.50 6,263,482.52 4,924,687.15 1,338,795.37

    Income from sales of property 468,196.00 285,300.09 182,895.91 0.00 0.00 0.00

    Property management income 7,498,602.76 7,427,888.17 70,714.59 6,263,482.52 4,924,687.15 1,338,795.37

    2. Revenue from other operation 1,269,004.35 274,475.74 994,528.61 898,364.94 131,333.31 767,031.63

    Disposal of investment property 878,270.00 219,149.04 659,120.96 0.00 0.00 0.00

    Rental income 390,734.35 55,326.70 335,407.65 898,364.94 131,333.31 767,031.63

    Total 9,235,803.11 7,987,664.00 1,248,139.11 7,161,847.46 5,056,020.46 2,105,827.00

    (2)Listed by segments or areas

    Jan-Jun 2009 Jan-Jun 2008

    Items

    Operating revenue Operating cost Operating profit Operating revenue Operating cost Operating profit

    Shenzhen

    city 9,235,803.11 7,987,664.00 1,248,139.11

    7,161,847.46 5,056,020.46 2,105,827.00

    Total 9,235,803.11 7,987,664.00 1,248,139.11 7,161,847.46 5,056,020.46 2,105,827.00

    (3)Sales revenue from top five clients

    Jan-Jun 2009 Jan-Jun 2008

    Name

    Sales Proportion to total sales Sales Proportion to total sales

    Total sales from top five

    clients 1,514,752.00 16.40% 473,080.00 6.61%67

    29、Financial costs

    Items Jan-Jun 2009 Jan-Jun 2008

    Interest expenses 1,331,344.95 0.00

    Less: interest income 4,620.84 100,553.37

    Exchange losses 0.00 0.00

    Less: Exchange gains 27.81 1,521,604.67

    Bank charges 18,985.24 20,793.47

    Others 0.00 24,840.00

    Total 1,345,681.54 -1,576,524.57

    30、Impairment loss for assets

    Item Jan-Jun 2009 Jan-Jun 2008

    Bad debts provision -140,933.17 -964,302.89

    Total -140,933.17 -964,302.89

    31、Investment income

    Items Jan-Jun 2009 Jan-Jun 2008

    Investment income from stocks, material funds, bonds 0.00 0.00

    Distributed profits from associated or joint-venture company 0.00 0.00

    Net increase/decrease of equity for investee companies at year

    end 0.00 0.00

    Gains from transfer of equity investment 750,000.00 0.00

    Amortization of equity investment differences 0.00 0.00

    Impaired loss provisions for investments 0.00 0.00

    Gains/losses from disposals of long-term equity investments 0.00 0.00

    Total 750,000.00 0.00

    Note: The gains from transfer of equity investment for 750,000.00, is due from the gains from

    transfer the equity shares of Shenzhen Xinnuo Communication Co.,Ltd.

    32、Non-operating income

    Items Jan-Jun 2009 Jan-Jun 2008

    Gains from disposal of fixed assets 15,589,639.29 4,477,502.69

    Income from Reimbursement 0.00 3,690,238.01

    Other 88,968.26 498,937.89

    Total 15,678,607.55 8,666,678.59

    33、Non-operating expenses

    Items Jan-Jun 2009 Jan-Jun 2008

    Losses from disposal of fixed assets 10,797.66 12,716.87

    Income from debts restructure 0.00 800.0068

    Penalty payment 56,247.36 0.00

    Other 136.18 106,000.00

    Total 67,181.20 119,516.87

    34、Income tax

    Item Jan-Jun 2009 Jan-Jun 2008

    Income tax for current period -9,427.98 234,180.57

    Total -9,427.98 234,180.57

    35、Operating Segments

    (1)Main items of total profit of operating segments

    ① Major company

    Items Jan-Jun 2009 Jan-Jun 2008

    Operating revenue 967,010.00 275,830.00

    Operating cost 223,280.42 24,471.21

    Expense -2,790,352.58 -7,320,520.91

    Total profit 21,274,868.09 -12,346,102.94

    ② Real estate operating segments

    Items Jan-Jun 2009 Jan-Jun 2008

    Operating revenue 770,190.35 495,580.00

    Operating cost 336,495.41 27,716.83

    Expense 12,740,297.07 15,253,708.06

    Total profit -12,192,512.78 -10,706,555.62

    Note:Real estate operating segments include:Shenzhen Rongfa,Luoyang Rongfa.

    ③ Property management operating segments

    Items Jan-Jun 2009 Jan-Jun 2008

    Operating revenue 7,498,602.76 6,390,437.46

    Operating cost 7,427,888.17 5,003,832.42

    Expense 431,518.47 464,986.53

    Total profit -192,253.49 4,749,860.69

    Note:Property management operating segments include:Shenzhen International Arcade

    Property Management Co., Ltd. Huizhou Rongfa.

    ④ Forest operating segments

    Items Jan-Jun 2009 Jan-Jun 2008

    Operating revenue 0.00 0.00

    Operating cost 0.00 0.0069

    Expense 23,480.99 179,374.82

    Total profit -152,850.01 -2,431,400.66

    Note:Forest operating segments include:Guoshanglinye,Wengyuan Guoshang,Wuhua

    Guoshang,Xingning Guoshang.

    ⑤ Other operating segments

    Items Jan-Jun 2009 Jan-Jun 2008

    Operating revenue 0.00 0.00

    Operating cost 0.00 0.00

    Expense 300.44 599.52

    Total profit 8,344.57 -599.52

    Note : Other operating segments include : Shenzhen ShenGuoShang Business

    ManagementCo., Ltd.,Shenzhen International Arcade Chain Store, Shenzhen Longgang

    International Arcade Enterprise Co., Ltd..

    (2)Main items of total assets and total liabilities of operating segments

    ① Major company

    Items 2009.6.30 2008.12.31

    Current assets 198,950,461.21 251,021,439.43

    Non-current assets 85,563,860.73 99,479,253.82

    Total assets 284,514,321.94 350,500,693.25

    Current liabilities 68,552,973.81 93,635,897.78

    Non-current liabilities 11,801,909.16 25,965,384.16

    Total liabilities 80,354,882.97 119,601,281.94

    ② Real estate operating segments

    Items 2009.6.30 2008.12.31

    Current assets 955,423,576.29 894,070,810.00

    Non-current assets 74,198,919.70 87,314,767.78

    Total assets 1,029,622,495.99 981,385,577.78

    Current liabilities 840,698,113.79 861,480,883.89

    Non-current liabilities 400,000,000.00 250,000,000.00

    Total liabilities 1,240,698,113.79 1,111,480,883.89

    ③ Property management operating segments

    Items 2009.6.30 2008.12.31

    Current assets 23,352,836.75 27,781,742.08

    Non-current assets 435,198.46 564,590.5270

    Total assets 23,788,035.21 28,346,332.60

    Current liabilities 33,508,407.66 33,116,742.77

    Non-current liabilities 0.00 0.00

    Total liabilities 33,508,407.66 33,116,742.77

    ④ Forest operating segments

    Items 2009.6.30 2008.12.31

    Current assets 129,878,347.09 99,454,443.75

    Non-current assets 1,049,691.19 1,252,096.76

    Total assets 130,928,038.28 100,706,540.51

    Current liabilities 107,222,257.98 86,538,535.53

    Non-current liabilities 18,000,000.00 9,000,000.00

    Total liabilities 125,222,257.98 95,538,535.53

    ⑤Other operating segments

    Items 2009.6.30 2008.12.31

    Current assets 34,035,000.32 34,985,980.41

    Non-current assets

    0.00 0.00

    Total assets 34,035,000.32 34,035,000.32

    Current liabilities 20,864,989.88 20,446,507.84

    Non-current liabilities 0.00 0.00

    Total liabilities 20,864,989.88 20,864,989.88

    (3) Oversea income of operating segments

    a、Domestic income

    Operating segments Jan-Jun 2009 Jan-Jun 2008

    Major company 967,010.00 275,830.00

    Real estate operating segments 770,190.35 495,580.00

    Property management operating segments 7,498,602.76 6,390,437.46

    Forest operating segments 0.00 0.00

    Other operating segments 0.00 0.00

    Total 9,235,803.11 7,161,847.46

    b、Oversea income

    Company has no oversea income.

    (4) Oversea non-current assets of operating segment

    a、Domestic non-current assets

    Operating segments 2009.6.30 2008.12.3171

    Major company 85,563,860.73 99,479,253.82

    Real estate operating segments 74,198,919.70 87,314,767.78

    Property management operating

    segments 435,198.46

    564,590.52

    Forest operating segments 1,049,691.19 1,252,096.76

    Other operating segments 0.00 0.00

    Total 161,247,670.08 188,610,708.88

    b、Oversea non-current assets

    Company has no oversea non-current assets

    Note:According to the relevant rules, the oversea non-current assets not contain the deferred

    income tax assets.

    36、Supplemental information for cash flow statement

    Supplementary information Jan-Jun 2009 Jan-Jun 2008

    1. Adjusting net profits into cash flows from operating activities:

    Net profits 6,141,848.84 -1,825,831.94

    Add: Impairment loss provision of assets -140,933.17 -964,302.89

    Depreciation of fixed assets、oil and gas assets and production

    biological assets 2,233,453.97 2,495,233.13

    Amortization of intangible assets 0.00 0.00

    Amortization of Long-term deferred expenses 30,000.00 2,482,766.97

    Loss on disposal of fixed assets、intangible assets and other

    long-term deferred assets(Loss/Gain +/-)

    -16,237,962.59 -4,464,785.82

    Loss from written off assets(Loss/Gain +/-) 0.00 0.00

    Loss of fair value fluctuation on assets(Loss/Gain +/-) 0.00 0.00

    Financial cost(Loss/Gain +/-) 1,331,317.14 -1,521,604.67

    Loss on investment(Loss/Gain +/-) -750,000.00 0.00

    Decrease of deferred income tax assets(Decrease/Increase +/-) 0.00 0.00

    Increase of deferred income tax liabilities(Increase/Decrease

    +/-) 0.00 0.00

    Decrease of inventories(Decrease/Increase +/-)

    -9,859,383.64 -22,071,161.74

    Decrease of operating receivables (Decrease/Increase +/-) 469,089.02 16,236,248.53

    Increase of operating payables(Increase/Decrease +/-) -4,386,788.68 -30,903,780.87

    Losses on Debts restructure(Losses/Gains +/-) 0.00 -4,082,375.90

    Net cash flows arising from operating activities

    -21,169,359.11 -44,619,595.2072

    37、Cash and cash equivalents

    Items Jan-Jun 2009 Jan-Jun 2008

    1. Cash 51,950,910.94 19,795,164.62

    Including: Cash on hand 74,206.20 176,056.65

    unrestricted bank deposits 51,786,552.59 19,499,107.97

    unrestricted other monetary funds 90,152.15 120,000.00

    Unrestricted central bank deposits 0.00 0.00

    2.Cash equivalents 0.00 0.00

    Including: Bond investment within three month 0.00 0.00

    3. Ending balance of cash and cash equivalents 51,950,910.94 19,795,164.62

    Including: restricted cash and cash equivalents for the parent

    or subsidiaries in the Group 0.00 0.00

    XI. Notes to financial statements of the Parent company

    1、Other receivable

    (1)Classification by credit risk

    2009.6.30 2008.12.31

    Item Balance Proportion Bad debts

    provision

    Book value Balance Proportion Bad debts

    provision

    Book value

    Individual account with

    significant amount 398,463,850.93 99.66% 201,010,120.00 197,453,730.93 360,087,001.43 99.63% 202,412,208.64 157,674,792.79

    Individual transaction with

    not so significant amount

    but significant recoverable

    risk

    971,426.71 0.24% 914,285.34 57,141.37 916,702.05 0.25% 905,010.62 11,691.43

    Other transaction with no

    significant amount 390,669.48 0.10% 30,089.97 360,579.51 425,762.65 0.12% 42,658.64 383,104.01

    Total 399,825,947.12 100.00% 201,954,495.31 197,871,451.81 361,429,466.13 100.00% 203,359,877.90 158,069,588.23

    (2)Age analysis:

    2009.6.30 2008.12.31

    Age

    Closing balance Proportion

    Bad debts

    provision

    Book value Closing balance Proportion

    Bad debts

    provision

    Book value

    Within one year 195,846,004.26 48.98% 72,407,285.73 123,438,718.53 143,390,123.01 39.67% 73,383,023.15 70,007,099.86

    1-2 years 192,941,716.15 48.26% 118,641,829.49 74,299,886.66 206,984,414.36 57.27% 119,066,464.04 87,917,950.32

    2-3 years 89,065.00 0.02% 13,359.75 75,705.25 89,065.00 0.02% 13,359.75 75,705.25

    3-4 years 71,426.71 0.02% 14,285.34 57,141.37 71,426.71 0.02% 14,285.34 57,141.37

    4-5 years 0.00 0.00% 0.00 0.00 0.00 0.00 0.00 0.00

    Over 5 years 10,877,735.00 2.72% 10,877,735.00 0.00 10,894,437.05 3.02% 10,882,745.62 11,691.4373

    Total 399,825,947.12 100.00% 201,954,495.31 197,871,451.81 361,429,466.13 100.00% 203,359,877.90 158,069,588.23

    2、Long-term equity investments

    (1)Long-term equity investments and provision for impairment loss

    2009.6.30 2008.12.31

    Items

    Closing balance

    Provision for

    Impairment loss

    Book value Closing balance

    Provision for

    Impairment loss

    Book value

    Long-termequity investments 79,943,991.03 13,999,737.16 65,944,253.87 89,943,991.03 23,999,737.16 65,944,253.87

    Including : investment to

    subsidiaries 79,943,991.03 13,999,737.16 65,944,253.87 79,943,991.03 13,999,737.16 65,944,253.87

    investment to other company 0.00 0.00 0.00 10,000,000.00 10,000,000.00 0.00

    (2)Accounted for by cost method

    Name of investees Initial Opening balance Addition Deduction Closing balance

    ①Sub

    Shenzhen Chunhua Medicine United Co., Ltd. 2,250,000.00 2,250,000.00 0.00 0.00 2,250,000.00

    Shenzhen Guoshang Medicine Co., Ltd. 2,850,000.00 2,850,000.00 0.00 0.00 2,850,000.00

    Shenzhen International trade enterprise Co., Ltd 5,320,000.00 5,320,000.00 0.00 0.00 5,320,000.00

    Shenzhen International Arcade Property Management Co.,

    Ltd 2,800,000.00 2,800,000.00 0.00 0.00 2,800,000.00

    Shenzhen Rongfa Investment Co., Ltd. 35,296,718.10 35,296,718.10 0.00 0.00 35,296,718.10

    Shenzhen Longgang International Arcade Enterprise Co.,

    Ltd. 21,427,272.93 21,427,272.93 0.00 0.00 21,427,272.93

    Shenzhen International Arcade Chain Store 10,000,000.00 10,000,000.00 0.00 0.00 10,000,000.00

    Subtotal 79,943,991.03 79,943,991.03 0.00 0.00 79,943,991.03

    ② other company

    Shenzhen Xinnuo Communication Co., Ltd 10,000,000.00 10,000,000.00 0.00 10,000,000.00 0.00

    Subtotal 10,000,000.00 10,000,000.00 0.00 10,000,000.00 0.00

    Total 89,943,991.03 89,943,991.03 0.00 10,000,000.00 79,943,991.03

    (3)Provision for impairment loss of long-term equity investment

    Investment project 2008.12.31 Increase Decrease 2009.6.30

    Shenzhen Xinnuo Communication Co., Ltd 10,000,000.00 0.00 0.00 10,000,000.00

    Shenzhen Chunhua Medicine United Co., Ltd 418,949.38 0.00 0.00 418,949.38

    Shenzhen Guoshang Medicine Co., Ltd. 504,857.76 0.00 0.00 504,857.76

    Shenzhen International trade enterprise Co.,

    Ltd 3,075,930.02 0.00 0.00 3,075,930.02

    Shenzhen International Arcade Chain Store 10,000,000.00 0.00 10,000,000.00 0.00

    Total 23,999,737.16 0.00 10,000,000.00 13,999,737.1674

    3、Operating revenue and operating costs

    (1)Listed by items

    Jan-Jun 2009 Jan-Jun 2008

    Item Operating

    revenue

    Operating costs Operating profits

    Operating

    revenue

    Operating costs Operating profits

    rental income 88,740.00 4,131.38 84,608.62 275,830.00 24,471.21 251,358.79

    Disposal of investment property 878,270.00 219,149.04 659,120.96 0.00 0.00 0.00

    Total 967,010.00 223,280.42 743,729.58 275,830.00 24,471.21 251,358.79

    (2)Listed by business or geography

    Jan-Jun 2009 Jan-Jun 2008

    Item Operating

    revenue

    Operating costs Operating profits

    Operating

    revenue

    Operating costs Operating profits

    Shenzhen city 967,010.00 223,280.42 743,729.58 275,830.00 24,471.21 251,358.79

    Total 967,010.00 223,280.42 743,729.58 275,830.00 24,471.21 251,358.79

    X. Related party and related party transactions

    1、Confirmation related parties

    The Company has control, jointly control or significant influence on the other party, or is

    under same party’s control, jointly control or significant influence with other company, is deemed

    as related parties.

    2、 The relationship of related parties

    Related party with non-controllable relationship

    Company’s name Relationship with the Company

    Malaysia Foh Chong & Sons SDN.BHD. Holding 13.70% of the Company’s equity interests

    ShenzhenTeFa Group Limited Holding9.76%of the Company’s equity interests

    DaHua Investment (China) Co., Ltd. Holding7.03%of the Company’s equity interests

    Shenzhen MaoYeShangXia Co., Ltd. Holding6.15% of the Company’s equity interests

    (1)Because the Company’s equity structure is quite decentralizing, and has no absolute

    controlshareholder for the Company, the Company lists Malaysia Foh Chong & Sons

    SDNBHD ,Shenzhen SDG Co., Ltd, Shenzhen MaoYeShangXia Co., Ltd. and DaHua Investment

    (China) Co ., Ltd. as related parties with non-controllable relationship.

    (2)Shenzhen MaoYeShangXia Co., Ltd. and DaHua Investment (China) Co., Ltd. behave in

    the concerted action, totally they hold 13.18% of the Company’s equity interests.

    (3)Malaysia Foh Chong & Sons SDN.BHD. and Multi Profit Asia Pacific Investment

    Limited signed the 《Shenzhen international limited liability company negotiable B shares

    transfer agreement》on 27th April 2009, That 30,264,192 B shares hold by Malaysia Foh Chong

    & Sons SDN.BHD. transfer to Multi Profit Asia Pacific Investment Limited. The shares has

    accomplished transfer procedure on 7th July 2009. Currently Multi Profit Asia Pacific

    Investment Limited is our company’s biggest shareholder, holding 13.70% equity shares.75

    3、 Related party transactions

    (1)Related party transaction:

    Up to Jun 30 2009, The company has provided guarantee for the flowing subsidiaries:

    Company Type Amount Borrowing period

    Shenzhen Forestry Development Co.,

    Ltd.

    Short term borrowing 6,000,000.00 2009.3.17to 2010.3.16

    Shenzhen RongFa Investment Co.,

    Ltd. Long-term borrowing 150,000,000.00 2008.9.10 to 2010.9.9

    Shenzhen RongFa Investment Co.,

    Ltd. Long-term borrowing 250,000,000.00 2007.4.16 to 2010.2.15

    Total 406,000,000.00

    (2)Balance of account receivable and payable for related parties

    2009.6.30 2008.12.31

    Name of enterprise

    Balance Proportion Balance Proportion

    Other payables:

    Malaysia Foh Chong & Sons SDN.BHD. 27,084,045.25 12.42% 27,084,045.25 12.84%

    Shenzhen Chunhua Medicine United Co., Ltd. 2,090,239.43 0.96% 2,090,239.43 0.99%

    Shenzhen Guoshang Medicine Co., Ltd. 1,479,767.33 0.68% 1,479,767.33 0.70%

    Shenzhen International trade enterprise Co., Ltd 4,160,185.75 1.91% 4,160,185.75 1.97%

    Total 34,814,237.76 15.97% 34,814,237.76 16.50%

    XI. Contingency

    1. Guarantee

    (1) According to common practices of the sale of mortgage properties in the property

    investment industry, the Company’s subsidiary Shenzhen Rongfa Investment Co., Ltd. provides

    guarantees for those mortgage property sales which developed by itself. Until December 31, 2008,

    Shenzhen Rongfa Investment Co., Ltd. provides guarantees for mortgage property sales

    for35,606,520.54Yuan.

    (2)According to common practices of the sale of mortgage properties in the property

    investment industry, the Company’s subsidiary Huizhou Rongfa Investment Co., Ltd. provides

    guarantees for those mortgage property sales which developed by itself. Until December 31, 2008,

    Huizhou Rongfa Investment Co., Ltd provides guarantees for mortgage property sales

    for9,535,116.89yuan.

    2. Pledge

    The Company has no other pledge event except mentioned in Notes of financial statements

    VIII.5. VIII. 8 and VIII, 11.

    3. Litigation

    In September 2005, Shenzhen Intermediate People’s Court issued Review Order [2005]

    SZMFZ No.22, ruled that the Group has joint liability to a guaranteed loan (RMB6 million and76

    related overdue interest) borrowed from Bank of China, Shenzhen Shangbu branch by Shenzhen

    Shengang Gongmao Co., Ltd. (“Shengang Gongmao”) in 1999.

    In accordance with conservative principle, the Company accounted for guaranteed loan

    principal and its interest r 8,670,209.16 as accrued liabilities, and accrued interests for 782,925.00

    for the year of 2005, 2006 ,2007and 2008.

    XII. Commitment

    Until December 31, 2008, The Company signed non-revocable operating lease contracts with

    third party as follows:

    Maturity Rental payable Deferred investment income

    Within one year 6,638,751.38 411,712.84

    1-2 years 2,515,857.67 411,712.84

    2-3 years 0.00 411,712.84

    Over three years 0.00 0.00

    Total 9,154,609.05 1,235,138.52

    XIII. Non-adjustment event after balance sheet date

    The Company has no after balance sheet date event to disclose as at the reporting date.

    ⅩⅣ.Other Significant events

    1、Shenzhen Rongfa and International Arcade signed an repurchase equity transfer contract

    with Shenzhen Baotian Investment Development Co.,Ltd (Shenzhen Baotian ) on 31 January 2007.

    According to the contract, Shenzhen Rongfa and International Arcade would transfer their holding

    interests of 85% and 10% respectively in Shenzhen Gangyi to Shenzhen Baotian. After the equity

    transfer transaction, Shenzhen Baotian and Shenzhen Rongfa will hold 95% and 5% shares in

    Shenzhen Gangyi respectively. The contract requires that Shenzhen Baotian shall transfer the

    equity interests back to ShenzhenRongfa or designated party by Shenzhen Rongfa for RMB 1

    million no later than six years since the contratct signed. Shenzhen Rongfa and Baotian

    Investment signed a supplementary agreement of equity transfer contract late after, Shenzhen

    Rongfa agreed to give up the current or future benefits from its 5% interests in Shenzhen Gangyi,

    that is, Shenzhen Rongfa will not participate in any profit distribution or bear any loss from

    Shenzhen Gangyi within the six years after the equity transfer.

    On January 31, 2007, Shenzhen Rongfa investment Co.,Ltd(Shenzhen Rongfa ) signed

    Transfer Of House Using Right Agreement with Shenzhen Baotian Investment Development

    Co.,Ltd (Shenzhen Baotian ), according to the agreement Shenzhen Rongfa will transfer the

    using right of 1st-4th floor and its attachment which are the place of operation of GANGYI

    Dongfang , storage and Staff Cafeteria, of GangyiHaoting to Shenzhen Baotian, the total period

    for 6 years from 1/3/2007 to 28/2/2007。

    The installments of transfer payment: 600,000 per month in the first year, 700,000 per month

    in the second and third year, 800,000 per month in the fourth and fifth year,850,000 per month in

    the sixth year。Both two parties agreed that the actual time for transfer the venue to be recorded as

    the cut-off point, Rongfa will be liable for the liability which incurred before the cut-off point and

    Tianbao will be responsible for liability, creditor's rights and operating costs which incurred after

    the cut-off point. In 2007 the procedures for the transfer of equity has been completed.77

    2、shop subscribe by employee

    In order to supplement the Jingdao Island project development funds, In March 2005,

    according to the market situation the company signed the Subscription Agreement for the retail

    shop of JingDao with employees by the way of internal subscription, in the price of 15000 Yuan

    per square meter, totally raise fund 34,400,984.61 Yuan. If a company transfer or seizure of the

    premises resulted in the company could not be delivered to shops, people can subscribe for 20%

    return of principal and payment of compensation。The matter has been the second time in 2007 the

    Board of Trustees of the fifth resolution, but not submitted to shareholders of the General

    Assembly to consider。Shopping malls operated by the special needs, in addition to JingDao Island

    has not yet been completed, the Board of Directors in all aspects of the comprehensive

    considerations of the staff decided to give up the implementation of the incentive planIn

    November 29, 2008 was held in 2008 the first provisional shareholders meeting to consider the

    motion has not been adopted.。Employees for the proper settlement of the follow-up section of the

    subscription, the company will be based on the actual operation of the company's research and the

    development of feasible options after the relevant decision-making to be considered for adoption.

    According to the principle of caution, at the end of bank loans in accordance with the same period

    of 5.85 percent benchmark interest rate and the agreed compensation is higher 20% of the

    principle of 7,436,498.40 yuan provision for interest, finance charges included in 2008. During

    January 2009 to June 2009, provide RMB 1,006,228.80 recognised into financial expense.

    ⅩⅤ、Net profits after deduction of non-recurring profits and losses

    Item Jan-Jun 2009 Jan-Jun 2008

    Net profit 11,022,189.39 715,170.19

    Add:(1) Profit and loss from disposal of non-current assets, including the offset part of the

    impaired assets; -16,237,962.59 -4,464,785.82

    (2) Unauthorized examination and approval, or lack of official approval documents, or occasional

    tax revenue return and abatement;

    0.00 0.00

    (3) Governmental subsidies counted into the current profit and loss, except for the one closely

    related with the normal operation of the company and gained constantly at a fixed amount or

    quantity according to certain standard based on state policies;

    0.00 0.00

    (4) Capital occupation fees charged to the non-financial enterprises and counted into the current

    profit and loss; -

    0.00 0.00

    (5) Gains when the investment cost of acquiring a subsidy, an allied enterprise and a joint venture

    is less than the fair value of the identifiable net assets of the invested entity;

    0.00 0.00

    (6) Profit and loss from non-monetary assets exchange 0.00 0.00

    (7) Profit and loss from entrusting others for investment or asset management 0.00 0.00

    (8) Retained asset impairment provisions resulting from force majeure such as natural disasters 0.00 0.00

    (9) Profit and loss from debt restruction 0.00 0.00

    (10) Enterprises ’ reorganization fees, such as staffing expenses and integration fees 0.00 0.00

    (11) Profit and loss that exceeds the fair value in transaction with unfair price 0.00 0.00

    (12) Current net profit and loss of the subsidies established by merger of enterprises under unified

    control from the beginning of the period to the merger day

    0.00 0.00

    (13) Profit and loss on contingency that has no relation with the normal operation of the company 0.00 0.0078

    (14) Profit or loss from change in fair value by holding tradable financial assets and liabilities, and

    investment income from disposal of tradable financial assets and liabilities as well as salable

    financial assets, excluding the effective hedging businesses related with the normal operations of

    the company

    0.00 0.00

    (15) Switch -back of impairment provisions of accounts receivable that have undergone impairment

    test alone;

    0.00 0.00

    (16) rofit and loss from outward entrusted loaning 0.00 0.00

    (17) Profit and loss from the change of investment property’ s fair value by follow-up measurement

    in fair value mode

    0.00 0.00

    (18) Impact on the current profit and loss by one-off adjustment to the current profit and loss

    according to the requirements of the tax as well as accounting laws and rules

    0.00 0.00

    (19) Custody fees of entrusted operation; 0.00 0.00

    (20) Other non-operating income and expenses besides the above items -32,584.72 -4,082,375.90

    (21) Other items that conform to the definition of extraordinary profit and loss 0.00 0.00

    Subtotal -16,270,547.31 -8,547,161.72

    Add:Amount influenced by income tax 0.00 0.00

    Add:Non-recurring profit attributable to minority interest 10,948.77 3,219,504.68

    Non-recurring profit attributable to Parent company -5,237,409.15 -4,612,486.85

    ⅩⅥ、Supplementary Information

    1、Return on equity and earnings per share

    Return on equity

    earnings per share

    (Yuan/Share)

    Net profits of year 2008

    Full

    dilution

    Weighted

    average

    Basic profit

    per share

    Profit per

    share after

    dilution

    Net profits attributable to ordinary

    shareholders 11,022,189.39 4.79% 4.91% 0.0499 0.0499

    Net profits or net profits after

    deduction of non-recurring profits

    and losses attributable to ordinary

    shareholders -5,237,409.15 -2.28% -2.42% -0.0237 -0.0237

    2、Calculation of earning per share: :79

    (1)Basic earning per share:

    Jan-Jun 2009 Jan-Jun 2008

    Items calculation

    Amount

    After deduction of

    non-recurring

    Amount

    after deduction

    of non-recurring

    Net profit attributable to ordinary shareholder

    of the Company

    (1) 11,022,189.39 -5,237,409.15 715,170.19 -4,612,486.85

    The number of shares issued to the public at the

    beginning of the period

    (2) 220,901,184.00 220,901,184.00

    220,901,184.0

    0

    220,901,184.00

    The number of shares newly issued in the

    current period

    (3) 0.00 0.00 0.00 0.00

    The number of shares repurchase in the current

    period

    (4) 0.00 0.00 0.00 0.00

    The weighted average number of ordinary

    shares issued to the public

    (5)=(2)+(3)-(4

    )

    220,901,184.00 220,901,184.00

    220,901,184.0

    0

    220,901,184.00

    Basic earning per share (6)=(1)÷(5) 0.0499 -0.0237 0.0032 -0.0209

    (2)Diluted earning per share:

    Jan-Jun 2009 Jan-Jun 2008

    Items calculation

    Amount

    After deduction

    of non-recurring

    Amount

    After deduction

    of non-recurring

    Net profit attributable to ordinary shareholder

    of the Company

    (1)

    11,022,189.39

    -5,237,409.15 715,170.19 -4,612,486.85

    The interest of the potential diluted ordinary

    shares determined to be expenses in the

    current period

    (2)

    0.00 0.00 0.00 0.00

    The gains or expenses to be resulted from

    conversion of diluted ordinary shares

    (3)

    0.00 0.00 0.00 0.00

    Income tax rate (4) 0.00 0.00 0.00 0.00

    The adjustment of the net profit attributable to

    ordinary shareholder of the Company

    (5)=(1)+[(2)-(3)]×[1-(4)]

    11,022,189.39

    -5,237,409.15 715,170.19 -4,612,486.85

    Total number of ordinary shares (6) 220,901,184.00 220,901,184.00 220,901,184.00 220,901,184.00

    Assumed that the dilution of potential ordinary

    shares converted into ordinary shares in issue

    increased the weighted average number of

    ordinary shares

    (7) 0.00 0.00 0.00 0.0080

    Total number of diluted ordinary shares (8)=(6)+(7) 220,901,184.00 220,901,184.00 220,901,184.00 220,901,184.00

    Diluted earning per share (9)=(5)÷(8) 0.0499 -0.0237 0.0032 -0.0209

    ⅩⅦ、Other composite income and total composite income

    According to requirements issued by The Ministry of Finance《Explanation NO.3 of

    Enterprises Accounting Standards》,the company’s other composite income and total composite

    income calculated as follow:

    1、Other composite income

    The company did not other composite income.

    2、Total composite income

    Items Jan-Jun 2009 Jan-Jun 2008

    Total composite income

    6,141,848.84

    -1,825,831.94

    Belongs to the parent company’s shareholders

    11,022,189.39

    715,170.19

    Belongs to the minority shareholders

    -4,880,340.55

    -2,541,002.13

    Note:Total composite income = Net profits + Other composite income

    Shenzhen International Enterprise Co., Ltd