Shenzhen International Enterprise Co., Ltd. The Third Quarterly Report 2010 §1 Important Notice 1.1 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. 1.2 Other than the following director, other directors attended the Board meeting in person, at which the third quarterly report 2010 is reviewed. Name Office title Reason Name of assignee Sun Changxing Independent Director On official business trip Xie Ruxuan 1.3 The Financial Report in this quarterly report has not been audited by a CPA firm. 1.4 Zheng Kanghao, Person-in-charge of the Company, Chen Xiaohai, Person-in-charge of the accounting work, and Xu Xiaoyun, Person-in-charge of the accounting organ hereby confirm the factuality and completeness of the Financial Report in this quarterly report. §2 Company Profile 2.1 Main accounting data and financial indicators Unit: (RMB) Yuan As at 30 Sep. 2010 As at 31 Dec. 2009 Increase/decrease (%) Total assets (RMB) 1,650,914,726.01 1,451,667,225.56 13.73% Owners’ equity attributable to shareholders of listed company (RMB) 152,230,545.87 225,778,093.67 -32.58% Share capital (share) 220,901,184.00 220,901,184.00 0.00% Net assets per share attributable to shareholders of listed company (RMB/share) 0.69 1.02 -32.35% Jul.-Sep. 2010 Increase/decrease year-on-year (%) Jan.-Sep. 2010 Increase/decrease year-on-year (%) Total operation income (RMB) 3,716,741.18 -3.95% 9,720,337.51 -25.83% Net profit attributable to shareholders of listed company (RMB) -51,806,731.36 - -73,547,547.80 -906.98% Net cash flows generated from operating activities (RMB) - - -670,424,449.31 532.00% Net cash flows per share generated from operating activities (RMB/share) - - -3.03 - Basic earnings per share (RMB/share) -0.2345 -0.33 -925.00%Diluted earnings per share (RMB/share) -0.2345 -0.33 -925.00% Weighted average return on net assets (%) -29.08% -28.24% -38.91% -42.91% Weighted average return on net assets after deducting extraordinary gains and losses (%) -22.27% -21.11% -32.20% -28.76% Items of non-recurring gains and losses Amount from year-begin to the end of this report period Notes Gains and losses from disposal of non-current assets 2,294,779.72 Other non-operating income and expenditure -22,042,234.19 Impact on minority interest 8,819,246.26 Total -10,928,208.21 - 2.2 Total number of shareholders at period-end and shareholding of top ten shareholders holding tradable shares Unit: share Total number of shareholders at the period-end 18,620 Shareholding of top ten shareholders holding tradable shares Full name of shareholder Number of tradable shares held at period-end Type of share Multi Profit Asia Pacific Investment Ltd 30,264,192 Domestically listed foreign shares Shenzhen Special Economic Zone Development (Group) Co., Ltd. 21,566,857 RMB Ordinary Shares UOB Investment (China) Limited 15,528,941 Domestically listed foreign shares Shenzhen Maoye Emporium Ltd 13,577,548 RMB Ordinary Shares Zhong Zhiqiang 8,215,594 Domestically listed foreign shares Shenzhen Taitian Industrial Development Co., Ltd. 5,651,012 RMB Ordinary Shares Chen Qiaoling 3,109,255 RMB Ordinary Shares Fang Ruiping 2,534,800 RMB Ordinary Shares Chen Shaolan 2,528,341 RMB Ordinary Shares Chen Shu 2,149,327 Domestically listed foreign shares § 3 Significant Events 3.1 Particulars about major changes of main accounting statement items and financial indicators, as well as reasons for the changes √Applicable □Inapplicable Monetary capital at the end of report period increased 1102.10% over the year-begin, mainly because the Company received borrowings. Short-term borrowings at the end of report period increased RMB 1,294,000,000.00 over the year-begin, mainly because the Company received borrowings. Accounts payable at the end of report period decreased 91.42% over the year-begin, which was mainly due to reception of payment for Fanhua and IA Mall Project. Other payables at the end of report period decreased 23.93% over the year-begin, due to return the borrowings. Long-term borrowings at the end of report period decreased 86.22% over theyear-begin, which was mainly due to return the loan. Administrative expenses from the year-begin to the end of report period increased 83.37% year-on-year, mainly because rent and wage increased, and expense stop capitalizing. Financial expenses from the year-begin to the end of report period increased RMB 78,423,455.32 year-on-year, which was mainly because borrowings increased, interest for arrearage has been paid and interest for capitalization was paid. Non-operating income from the year-begin to the end of report period decreased 82% year-on-year, mainly because the assets activating decreased in this year. Net cash flow from financing activities from the year-begin to the end of report period increased RMB 872,581,619.18 year-on-year, mainly due to receival of borrowings. 3.2 Progress and influence of significant events, as well as the analysis on solutions □Applicable √Inapplicable 3.2.1 About non-standard opinion √Applicable □Inapplicable In the 2009 Annual Audit Report, Reanda Certified Public Accountants Co., Ltd. issued the Statement on Issuing Unqualified Audit Opinion with Pinpointed Matters for 2009 Annual Financial Report to Shenzhen International Enterprise Co., Ltd., pointing out that the Company’s ability to pay was weak and its going-concern capability for the future was uncertain. In order to solve the aforesaid problems, the Company focused on pushing forward financing in the first half of this year. In Jul. 2010, Rongfa Company obtained a financing of RMB 1.3 billion from Bohai International Trust Co., Ltd.. (For more details, please refer to the public notice published on Securities Times, Ta Kung Pao (HK) and http://www.cninfo.com.cn dated 3 Jul. 2010.) Such a move greatly eased the Company’s short-term liability pressure. 3.2.2 The Company offer capital to the controlling shareholder or other related parties and provide external guarantees in violation of the prescribed procedures. □Applicable √Inapplicable 3.2.3 Signing contract and execution of contract on routine operation □Applicable √Inapplicable 3.2.4 Others √Applicable □Inapplicable No new significant lawsuit or arbitration occurred during the report period, and the progress in the report period of significant lawsuits and arbitrations of previous years was as follows: (I) The case on house-leasing dispute between subsidiary of the Company-Shenzhen Rongfa Investment Co., Ltd. (hereinafter called “Rongfa Investment”) and Shenzhen Baotian Investment Co., Ltd. (hereinafter called “Baotian Investment”) On 31 Jan. 2007, Rongfa Investment entered into the Contract on Transfer of Use Right of Housing with Baotian Investment. Due to dispute in the execution of the contract, Baotian Investment has not yet paid the fees for use right of housing to Rongfa Investment by now.Shenzhen Municipal Intermediate People’s Court of Guangdong Province made the civil ruling paper with (2008) SZFMWZ Zi No. 2867, which has took effect on 11 Sep. 2009. (For details, please refer to the public notice with serial number 2009-39 disclosed in Securities Times, Ta Kung Pao and http://www.cninfo.com.cn on 29 Oct. 2009). Up till now, Baotian Investment failed to pay the fees for use right of housing to Rongfa Investment according to the clauses of the ruling. Presently, the case is being executed. (II)The case on Construction Contract for Construction Project between Rongfa Investment and Shenzhen Fanhua Engineering Group Co., Ltd. (hereinafter called “Fanhua Company”) Rongfa Investment entered into the Construction Contract for Construction Project with Fanhua Company on 12 Jan. 2005, in which Fanhua Company contracted to build the IA Mall Project developed by Rongfa Investment. Rongfa Investment paid the part of construction costs, and the rest costs failed to be paid to Fanhua Company. In Dec. 2009, Fanhua Company brought an action against Rongfa Investment to ask for paying unpaid construction costs, overdue interests and other expenses. In Feb. 2010, through mediation of Higher People’s Court of Guangdong Province, the both parties negotiated a settlement, and the Higher People’s Court of Guangdong Province issued the paper of civil mediation with (2009) YGFMYC Zi No. 7 (For more details, please refer to public notice published on Securities Times, Hong Kong Ta Kung Pao and www.cninfo.com.cn on 12 Feb. 2010). Since the paper of civil mediation became effective, Rongfa Investment actively raised money to repay the debt. Up until 26 Aug. 2010, Rongfa Investment had paid off all the payables as agreed upon in the civil mediation and the execution of all clauses in the civil mediation had been accomplished. 3.3 Fulfillment of commitments made by the Company, shareholders and the actual controller √Applicable □Inapplicable Commitment Commitment maker Contents of commitment Execution Commitments concerning the share merger reform - - All relevant shareholders have fulfilled their commitments concerning the share merger reform. Commitments made in the Acquisition Report or the Report on Equity Changes Zheng Kanghao The information disclosure obligor shall not reduce the shares of Multi Profit Asia Pacific Investment Ltd. held by the obligor through the relevant acquisition or reduce the shares of SZIEC directly held by the obligor through the said acquisition within the coming 60 months. The execution of the commitment continued. Commitments made in significant asset reorganization - - - Commitments made when issuing - - -shares Other commitments (including supplementary commitments) - - - 3.4 Warnings of possible losses or major changes of the accumulative net profit achieved during the period from year-begin to the end of the next report period compared with the same period of last year, as well as explanation on reasons □Applicable √Inapplicable 3.5 Other significant events that need to be explained 3.5.1 Securities investment □Applicable √Inapplicable 3.5.2 Researches, interviews and visits received in the report period No field researches, phone calls or written inquiries from investors were received in the report period. 3.6 Investments into derivatives □Applicable √Inapplicable 3.6.1 Positions of derivatives investments held at period-end □Applicable √Inapplicable §4 Appendix 4.1 Balance sheet Prepared by Shenzhen International Enterprise Co., Ltd 30 Sep. 2010 Unit: RMB Yuan Closing balance Opening balance Items Consolidation Parent company Consolidation Parent company Current assets: Monetary funds 224,473,452.55 472,624.01 18,673,470.06 252,948.06 Settlement funds Dismantle Transaction financial assets Notes receivable Account receivable 821,338.70 1,399,439.55 Account paid in advance 977,258.80 180,000.00 381,095.00 180,000.00 Insurance receivable Receivables from reinsurers Reinsurance contract reserve receivables Interest receivable Dividend receivable Other receivables 5,701,508.94 37,259,126.81 8,271,682.45 175,779,689.75 Financial assets purchased under agreements to resell Inventories 1,357,697,312.69 1,347,795,365.80 Non-current assets due within 1 yearOther current assets Total current assets 1,589,670,871.68 37,911,750.82 1,376,521,052.86 176,212,637.81 Non-current assets: Loans and advance Available for sale financial assets Held to maturity investments Long-term account receivable Long-term equity investment 6,570,262.84 65,944,253.87 6,570,262.84 65,944,253.87 Investing property 1,186,699.60 850,553.78 1,445,567.83 1,084,763.51 Fixed asset 53,351,891.89 4,907,975.99 66,950,342.03 16,311,714.31 Project in construction Engineering material Fixed asset disposal Bearer biological asset Oil assets Intangible assets Development expense Goodwill Long-term expense to be apportioned 135,000.00 135,000.00 180,000.00 180,000.00 Deferred tax assets Other non-current assets Total of non-current assets 61,243,854.33 71,837,783.64 75,146,172.70 83,520,731.69 Total assets 1,650,914,726.01 109,749,534.46 1,451,667,225.56 259,733,369.50 Current liabilities: Short-term loans 1,300,000,000.00 6,000,000.00 Loans from central bank Deposits received and hold for others Placements From Banks Other Financial Institutions Transaction financial liabilities Notes payable Account payable 48,941,581.66 570,599,631.60 Account received in advance 47,126,971.75 80,000.00 46,073,971.75 80,000.00 Financial assets sold under agreements to repurchase Handling charges and commission payable Employee’s compensation payable 3,619,610.71 1,425,680.63 4,034,257.43 1,385,993.95 Tax payable -454,384.61 2,401,153.71 4,782.62 2,497,675.52Interest payable 3,315,000.00 768,248.25 Dividend payable 5,127,701.36 5,127,701.36 5,127,701.36 5,127,701.36 Other account payable 181,761,019.23 46,545,533.14 238,935,399.95 68,613,377.28 Due to reinsurers Insurance contract reserve Customer deposits Amount payables under security underwriting Non-current liabilities due within 1 year 16,590,000.00 184,000,000.00 Other current liabilities Total current liabilities 1,606,027,500.10 55,580,068.84 1,055,543,992.96 77,704,748.11 Non-current liabilities: Long-term borrowings 35,000,000.00 254,000,000.00 Bonds payable Long-term payables Specific purpose account payables Provisions for contingent liabilities 6,000,000.00 6,000,000.00 Deferred tax liabilities Other non-current liabilities Deferred income 720,497.48 1,029,282.11 Total non-current liabilities 35,720,497.48 261,029,282.11 6,000,000.00 Total liabilities 1,641,747,997.58 55,580,068.84 1,316,573,275.07 83,704,748.11 Owner’s equity (or shareholders’ equity) Paid-in capital (or share capital) 220,901,184.00 220,901,184.00 220,901,184.00 220,901,184.00 Capital surplus 72,315,347.06 64,951,444.59 72,315,347.06 64,951,444.59 Less: Treasury Stock Special reserves Surplus reserve 125,929,834.48 96,841,026.39 125,929,834.48 96,841,026.39 General risk provision Retained earnings -266,915,819.67 -328,524,189.36 -193,368,271.87 -206,665,033.59 Foreign exchange difference Total owners' equity attributable to holding company 152,230,545.87 54,169,465.62 225,778,093.67 176,028,621.39 Minority interest -143,063,817.44 -90,684,143.18 Total owner’s equity 9,166,728.43 54,169,465.62 135,093,950.49 176,028,621.39 Total liabilities and owner’s equity 1,650,914,726.01 109,749,534.46 1,451,667,225.56 259,733,369.50 4.2 Income statement during the reporting periodPrepared by Shenzhen International Enterprise Co., Ltd Jul.-Sep. 2010 Unit: RMB Yuan Amount of this period Amount of last period Items Consolidation Parent company Consolidation Parent company I. Total operating income 3,716,741.18 24,100.00 3,869,779.07 25,450.00 Including: Operating income 3,716,741.18 24,100.00 3,869,779.07 25,450.00 Interest income Premium income Handling charges and commissions income II. Total operating cost 72,370,852.34 83,410,636.15 8,306,045.67 2,997,626.47 Including: Operating 2,883,585.84 1,249.61 3,843,221.33 1,922.96 Interest cost Handling charges and commissions cost Cash surrender value Net claim cost Provision for insurance contract reserves-net Insurance policy dividend paid Reinsurance expense Business taxes and surcharges 182,849.63 156,774.21 Distribution expenses 317,621.43 Administrative expenses 12,190,797.62 3,936,021.66 4,908,728.18 2,520,537.06 Financial costs 56,788,197.17 -4,184,538.01 247,969.53 -3,656,250.28 Impairment loss 7,800.65 83,657,902.89 -850,647.58 4,131,416.73 Add: gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” means loss) Including: income form investment on affiliated enterprise and jointly enterprise Foreign exchange difference (“-” means loss) III. Business profit (“-” means loss) -68,654,111.16 -83,386,536.15 -4,436,266.60 -2,972,176.47 Add: non-business income 2,300.00 749,283.80 593,535.60 Less: non-business expense 17,500,866.35 2,066.34 Including: loss from non-current asset disposal IV. Total profit (“-” means loss) -86,152,677.51 -83,386,536.15 -3,689,049.14 -2,378,640.87 Less: Tax expense V. Net profit (“-” means loss) -86,152,677.51 -83,386,536.15 -3,689,049.14 -2,378,640.87-Attributable to parent company -51,806,731.36 -83,386,536.15 -1,908,255.04 -2,378,640.87 -Minority interest -34,345,946.15 -1,780,794.10 VI. Earnings per share (I) Basic earnings per share -0.2345 -0.0086 (II) Diluted earnings per share -0.2345 -0.0086 VII. Other comprehensive income VIII. Total comprehensive income -86,152,677.51 -83,386,536.15 -3,689,049.14 -2,378,640.87 Total comprehensive income attributable to owner of parent company -51,806,731.36 -83,386,536.15 -1,908,255.04 -2,378,640.87 Minority interest -34,345,946.15 -1,780,794.10 4.3 Income statement from the year-begin to the end of reporting period Prepared by Shenzhen International Enterprise Co., Ltd Jan.-Sep. 2010 Unit: RMB Yuan Amount of current period Amount of last period Items Consolidation Parent company Consolidation Parent company I. Total sales 9,720,337.51 195,900.00 13,105,582.18 992,460.00 Including: Sales 9,720,337.51 195,900.00 13,105,582.18 992,460.00 Interests income Premium income Handling charges and commission income II. Total cost of sales 115,980,149.88 124,959,109.52 27,770,854.27 -974,828.28 Including: Cost of sales 8,539,310.05 203,993.19 11,830,885.33 225,203.38 Interests expenses Service charge and commission income Cash surrender value Claim expenses-net Provision for insurance contract reserves-net Insurance policy dividend paid Reinsurance expense Business taxes and surcharges 563,493.28 555,338.42 Distribution expenses 978,631.60 661,010.65 Administrative expenses 25,894,186.07 9,688,525.94 14,121,549.55 6,730,075.08 Financial costs 80,017,106.39 -12,597,295.08 1,593,651.07 -10,656,140.88 Impairment loss -12,577.51 127,663,885.47 -991,580.75 2,726,034.14 Add: gain/(loss) from change in fair value (“-” means loss) Gain/(loss) from investment (“-” means loss) 750,000.00 750,000.00 Including: income forminvestment on affiliated enterprise and jointly enterprise Foreign exchange difference (“-” means loss) III. Business profit (“-” means loss) -106,259,812.37 -124,763,209.52 -13,915,272.09 2,717,288.28 Add: non-business income 3,001,552.66 2,910,912.64 16,427,891.35 16,183,174.89 Less: non-business expense 22,668,962.35 6,858.89 69,247.54 4,235.95 Including: loss from non-current asset disposal IV. Total profit (“-” means loss) -125,927,222.06 -121,859,155.77 2,443,371.72 18,896,227.22 Less: Tax expense -9,427.98 V. Net profit (“-” means loss) -125,927,222.06 -121,859,155.77 2,452,799.70 18,896,227.22 -Attributable to parent company -73,547,547.80 -121,859,155.77 9,113,934.35 18,896,227.22 -Minority interest -52,379,674.26 -6,661,134.65 VI. Earnings per share (I) Basic earnings per share -0.33 0.04 (II) Diluted earnings per share -0.33 0.04 VII. Other comprehensive income VIII. Total comprehensive income -125,927,222.06 -121,859,155.77 2,452,799.70 18,896,227.22 Total comprehensive income attributable to owner of parent company -73,547,547.80 -121,859,155.77 9,113,934.35 18,896,227.22 Minority interest -52,379,674.26 -6,661,134.65 4.4 Cash flow statement from the year-begin to the end of reporting period Prepared by Shenzhen International Enterprise Co., Ltd Jan.-Sep. 2010 Unit: RMB Yuan Amount of this period Amount of last period Items Consolidation Parent company Consolidation Parent company I. Cash flows from operating activities Cash received from sales of goods or rending of services 10,285,237.31 75,900.00 13,052,541.04 992,460.00 Net increase of deposits received from customers and held for others Net increase of loans from central bank Net increase of inter-bank loans from other financial assets Cash received against original insurance contract Net Cash received fromreinsurance Net increase of client deposit and investment Net increase of disposal of tradable financial assets Cash received as Interests, fees and commissions received Net increase of inter-bank fund received Cash received under repurchasing, net Tax returned Other cash received from operating activities 29,343,876.55 7,186,006.95 19,826,000.95 5,036,374.74 Sub-total of cash inflow from operating activities 39,629,113.86 7,261,906.95 32,878,541.99 6,028,834.74 Cash paid for purchase of goods and acceptation of services 522,783,653.05 40,919,091.15 Net increase of loans and advances Net increase of deposit in central bank, banks and other financial institutions Cash paid for original contract claim Cash paid for interests, fees and commission Cash paid for policy dividend Cash paid to and for employees 13,925,129.86 4,748,292.51 11,067,966.16 3,355,466.57 Cash paid for various taxes 1,401,111.36 203,646.62 3,214,031.79 1,218,307.30 Other cash paid relating to operating activities 171,943,668.90 15,876,902.87 21,415,789.55 34,913,498.60 Sub-total of cash outflows 710,053,563.17 20,828,842.00 76,616,878.65 39,487,272.47 Net cash outflow in operating activities -670,424,449.31 -13,566,935.05 -43,738,336.66 -33,458,437.73 II. Cash Flows from Investing Activities Cash received from return of investments 20,000.00 20,000.00 Cash received from investment income Net cash received from 13,846,125.00 13,843,825.00 8,339,798.60 8,339,798.60disposal of fixed assets, intangible assets and other long-term assets Net cash received from disposal of subsidiaries and other operating units Other cash received relating to investing activities Sub-total of cash inflows of investing activities 13,846,125.00 13,843,825.00 8,359,798.60 8,359,798.60 Cash paid for acquisition of fixed assets, intangible assets and other long-term assets 117,777.00 57,214.00 78,319.00 9,750.00 Cash paid for investments Net increase of pledge loans Net cash paid for acquisition of subsidiaries and other operating units Other cash paid relating to investing activities Sub-total of cash outflows of investing activities 117,777.00 57,214.00 78,319.00 9,750.00 Net cash inflow from investing activities 13,728,348.00 13,786,611.00 8,281,479.60 8,350,048.60 III. Cash Flows from Financing Activities: Cash received from investment Including: Cash received from minority shareholders of subsidiaries Cash received from borrowings 1,335,000,000.00 5,000,000.00 26,000,000.00 Cash received from bonds issuing Cash received relating to financing activities 270,000.00 Sub-total of cash inflows of financing activities 1,335,270,000.00 5,000,000.00 26,000,000.00 Cash paid for repayments of borrowings 427,410,000.00 5,000,000.00 8,000,000.00 Cash paid for dividends, profit distribution or interest 45,363,916.20 24,325,535.38 668,940.53 Including: dividends or profits paid to minority shareholders bysubsidiaries Other cash paid relating to financing activities 3,760,000.00 Sub-total of cash outflows of financing activities 472,773,916.20 5,000,000.00 36,085,535.38 668,940.53 Net cash inflow from financing activities 862,496,083.80 -10,085,535.38 -668,940.53 IV. Effect of foreign exchange rate changes V. Net decrease in cash and cash equivalents 205,799,982.49 219,675.95 -45,542,392.44 -25,777,329.66 Add : Opening amount of cash and cash equivalents 18,673,470.06 252,948.06 68,414,884.06 26,129,141.95 Cash paid for investments 224,473,452.55 472,624.01 22,872,491.62 351,812.29 4.5 Auditor’s report Audit opinion: Un-audited