Shenzhen SEG Co., Ltd Semi-annual Report 2011 Shenzhen SEG Co., Ltd. SEMI-ANNUAL REPORT 2011 Important Prompts The Board of Directors, the Board of Supervisors, Directors, Supervisors and Senior Executives of Shenzhen SEG Co., Ltd hereby guarantee that no false or misleading statement or major omission was made to the materials in this report and that they will assume all the responsibilities, individually and jointly, for the trueness, accuracy and completeness of the report. Attendance of the meeting by Directors: Except Director Mr. Zhang Guangliu entrusted Chairman of the Board of Directors Mr. Wang Chu to attend the meeting and vote on behalf of him because of his leave on business, Independent Director Mr. Jiang Yigang entrusted Independent Director Mr. Yang Rusheng to attend the meeting and vote on behalf of him because of his leave on business. all the rest seven Directors attended this meeting reviewing the 2011 Semi-Annual Report. Chairman of the Board of Directors of the Company Mr. Wang Chu, Chief Financial Officer Mr. Li Lifu and Manager of the Finance Department Mr. Ying Huadong hereby declare that the Financial Statements enclosed in this Semi-Annual Report are true and complete. The financial statements in this report are unaudited. The report was prepared in both Chinese and English. Should there be any dispute on interpretation of the report, the Chinese version shall prevail. Date of Information Disclosure: August 16, 2011 -1- Shenzhen SEG Co., Ltd Semi-annual Report 2011 CONTENTS Definitions ...................................................................................................................................................... 3 Chapter 1 Company Profile.......................................................................................................................... 5 Chapter 2 Changes in Share Capital and Information of Shares Held by Main Shareholders ............. 7 Chapter 3 Information of Directors, Supervisors and Senior Executives .............................................. 10 Chapter 4 Report of the Board of Directors ............................................................................................. 10 Chapter 5 Important Matters .................................................................................................................... 19 Chapter 6 Financial Statements (Unaudited)............................................................................................ 33 Chapter 7 Documents Available for Inspection ...................................................................................... 103 -2- Shenzhen SEG Co., Ltd Semi-annual Report 2011 Definitions Unless otherwise specified in the report, the following abbreviations possess the meanings as follows: The Company, Company: Shenzhen SEG Co., Ltd. SEG Group: Shenzhen SEG Group Co., Ltd. ST Samsung: Shenzhen SEG Samsung Co., Ltd. SEG Storage and Transportation: Shenzhen SEG Storage and Transportation Co., Ltd. SEG Baohua: Shenzhen SEG Baohua Enterprise Development Co., Ltd. Xi’an SEG: Xi’an SEG Electronics Market Co., Ltd. Suzhou SEG: Suzhou SEG Electronics Market Management Co., Ltd. Xi’an Hai Rong SEG: Xi’an Hai Rong SEG Electronics Market Co., Ltd. SEG Nanjing: Shenzhen SEG Nanjing Electronics Market Management Co., Ltd. ST 07: the former Shenzhen SEG Dasheng Co., Ltd, which is now renamed as Shenzhen Zero-Seven Co., Ltd. SHIC: Shenzhen SEG Hi-tech Investment Co., Ltd. SEG Industry: Shenzhen SEG Industry Investment Co., Ltd. SEG Engineering: Shenzhen SEG Engineering Industry Co., Ltd. Longgang SEG: Shenzhen SEG Electronics Market Management Co., Ltd. SEG E-commerce: Shenzhen SEG E-commerce Co., Ltd. “Buy-it” store: Shenzhen SEG Industry Investment Co., Ltd, whose 91.79% shares are held by the Company, opened the “Buy-it” store on the third floor of Phase II of Shenzhen SEG Electronics Market on October 1, 2009. Its main businesses include the wholesale and retail of computer products and accessories, mobile communication equipment, digital products, the wholesale and retail of office products and the repair services of computer products. Its business model transferred from self-management to united trading in March 2010. SEG Road: It’s an integrated information platform of market management integrating with the functions of access control, petty-amount-payment, and query system and information dissemination. Changsha SEG: the former Changsha Xinxing Development Co., Ltd., renamed as Changsha SEG Development Co., Ltd. on March 18, 2010 DEM Hotel Changsha: Shenzhen DEM Hotel Management Co., Ltd. Changsha Branch Friendship Group: Xinjiang Friendship (Group) Co., Ltd. SASABS: State-owned Assets Supervision and Administration Bureau of Shenzhen Municipal People’s Government (Note: According to the requirement of the Notice on the Adjustment of Name and Nature of State-owned Assets Supervision and Administration by the Shenzhen Municipal People's Government issued by the Shenzhen Municipal People’s Government on June 24, 2011 (SHEN FU [2011] No. 96), Shenzhen State-owned Assets Supervision and Administration Bureau was renamed as “State-owned Assets Supervision and Administration Commission of Shenzhen Municipal People’s Government” (hereinafter referred to as “SASABS”). -3- Shenzhen SEG Co., Ltd Semi-annual Report 2011 CSRC: China Securities Regulatory Commission Shenzhen Securities Regulatory Bureau: Shenzhen Securities Regulatory Bureau of China Securities Regulatory Commission The Articles of Association: Articles of Association of Shenzhen SEG Co., Ltd Unless otherwise specified, the amounts referred to in the report are in RMB. -4- Shenzhen SEG Co., Ltd Semi-annual Report 2011 Chapter 1 Company Profile (1) Chinese name of the Company: 深圳赛格股份有限公司 English name: SHENZHEN SEG CO., LTD. (2) Legal representative: Wang Chu (3) Secretary of the Board of Directors: Zheng Dan Representative of Securities Affairs: Fan Chonglan Contact address: 31/F, Tower A, Stars Plaza, Huaqiang Road (N), Futian District, Shenzhen Tel: (86)755-8374 7939 Fax: (86)755-8397 5237 E-mail: segcl@segcl.com.cn (4) Registered address: 31/F, Tower A, Stars Plaza, Huaqiang Road (N), Futian District, Shenzhen Office address: 31/F, Tower A, the Stars Plaza, Huaqiang Road (N), Futian District, Shenzhen Post code: 518028 Company’s Website: http://www.segcl.com.cn E-mail: segcl@segcl.com.cn (5) Newspapers selected by the Company for information disclosure of 2011: China Securities Journal, Securities Times, Securities Daily and Hong Kong Commercial Daily. Website specified by CSRC for publishing the semi-annual report: http://www.cninfo.com.cn (the Cninfo Website) Website of the Company: http://www.segcl.com.cn The place where the annual report is prepared and kept: Secretary’s Office of Board of Directors, 31/F, Tower A, Stars Plaza, Huaqiang Road (N), Futian District, Shenzhen (6) Company’s stock Listed with: Shenzhen Stock Exchange Short forms and code numbers of the share: A-share SHEN SEG 000 058 B-share SHEN SEG-B 200058 (7) Other Relevant Information of the Company 1) Initial registration date: July 16, 1996 Registered address: 16/F, Baohua Technology Building, Huaqiang Road (N), Futian District, Shenzhen 2) Date of change of registration: June 9, 2003 Registered address changed to: 31/F, Tower A, Stars Plaza, Huaqiang Road (N), Futian District, Shenzhen 3) Date of change of registration: July 6, 2005 Changes to business scope: Domestic commerce, goods supply and sale, excluding commodities under special operation, control and sale, engaging in other industries as may be applied for with specific projects, economic information consultancy, property lease, real estate agency and -5- Shenzhen SEG Co., Ltd Semi-annual Report 2011 operation of SEG special electronic markets (licenses for special markets shall be specially applied for). 4) Date of change of registration: September 27, 2006 Registered capital changed to: RMB 784,799,010 Yuan Paid-in capital changed to: RMB 784,799,010 Yuan 5) Date of change of the registration number of the company legal person’s business license: August 28, 2008 Registration number of the company legal person’s business license after change: 440301103573251 6) Tax registration No.: State Tax: 440301279253776 Local Tax: 440304279253776 (8) Main Financial Data and Indicators Unit: (RMB) Yuan Compared with the end of At the end of this At the end of last last year, the report period year increase/decrease rate (%) at the end of this repoart period Total assets (RMB Yuan) 1,495,026,367.83 1,466,272,625.92 1.96% Owenr’s euqity attributable to shareholders of 1,110,372,381.95 1,083,983,092.76 2.43% the listed company (RMB Yuan) Share capital (shares) 784,799,010.00 784,799,010.00 0.00% Net asset per share attributable to shareholders 1.4148 1.3812 2.43% of the listed company (RMB Yuan per share) Compared with the same Reporting period Same period of period of last year, (January-June) last year increase/decrease rate (%) in this report period Total operating revenues (RMB Yuan) 203,405,221.49 178,297,428.20 14.08% Operating profit (RMB Yuan) (%) 40,165,703.67 39,086,023.77 2.76% Total profit (RMB Yuan) 40,489,706.46 39,206,273.43 3.27% Net profit attributable to shareholders of the 26,332,388.35 26,896,844.71 -2.10% listed company Net profit attributable to shareholders of the listed company after deduction of 26,144,053.78 24,568,074.69 6.41% non-recurring gains and losses (RMB Yuan) Basic earnings per share (RMB Yuan/share) 0.0335 0.0343 -2.33% Diluted earnings per share (RMB Yuan/share) 0.0335 0.0343 -2.33% Weighted average ROE 2.40% 2.60% -0.20% Weighted average return on equity after deduction of non-recurring gains and losses 2.38% 2.37% 0.01% (%) Net cash flow arising from operating activities 23,025,932.62 28,248,913.00 -18.49% Net cash flow arising from operating activities 0.0293 0.0360 -18.61% per share -6- Shenzhen SEG Co., Ltd Semi-annual Report 2011 Items of Non-recurring Gains and Losses √Applicable □Inapplicable Unit: (RMB) Yuan Items of Non-recurring Gains and Losses Amount Gains and losses from disposal of non-current liability, including the write-off part of the accrued 45,316.88 provision for asset impairment. Other non-operating incomes and expenses except the above-mentioned items 289,834.65 Infuenced amount of the minority equity -48,421.69 Influenced amount of the income taxes -98,395.27 Total 188,334.57 Items of Fair Value Measurement √Applicable □Inapplicable Unit: (RMB) Yuan Period-begi Period-end Change in Impact on the gains and Impact on the equity Item nning amount current period losses of current period of current period amount Financial assets 808,297.56 743,973.58 -64,323.98 0.00 -48,886.22 available for sale (9) Descriptions of Differences in Domestic and Overseas Accounting Standards Based on Domestic accounting standard Based on overseas accounting standard Net profit 26,332,388.35 26,332,388.35 Net assets 1,110,372,381.95 1,110,372,381.95 Explanations on difference No difference Chapter 2 Changes in Share Capital and Information of Shares Held by Main Shareholders (1) Information of Changes in Share Capital In the report period, the changes to the share structure of the Company are as follows. Before the change Increase/decrease by (+) this time After the change Transfer Newly of capital Bonus Quantity Proportion issued public Others Subtotal Quantity Proportion shares shares reserve a s shares I. Restricted 35,464 0.00% 0 0 0 0 0 35,464 0.00% shares 1. State-owned 0 0.00% 0 0 0 0 0 0 0.00% shares 2. State-owned legal person’s 0 0.00% 0 0 0 0 0 0 0.00% shares 3. Other domestic 0 0.00% 0 0 0 0 0 0 0.00% shares -7- Shenzhen SEG Co., Ltd Semi-annual Report 2011 Before the change Increase/decrease by (+) this time After the change Transfer Newly of capital Bonus Quantity Proportion issued public Others Subtotal Quantity Proportion shares shares reserve a s shares Thereinto: Domestic non-state-owned 0 0.00% 0 0 0 0 0 0 0.00% legal person’s shares Domestic natural 0 0.00% 0 0 0 0 0 0 0.00% person’s shares 4. Shares held by 0 0.00% 0 0 0 0 0 0 0.00% foreign investors Thereinto: Shares held by overseas 0 0.00% 0 0 0 0 0 0 0.00% legal persons Shares held by overseas natural 0 0.00% 0 0 0 0 0 0 0.00% persons 5. Senior 35,464 0.00% 0 0 0 0 0 35,464 0.00% executives’ shares II. Unrestricted 784,763,546 100.00% 0 0 0 0 0 784,763,546 100.00% shares 1. RMB ordinary 538,302,228 68.59% 0 0 0 0 0 538,302,228 68.59% shares 2. Domestically listed foreign 246,461,318 31.40% 0 0 0 0 0 246,461,318 31.40% shares 3. Overseas listed 0 0.00% 0 0 0 0 0 0 0.00% foreign shares 4. Others 0 0.00% 0 0 0 0 0 0 0.00% III. Total shares 784,799,010 100.00% 0 0 0 0 0 784,799,010 100.00% (2) Number of Shareholders in this report period According to the Shareholder List of the Company ended on June 30, 2011 provided by Shenzhen Branch of China Securities Depository and Clearing Company Limited, the Company has 62,926 shareholders, including 44,924 of A-shares and 18,002 of B-shares. (3) Information of Shares Held by Top Ten Shareholders (Based on the data ended on June 30, 2011 provided by Shenzhen Branch of China Securities Depository and Clearing Company Limited) -8- Shenzhen SEG Co., Ltd Semi-annual Report 2011 Total shareholders 62,926 Information of shares held by top ten shareholders Quantity of Quantity of Share-holding Total shares Name of shareholder Nature of shareholder restricted shares pledged proportion held shares held or frozen Shenzhen SEG Group 237,359,66 State-owned legal person 30.24% 0 83,679,833 Co., Ltd. 6 Guangzhou Fodak Domestic Enterprise Group Co., non-state-owned legal 2.41% 18,880,334 0 0 Ltd. person Taifook Securities Company Overseas legal person 1.02% 7,980,784 0 00 Limited-Account Client Gong Qianhua Overseas natural person 0.68% 5,311,520 0 0 Zhu Wei Domestic natural person 0.52% 4,066,739 0 0 Tang Lizhu Domestic natural person 0.48% 3,796,200 0 0 Guotai Junan Securities Overseas legal person 0.47% 3,689,041 0 0 (Hong Kong) Limited Dalian Huaxin Trust Co., Domestic Ltd – Beta 1 Structured non-state-owned legal 0.38% 3,000,000 0 0 Securities Investment person Portfolio Cao Xianhua Domestic natural person 0.34% 2,702,000 0 0 China Merchants Securities (Hong Kong) State-owned legal person 0.34% 2,672,676 0 0 Co., Ltd Information of top ten shareholders holding unrestricted shares Quantity of unrestricted Name of shareholder Type of share shares held Shenzhen SEG Group Co., Ltd. 237,359,666 RMB ordinary share Guangzhou Fodak Enterprise Group Co., Ltd. 18,880,334 RMB ordinary share Domestically listed foreign Taifook Securities Company Limited-Account Client 7,980,784 shares Domestically listed foreign Gong Qianhua 5,311,520 shares Zhu Wei 4,066,739 RMB ordinary share Tang Lizhu 3,796,200 RMB ordinary share Domestically listed foreign Guotai Junan Securities (Hong Kong) Limited 3,689,041 shares Dalian Huaxin Trust Co., Ltd – Beta 1 Structured 3,000,000 RMB ordinary share Securities Investment Portfolio Cao Xianhua 2,702,000 RMB ordinary share Domestically listed foreign China Merchants Securities (Hong Kong) Co., Ltd 2,672,676 shares -9- Shenzhen SEG Co., Ltd Semi-annual Report 2011 In the Company's top 10 shareholders, there is no associated relationship between SEG Statements of association Group and any of the other shareholders, nor any situation of concerted actions specified in or concerted actions the Administrative Measures for Information Disclosed by Listed Companies on among the aforesaid Shareholding Changes. It is unknown whether other shareholders in the top ten have shareholders associated relationships or are concerted actions. 4. In this report period, SEG Group remained to be the position of Company's first majority shareholder. Chapter 3 Information of Directors, Supervisors and Senior Executives (1) Changes of Directors, Supervisors and Senior Executives in the Company’s Shareholdings As of the end of this report period, except Ms Zheng Dan, the Company’s Director, Vice General Manager and Secretary of the Board of Directors and Mr. Jiang Yigang, the Independent Director, no other Directors, Supervisors and Senior Executives of the Company held any shares of the Company. In the report period, there were no changes to the numbers of A-shares held by Ms Zheng Dan and Mr. Jiang Yigang respectively. Period-beginn Change Period-end Reason for Name Title ing shares amount shares held change held Director/Vice General Manager/Secretary Zheng Dan 35,586 0 35,586 N/A of the Board of Directors Jiang Yigang Independent Director 11,700 0 11,700 N/A (2) Changes of the Company’s Directors, Supervisors and Senior Executives in this Report Period In this report period, there were no changes in the positions of the Company’s Directors, Supervisors and Senior Executives. Chapter 4 Report of the Board of Directors I. Analysis on the Financial Conditions and Operating Results in the Report Period In the first half of 2011, the Company took the development strategy of the Twelfth 5-Year Plan as a guide, focused on the Company's operating plans and objectives of 2011, continued to strengthen the establishment of internal control and improved the levels of basic management and standardization construction. The Company developed innovative businesses vigorously while constantly paying attention to operation, thus maintaining a steady growth. In this report period, the operating incomes of the Company reached RMB 203,405,200 Yuan, with an increase rate of 14.08% over the same period of previous year. Major reasons for the growth in the operating incomes compared with the same period of previous year are: 1. Substantial income increased in this report period reported by “Buy-it” stores since their business model transferred from self-management to united trading in March 2010; 2. Income increase in this report period reported in both electronics market and property leasing business. The Company achieved a total profit of RMB 40,489,700 Yuan with an increase rate of 3.27% over the same period of previous year, and realized a net profit of RMB 26,332,400 Yuan with a decrease rate of 2.10% compared with the same period of previous year. The main - 10 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 reasons for the decrease include that the income tax in Shenzhen increased (from 22% to 24%), the “SEG Network” operated by SEG E-commerce Co. Ltd, a newly established holding subsidiary, has not yet formally launched, and that SEG Nanjing is still in the preparatory period. The two companies did not gain any income during the report period, but their organization costs were credited to the cost of current period, which resulted in the losses of the above two companies in this report period. (1) Analysis of the Changes in the Compositions of Assets and Liabilities and Corresponding Reasons in this Report Period Unit: RMB Yuan Item June 30, 2011 December 31, 2010 Change rate Total Assets 1,495,026,367.83 1,466,272,625.92 1.96% Advances 40,240,293.95 25,974,587.30 54.92% Other receivables 25,547,965.43 10,859,116.83 135.27% Inventory 931,049.76 4,205,886.55 -77.86% Constructions in progress 1,865,001.30 7,128,010.06 -73.84% Long Term Expenses to be Amortized 20,632,728.44 13,977,797.51 47.61% Accounts payable 8,640,734.76 14,129,256.31 -38.85% Wages payable 6,962,170.89 10,264,284.67 -32.17% Taxes and fees payable 6,170,185.52 14,037,120.99 -56.04% Total owners’ equities attributable to the parent 1,110,372,381.95 1,083,983,092.76 2.43% company Reasons for Changes Main reason for the increase in advances: According to the relevant agreements, the rents that SEG Suzhou prepaid to the lessor of the property increased in this report period. Main reason for the increase in other receivables: DEM Hotel Bao’an Branch was being decorated and organized in this report period. Therefore other receivables included RMB 13,010,000 Yuan of the leasing deposit and fitting deposit that SEG Baohua paid to the property of the hotel. Main reason for the decrease in inventory: The business model of “Buy-it” transferred from self-management to united trading in this report period which destocked the products and decreased the inventory. Main reason for the decrease in constructions in progress: The decoration project of the new store was completed after Longgang SEG was relocated in this report period, and the account balance of the construction in progress was transferred to long-term deferred expenses, so this item decreased. Main reason for the increase in long-term deferred expenses: The decoration project of the new store was completed after Longgang SEG was relocated in this report period, and the account balance of the construction in progress was transferred to long-term deferred expenses, so long-term deferred expenses increased. Main reason for the decrease in accounts payable: The decoration project of the new store was completed and accepted after Longgang SEG was relocated in this report period, and the unpaid construction cost was settled, so accounts payable decreased. Main reason for the decrease in wages payable: The Company paid employees for the salary of December, 2010 and the year-end bonus of 2010, which were accrued at the end of previous year in this report period - 11 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Main reason for the decrease in taxes payable: The Company paid for the corporate income tax accrued in 2010 to the taxation departments in this report period. Main reason for the increase in owners’ equities attributable to the parent company: The Company achieved profitability in this report period, and increased a retained profit of 26,328,300 RMB Yuan. (2) Changes in Operating Results Unit: RMB Yuan January-June, January-June, Percentage Item Reasons for Change 2011 2010 of Change 1. The income of “Buy-it” store has increased considerably since its business model transferred from self-management to united Operating income 203,405,221.49 178,297,428.20 14.08% trading in March, 2010. In this report period, the revenues of e-market businesses and property operations of the Company increased. 1. The operating income of the Company increased in this report period and the operating cost increased accordingly at the Operating cost 139,750,385.92 115,533,447.61 20.96% same time. 2. The organization costs of the newly established investment companies including Nanjing SEG and SEG E-commerce were credited to the cost of current period. In this report period, the site leasing cost of Sales expenses 1,413,793.99 2,515,389.39 -43.79% “Buy-it” store decreased. The interest income of the Company was credited to the financial expenses with negative value. In this report period, the Company had no bank loans, so there was no Financial expenses -4,865,527.56 -2,504,676.18 94.26% interest expense, and the received interest income of bank deposits increased (that is, the negative value of financial expenses increased). This is the main reason for the change of financial expenses. In the same period of previous year, the Company sold the stock “ST 07”, one of the Company’s financial assets available for sale, and gained an investment income of RMB 2,950,000 Yuan. There was no such investment income in this report period. In Investment income -4,552,269.39 -2,864,222.75 58.94% addition, ST Samsung had a loss of 32,040,000 RMB Yuan in the same period of previous year and had a loss of RMB 25,250,000 Yuan in this report period. The loss of Samsung decreased, which influenced the current investment income by RMB 1,520,000 Yuan. Non-operating 362,863.65 592,004.10 -38.71% In the same period of last year, the Company - 12 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 January-June, January-June, Percentage Item Reasons for Change 2011 2010 of Change income performed “car-ownership reform”, and the sales income of buses were credited to this item, while there was no such issue in this report period. In the same period of last year, approved by the Board, the Company donated 300,000 Non-operating 38,860.86 471,754.44 -91.76% RMB Yuan in support of the anti-poverty expenses project of Zhanjiang ecological farming, while there was no such issue in this report period. The taxable profit increased and the income Income tax 12,468,026.82 9,914,971.86 25.75% tax rate increased from 22% to 24% in Shenzhen this year in this report period. In this report period, the Company acquired a new company, SEG E-commerce (the Company holds its 51% shares). When SEG Gains and losses of E-commerce was established, SEG Network minority 1,689,291.29 2,394,456.86 -29.45% was not open to business, and made a loss of shareholders 4.08 million RMB Yuan in this report period, which reduced the Company's minority gains and losses by 2 million. In the same period of last year, the invested company ST Samsung, whose 22.45% shares held by the Company, gained the financial support of 56 million RMB Yuan from its shareholder Samsung Corning Co., Ltd, which was credited to the capital reserves. In view Other that the Company audits ST Samsung under comprehensive 40,563.07 10,740,742.78 -99.62% the equity method, the donations received by income ST Samsung would affect the capital reserves of the Company according to the proportion of investment, while no such issue happened to ST Samsung in this report period, therefore, the amount of this item in this report period is lower than that in the same period of last year. Total The main reason is that other comprehensive comprehensive 28,062,242.71 40,032,044.35 -29.90% income is lower than that in the correpsonding income period of last year. Total comprehensive The main reason is that other comprehensive income attributable 26,389,289.19 37,615,599.63 -29.84% income attributable to the parent company is to shareholders of lower than that in the same period of last year. the parent company Total The main reason is that the net profit comprehensive 1,672,953.52 2,416,444.72 -30.77% attributable to minority shareholders decreased income attributable in this report period. - 13 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 January-June, January-June, Percentage Item Reasons for Change 2011 2010 of Change to minority shareholders II. Operation Status in this Report Period (1) The business scope of the Company includes domestic commerce, goods supply and sale (excluding commodities under special operation, control and sale), industrial investment (licenses for specific projects subject to application), economic information consultancy, property lease, estate agency, and operation of SEG special electronics markets (the license for the special market subject to application and approval). Main Business Areas: 1. Operation and Management of Electronics Market In this report period, the Company promoted new projects vigorously and made substantial progress. The Company set up a wholly-owned company Nanjing SEG in Nanjing in this report period. Currently, the preparatory work for the opening of Nanjing SEG has been basically completed. Xi’an Hai Rong SEG which is invested and controlled by the Company signed the contract in this report period. Longgang SEG completed the relocation of new market and officially opened on January 21, 2011. Shenzhen SEG Communication Market, Shajing SEG Electronics Market and Huzhou SEG Digital Plaza signed the contracts on entrusted operation and management basis. Wenzhou SEG Electronics Market and Xiamen SEG Electronics Market that are also operated on the entrusted the operation and management basis were open to business on scheduled. The preparation of Jiaxing SEG Electronics Market is being carried out smoothly as planned and is going to be open to business at the end of August, 2011. In this report period, the operation and management of the electronics market of the Company realized an operating income of RMB 92,770,000 Yuan and made a total profit of RMB 31,560,000 Yuan, with an increase rate of 1.75% over the same period of last year. 2. Bonded Warehousing and Foreign transportation Bonded warehousing and foreign transportation are characterized by low entrance barrier and intense competition, and that the business operations are significantly influenced by domestic and international economic situation as well as many uncertainties in the operations. In this report period, the storage and transportation operations achieved the operating income of RMB 33,970,000 Yuan with a decrease rate of 4.50% over the same period of last year, and made a total profit of RMB 2.65 million Yuan with a decrease rate of 20.66% compared with the same period of last year. The main reason for the decrease is that the Company reduced twelve operating vehicles that had reached the end of service life, which resulted in lower operating incomes. In addition, the businesses of the Company are mainly settled in Hong Kong dollar and the exchange rate of Hong Kong dollar depreciated by 4.68% in this report period compared with the same period of last year. 3. Property Operation and Management In this report period, the Company realized an operating income of property operation and management amounting to RMB 56,170,000 Yuan and made a total profit of RMB 23,720,000 Yuan, with an increase rate of 12.41% over the same period of last year. (1) SEG Baohua which is engaged in property operation and management, whose 66.58% shares are held by the Company, was stably operated in this report period. The property it operates has always maintained a - 14 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 high occupancy rate. In this report period, SEG Baohua realized an operating income amounting to RMB 29,620,000 Yuan, with an increase rate of 16.75% over the same period of last year, and made a total profit of RMB 10,540,000 Yuan, with a increase rate of 34.27% over the same period of last year. DEM Hotel Changsha realized an operating income amounting to RMB 4.63 million in this report period. The main reason for its increase both in operating income and total profit year on year in this report period is that it raised the rent of part of its properties in this report period and that the business income of DEM Hotel increased slightly. (2)In this report period, the property rental business directly operated by the headquarters of the Company realized an operating income of RMB 7.08 million Yuan, with an increase rate of 19.39% over the same period of last year, and made a total profit of RMB 5.61 million Yuan, with an increase rate of 35.51% over the same period of last year. 4. Other Businesses The Company also achieved initial progress in the innovation and development of other markets in addition to the electronics market. SEG E-commerce whose 51% shares are held by the Company was incorporated on January 24, 2011 and held opening ceremony on March 27, 2011. The project contract of DEM Hotel Bao’an Branch was signed. Its decoration work has been completed so far and the preparations for its opening are in progress. “SEG Road”, the information platform of electronics market, was developed smoothly. Phase I of the project was run on a trial basis in May and was formally launched on July 1. Phase II of the project is under development. (2) Table of Main Businesses Classified According to Industries or Products Unit: RMB ‘0000 Yuan Main Businesses Classified According to Industries or Products Increase/ Increase/decrease Increase/decrease decrease rate of rate of operating rate of the rate of Rate of operating cost Classified according to Operating Operating income gross profit gross compared with industries or products income cost compared with compared with profit (%) the same the same period the same period period of last of last year (%) of last year (%) year (%) Electronics market operation and property 114,234,700 67,755,000 40.69% 6.54% 7.43% -0.49% leasing service Bonded warehousing and 33,872,000 28,060,700 17.16% -4.47% -2.07% -2.03% foreign transportation United trading of 37,196,200 36,711,500 1.30% 76.05% 77.63% -0.88% electronic products sales Hotel 4,625,400 3,874,300 16.24% 6.93% 26.34% -12.86% Main Businesses Classified According to Districts Unit: RMB ‘0000 Yuan Increase/decrease rate of operating District Operating income income on a year-on-year basis (%) Shenzhen 137,062,900 17.42% Xi’an 12,221,900 11.67% Suzhou 16,949,200 16.89% - 15 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Increase/decrease rate of operating District Operating income income on a year-on-year basis (%) Changsha 10,904,600 5.21% Overseas 12,813,400 -17.83% (3) Statements on the significant changes in the Company’s main businesses or their structures, main business profitability and composition of profits in this report period 1. In this report period, there were no major changes in the Company’s main businesses and their structures. 2. In this report period, the Company established two newly invested companies including SEG E-commerce and Nanjing SEG. These two newly established companies had no income in this report period, but their organization costs were all credited to the cost, resulting in the decrease of the rate of the gross profit of the Company’s whole business compared with the same period of last year. 3. The composition of profits did not change significantly compared with that in the same period of last year. (4) In this report period, the Company had no other operation and business activities that influenced the profits significantly. (5) Joint stock company whose investment income accounted for more than 10% of the net profit ST Samsung, whose 22.45% shares are held by the Company and whose registered capital is RMB 896,671,464, is primarily engaged in the manufacturing and sales of CRT glass bulb and STN-ITO coated glass. As of the end of this report period, ST Samsung's total assets amount to RMB 430,640,000 Yuan and net assets amount to RMB 242,461,700 Yuan. In this report period, its production and operation businesses were discontinued, its operating income was zero, and its total profit was RMB –25,250,000 Yuan. (6) Problems and Difficulties in the Operations 1. Changsha SEG continued to be influenced by the constructions of Changsha subway, and its business environment further deteriorated. The customer flow sharply declined compared with the same period of last year, which harmed the confidence of the commercial tenants in the market and directly led to the largely increased market vacancy. Moreover, the tenants often defaulted in rent payment. 2. With increasingly fierce competition in the market, the physical stores of SEG Electronics Market are faced with the impact of 3C marketplaces and other similar e-commerce markets. In addition, SEG E-commerce is also faced the challenges of various B2B and B2C websites which have operated maturely. 3. Due to the influence of multiple factors including the domestic and international economic environment, national policies and currency exchange rate, the Company's bonded warehousing and foreign transportation are faced with higher pressure of operation as well as the risks of increased costs, narrowed profit margins and decreased revenues. 4. Vicious competition in the leasing price of the property business has become increasingly serious due to the influence of the overall leasing situation of office buildings in the North Area of Huaqiang Road, Shenzhen. 5. The business type of “Buy-it” store is single. It is in the adjustment period of strategic transformation of business model and business development. III. The Company did not modify the annual business plan of 2011 disclosed in the annual report of 2010. In the second half of 2011, the Company will continue to accomplish various tasks according to the annual business plan of 2011 disclosed in the annual report of 2010. The focuses are as follows: - 16 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 (1) SEG E-commerce will promote the construction “SEG Network” vigorously, integrate the physical resources in the system, and will actively and orderly accomplish all the tasks of opening “SEG network”. (2) Explore new projects in electronics market and make preparations at the initial stage for the expanding of new electronics market. (3) Further strengthen the construction of internal control, infrastructure management and standardization construction. Further strengthening the management of internal standards and consolidating the foundation is a powerful guarantee for the Company to continue to expand and carry out various innovative businesses comprehensively. 1. Continue to construct internal control standards and establish comprehensive and rigorous implementation system of internal control through clearing up all the system processes and risks. 2. Comprehensively carry out the optimization of human resources system, and construct scientific standardized and effective human resources system. 3 Establish standard systems for the development in order to standardize the relevant development work of the Company and provide important reference and guidance to the market development. 4 Prepare management manuals for marketing operations, and lay a good foundation for the replicable management of the management of SEG Electronics Market. 5. Upgrade the VI image of the existing market to enhance the visual identification of SEG Electronics Market and make its brand image more vivid and vibrant. (4) Continue to focus on the main business (中文稿上打“主页”,应是“主业”,英文已经改好) of electronics market and promote the innovation work of various types of value-added services. (5) Pay attention to the dynamic situation of property rental business and stabilize the property operation and management. (6) Adjust the business structure to ensure the healthy development of foreign transportation and bonded warehousing. (7) Actively promote the vigorous development of channel businesses of “Buy-it” store. (8) Continue to carry out the management on the indicators comparison. By comparing key indicators, identify gaps, promote professional operation and management, improve operational efficiency, enhance market competitiveness, and improve economic benefit. (9) Continue to strengthen the management on safety in production. IV. Investment Information (1) No fund was raised by the Company in this report period; no occasion that the use of the fund raised before this report period lasted in this report period occurred. (2) Practical progress and earnings of the significant project investment of non-offering funds 1. Reviewed and approved by the Fifth Session of the Fifth Meeting of the Board of Directors of the Company held on December 10, 2010, the Company, SEG Group which is the controlling shareholder of the Company, and its holding subsidiary SEG High-tech Investment Co., Ltd. (hereinafter referred to as “SEG Hi-tech”) jointly invested and set up “Shenzhen SEG E-commerce Co., Ltd”.The registered capital of Shenzhen SEG E-commerce Co., Ltd is RMB 48,000,000 Yuan (with initial investment of RMB 30,000,000 Yuan) and the parties made investment in cash in accordance with their share-holding proportion: 51% by the Company, 34% by SEG Group and 15% by SEG Hi-tech. The Company invested RMB 24,480,000 Yuan according to the shareholding ratio (for details, refer to the Announcement on the Resolution in the Fifth Session of the Fifth Meeting of the Board of Directors of Shenzhen SEG Co., Ltd. and the Announcement on the Connected Transaction on the Joint Investment and Establishment of An E-commerce - 17 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Company by Shenzhen SEG Co., Ltd. and the Accoiated Parties disclosed in China Securities Journal, Securities Times, Securities Daily, Hong Kong Commercial Daily and Cninfo on December 13, 2010). The Company invested RMB 15,300,000 Yuan in January 2011 as the initial investment. Shenzhen SEG E-commerce Co., Ltd completed the registration in Market Supervision Administration of Shenzhen Municipality in January 24, 2011, and was formally established on March 27, 2011. Currently, the SEG Network operated by SEG E-commerce will be officially launched. Various businesses of SEG E-commerce are in full swing. 2. Reviewed and approved by the Fifth Provisional Session of the Fifth meeting of the Board of Directors of the Company held on January 10, 2011, SEG Baohua, whose 66.58% shares are held by the Company, rented the property of Jingyang Hotel in Bao'an District Shenzhen (legal representative: Chen Jingsheng) and invested RMB 9.98 million Yuan in DEM Hotel Bao’an Branch (for details, refer to the Announcement on the Resolution in the Fifth Provisional Session of the Fifth Meeting of the Board of Directors of Shenzhen SEG Co., Ltd. and the Announcement on the Outward Investment of the Controlling Subsidiary of Shenzhen SEG Co., Ltd. disclosed in China Securities Journal, Securities Times, Securities Daily, Hong Kong Commercial Daily and Cninfo on January 11, 2011, and the Announcement on the Signing of Property Rental Contract of the Controlling Subsidiary of Shenzhen SEG Co., Ltd released in China Securities Journal, Securities Times, Securities Daily, Hong Kong Commercial Daily and Cninfo on Feburary 1, 2011). As of the disclosure date of this report, the decoration work of DEM Hotel Bao’an Branch had been completed and it will be open to business as soon as possible. 3. Reviewed and approved by the Eighth Provisional Session of the Fifth Meeting of the Board of Directors of the Company held on April 7, 2011, the Company invested RMB 20 million Yuan in establishing Nanjing SEG in Nanjing, and Nanjing SEG rented the commercial shops of podium building from the first to five floors of Huali International, the property owned by Nanjing Yunde Investment & Development Co., Ltd., to operate SEG Electronics Market and related supporting businesses (for details, refer to the Announcement on the Resolution in the eighth Provisional Session of the Fifth Meeting of the Board of Directors of Shenzhen SEG Co., Ltd. and the Announcement on the Investment of Shenzhen SEG Co., Ltd. in Nanjing SEG Electronics Market Project disclosed in China Securities Journal, Securities Times, Securities Daily, Hong Kong Commercial Daily and Cninfo on April 9, 2011). Currently, Nanjing SEG was incorporated and its decoration work will soon be completed. Upon the normal operation of the company, it will increase the operating incomes and profits of the Company and further enhance the influence of SEG Electronics Market in East China. 4. Reviewed and approved by the Eleventh Provisional Session of the Fifth Meeting of the Board of Directors of the Company held on June 22, 2011, the Company and Xi’an Hai Rong Real Estate Group Co., Ltd. (hereinafter referred to as “Hai Rong Group”) jointly funded and established “Xi’an Hai Rong SEG”. To operate SEG Electronics Market, Xi’an Hai Rong SEG rented the No 1 and No 2 buildings of Haijing International located in the intersection of No 2 Fengcheng Road and Wenjing Road in the Economic Development Zone of Xi’an City. The registered capital of “Xi’an Hai Rong SEG” is RMB 3 million Yuan. The Company invested RMB 1.53 million Yuan, accounting for 51% of its total share capital. Hai Rong Group contributed RMB 1.47 million Yuan, accounting for 49% of its total share capital (for details, refer to the Announcement on the Resolution in the Eleventh Provisional Session of the Fifth Meeting of the Board of Directors of Shenzhen SEG Co., Ltd. and the Announcement on the Investment of Shenzhen SEG Co., Ltd. in Xi’an SEG Electronics Market (Economic Development Zone) Project disclosed in China Securities Journal, Securities Times, Securities Daily, Hong Kong Commercial Daily and Cninfo on June 24, 2011). - 18 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 5. According to the Use Plan on the Income of Selling 73.24% Shares of Shenzhen SEG CLP Color Display Devices Co., Ltd. approved by the Third Provisional General Meeting of Shareholders of 2007 on December 21, 2007, the Company obtained the income from selling the shares amounting to RMB 384,510,000 Yuan and 100 million Yuan was used to invest in the new SEG Electronics Market (for details, refer to the Announcement on the Resolution in the Third Provisional General Meeting of Shareholders of Shenzhen SEG Co., Ltd. in 2007 released in Securities Times, China Securities Journal, Hong Kong Wen Wei Po and Cninfo on December 22, 2007). In this report period, the investment of the money is as follows: (1) The Company invested RMB 20 million Yuan in Nanjing SEG from the income from selling the shares. (2) The Company invested RMB 1.53 million Yuan in Xi’an Hai Rong SEG from the income from selling the shares. V. Warnings that the total net profit from the beginning of this year to the end of next report period may be estimated to be negative or may change significantly compared with that in the same period of last year and the reasons □applicable Inapplicable VI Statement on the Fair Value Measurement Adopted by the Company According to Accounting Standards for Enterprises No. 22 - Recognition and Measurement of Financial Instruments, the Company classified the stock of Xinjiang Friendship (Group) Co Ltd. as “financial assets available for sale”, and audited the assets by using the fair value measurement model based on the closing price of this stock in the stock market on the balance sheet date. For details, refer to the relevant content of “Chapter Five Important Matters”. Chapter 5 Important Matters I. Governance of the Company (1) In this report period, the Company continued to improve the governance structure and standardize the operations in strict accordance with the Company Law, Securities Law, and Code of Corporate Governance for Listed Companies, Articles of Association and other relevant requirements of laws and regulations on the governance of listed companies, but the following matters still exist: 1. The controlling shareholders manage the Company through the Property Right Representative Report System. The Company’s controlling shareholder SEG Group is a state-controlled company in Shenzhen and Shenzhen State-owned Assets Supervision and Administration Bureau is the controlling shareholder of SEG Group. The “Property Right Representatives Report System” must be implemented for the purpose of state-owned assets management according to the management methods of Shenzhen for state-owned assets. 2. In respect of assessment on human resources, the Company’s controlling shareholder SEG Group implements the annual performance assessment on General Manager according to the completing of annual operation indicators and other indicators stipulated by SEG Group. (2) The Company has been submitting nonpublic information to the majority shareholders and actual controllers. It is the Property Right Representative Report System and National Statistics Bureau that require the Company to submit nonpublic information to the majority shareholders and the actual controllers. In - 19 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 accordance with the requirements of state-owned assets supervision department, the Company has been submitting monthly bulletin to its majority shareholders and actual controller and reporting important issues to its majority shareholders and actual controllers before they are disclosed in public. The Company submitted to Shenzhen Securities Regulatory Bureau the Table of Listed Companies’ Submission of Nonpublic Information to the Majority Shareholders and the Actual Controllers and the Commitment Letter on October 18, 2007. Shenzhen SEG Group issued the Letter of Commitment to Strengthen the Management on Nonpublic Information to Shenzhen Securities Regulatory Bureau. Meanwhile, the Company has established and implemented the Non-public Information Insider Reporting System and the Confidentiality System of Shenzhen SEG Co., Ltd for Insiders of Non-public Information and has monthly reported to Shenzhen Securities Regulatory Bureau about its reports of nonpublic information. On July 15, 2009, the managerment level of the Company and all staff of the headquarters signed the Confidentiality Agreement with the Company one by one, which defined their responsibility for the confiditiality of the business secrets and nonpublic information of the Company. The nonpublic information the Company offered to the majority shareholder and actual controller is as follows: Relationship Organization Procedure between the Time or to which Type of of check No. organization Procedure of report period of Basis for report information information and and the report is reported approval Company The invested company of the Company and the The Notice on Matters financial staff at the about Preparation of The bulletin Headquarters prepare the Monthly Financial Flash of main report and consolidate the Reports by Companies The Board Controlling financial statements, which are under Supervision and of Directors 1 SEG Group shareholder indicators of Monthly reviewed by the leadership Administration of SASAC, approves (30.24%) the company of the Financial the file of SASAC of the the report. registered in Department and reported State Council (GUO ZI Shenzhen through the State-owned TING PING JIA [2003] Asset Management No. 23 ) Information System. The invested company of The Notice on Matters the Company and the about Preparation of Summary financial staff at the Monthly Financial Flash sheet of Headquarters prepare the Reports by Companies The Board Controlling implementatio sheet and consolidate the under Supervision and of Directors 2 SEG Group shareholder Monthly n of monthly statements, which are Administration of SASAC, approves (30.24%) expense reported through the the file of SASAC of the the report. budget State-owned Asset State Council ((GUO ZI Management Information TING PING JIA [2003] System. No. 23 ) Summary The invested company of The Notice on Matters The Board Controlling sheet of the Company and the about Preparation of of Directors 3 SEG Group shareholder Monthly monthly cash financial staff at the Monthly Financial Flash approves (30.24%) flow Headquarters prepare the Reports by Companies the report. - 20 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Relationship Organization Procedure between the Time or to which Type of of check No. organization Procedure of report period of Basis for report information information and and the report is reported approval Company sheet and consolidate the under Supervision and statements, which are Administration of SASAC, reported through the the file of SASAC of the State-owned Asset State Council ((GUO ZI Management Information TING PING JIA [2003] System. No. 23 ) The Notice on Matters about Preparation of The financial personnel at Monthly Financial Flash Summary the Headquarters prepare Reports by Companies The Board Controlling sheet of the sheet that is reported under Supervision and of Directors 4 SEG Group shareholder deposits and Quarterly through the State-owned Administration of SASAC, approves (30.24%) loans of the Asset Management the file of SASAC of the the report. Headquarters Information System. State Council ((GUO ZI TING PING JIA [2003] No. 23 ) The invested company of The Notice on Matters Summary the Company and the about Preparation of sheet of financial staff at the Monthly Financial Flash quarterly Headquarters prepare the Reports by Companies The Board Controlling non-operating sheet and consolidate the under Supervision and of Directors 5 SEG Group shareholder gains and Quarterly statements, which are Administration of SASAC, approves (30.24%) losses of the reported through the the file of SASAC of the the report. company State-owned Asset State Council ((GUO ZI registered in Management Information TING PING JIA [2003] Shenzhen System. No. 23 ) It has been reported since June 2009. The Notice on Matters Summary The invested company of about Preparation of sheet of the Company and the Monthly Financial Flash quarterly financial staff at the Reports by Companies The Board Controlling information on Headquarters prepare the under Supervision and of Directors 6 SEG Group shareholder investment Quarterly sheet and consolidate the Administration of SASAC, approves (30.24%) properties of statements, which are the file of SASAC of the the report. the company reported through the State Council ((GUO ZI registered in State-owned Asset TING PING JIA [2003] Shenzhen Management Information No. 23 ) System. Monthly They should be reported The Notice of Shenzhen The Board Controlling consolidated every month after being SEG Co., Ltd on of Directors 7 SEG Group shareholder statements printed, signed and sealed monthly Submitting of Monthly approves (30.24%) (including the and reported every quarter Statements the report. Balance Sheet, through the State-owned - 21 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Relationship Organization Procedure between the Time or to which Type of of check No. organization Procedure of report period of Basis for report information information and and the report is reported approval Company the Profit Asset Management Statement, the Information System. They Cash Flow have been reported on line Statement, the from July 2008. Notes to Preparation of the Statements and the Financial Statements) Controlling It was provided by Article SEG Group shareholder Three of the Statistics (30.24%) Law of the People’s Republic of China that state organs, social organizations, companies, public institutions and privately or individually owned businesses, on Statistical which statistical survey is survey on the implemented, must statements or comply with the Statistics monthly and Law and the regulations of The Board monthly annual reports the state and provide of Directors 8 Sealed by the Company and Shenzhen of the statistical data faithfully approves Government annually Statistics production of but not make a false the report. branch Bureau electronics report, conceal data, information refuse to report, delay the industry report, or fabricate or falsify data. Self-governing mass organizations at the grass roots level and citizens have the obligation to provide truthfully the information required by the statistical survey of the state. Summary The Notice on Matters The Board Controlling sheet of about Preparation of of Directors 9 SEG Group shareholder quarterly Sealed by the Company Quarterly Monthly Financial Flash approves (30.24%) financial Reports by Companies the report. assets under Supervision and - 22 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Relationship Organization Procedure between the Time or to which Type of of check No. organization Procedure of report period of Basis for report information information and and the report is reported approval Company Administration of SASAC, the file of SASAC of the State Council ((GUO ZI TING PING JIA [2003] No. 23 ) (2) In this report period, the progress of the Company in the construction of internal control standards In respect of the overall deployment of the five ministries and commissions including Ministry of Finance and CSRC (China Securities Regulatory Commission) in promoting the listed companies to implement the basic standards of internal control, according to the spirit of the video conferencing held by CSRC on promoting the capital market to implement internal control standards of companies and the requirement of the Notice on the Work Related to the Pilot Run of Internal Control Standards of Listed Companies Registered in Shenzhen (Document GONG SI ZI [2011] No. 31 issued by Shenzhen Securities Regulatory Bureau), the Board of Directors and management level of the Company attached great importance to internal control standards, organized Directors, Supervisors, Senior Executives and relevant personnel of various functional departments of the Company to learn the “basic standards of internal control” and other related guidelines, and actively carried out the construction work of internal control of the Company. In this report period, the progress in the implementation of internal control is as follows: 1. The Seventh Provisional Session of the Fifth Meeting of the Board of Directors held by the Company on March 7, 2011 reviewed and approved the Proposal on the Issues Related to the Establishment of the Organizational Structure of Internal Control Standards of the Company, and set up the leading team and working team of internal control construction, with the chairman of the Company bearing the primary responsibility and the audit department as a leading department responsible for implementing specific work of internal control. 2. The Company established the scope of the main body responsible for design and evaluation of internal control, invited the agency advisory organizations to bid for the “design and evaluation project of internal control system of the Company”, and fully communicated with the three agents involved in the bidding. On April 13, 2011, the leading team of internal control of the Company guided the establishment of the “bidding team for the design and evaluation project of internal control system”, which opened and evaluated the bidding under the supervision of representatives of the disciplinary committee and the Board of Supervisors of the Company. Ultimately, Deloitte Touche Tohmatsu Co., Ltd. Shenzhen Branch (hereinafter referred to as "Deloitte") won the bid. The Company communicated with the agency on internal control work programs three times and confirmed the schedules, staffing and focuses of internal control work. 3. The Company formulated implementation plans for internal control, confirmed the organizational structure, staffing, work content and time schedule, which were submitted to the Tenth Provisional Session of the Fifth Meeting of the Board of Directors for review and approval on April 28, 2011, and disclosed in the Cninfor website on April 30, 2011. - 23 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 4. The Company issued the Notice on Carrying Out the Work of Internal Control Standards to all of its subsidiaries on May 6, 2011, arranged specific requirements and completion time of internal control standards for all the holding subsidiaries, and forwarded the Basic Standards of Internal Control of Companies formulated by the Ministry of Finance (CAI KUAI [2008] No.7) and the Supporting Guidelines of Internal Control of Companies formulated by Ministry of Finance, CSRC, the Audit Commission, China Banking Regulatory Commission and China Insurance Regulatory Commission, and required the headquarters and all its holding subsidiaries to learn and experience seriously. 5. On May 9, 2011, the agency Deloitte officially started to carry out the work. It has completed the “Design of Plans and Processes for the Project”, which is the first stage of “the First Team of Organizations under the Construction of Internal Control”. It has basically completed the work of the second stage, that is, “the Construction of Internal Control” (including evaluating the risks of the business processes, describing the business processes associated with financial statements and standard internal control processes, identifying the weaknesses of the existing internal control and making recommendations for the improvement of internal control), as well as the work of the third stage, that is, “the Evaluation of Internal Control System” (including conducting the walk-through testing of the business processes, preparing the evaluation and testing templates of internal control and making recommendations for the improvement in combination with the test results). Relevant manuals of internal control application and manuals of internal control evaluation are being prepared. 6. From June 3 to 17, 2011, Deloitte submitted three batches of drafts on the “Achievements of Internal Control Construction” to the Company. 7. On June 21, 2011, the Company’s working team of internal control construction held a “Special Meeting on the Project of Internal Control Construction”, and required each department of the Company to review, confirm and make comments on internal control process and risk control matrix prepared by the agency Deloitte. 8. On June 29 and July 1, 2011, some members of the leading team and working team of internal control construction of the Company participated in the “Special Discussion Session of China Resources Sanjiu Medical and Pharmaceutical Co., Ltd.” and the “Special Discussion Session of Shenzhen Expressway Company Limited”, which were both part of the “Discussion Sessions on Internal Control Construction of Listed Companies Registered in Shenzhen” held by Shenzhen Securities Regulatory Bureau. 9. On June 30, 2011, the agency Deloitte gave the “Trainings on the Construction of Internal Control System” to the management and all the employees of the Company, the working team of internal control construction of the Company and the working teams of internal control construction of the holding subsidiaries, which introduced the design of internal control system, basic standards of internal control and the supporting guidelines, and the implementation procedures of the construction of internal control system. In addition, Deloitte joined in the on-site discussion with the participants and answered their questions after the trainings. 10. On July 1, 2011, the Company opened up a column named “Discussions on Internal Control” on the EKP office system, so that all employees were involved in the work of internal control as a long-term work. At present, the actual implementation of internal control of the Company is in progress according to the schedule of the proposal on the implementation of internal control standards. II. The Implementation of Distribution of Profits in this report period (1) In this report period, the Company did not implement the distribution of profits or the capitalizing the capital reserves. - 24 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 (2) In the mid-term of 2011, the company will not implement the distribution of profits or capitalizing the capital reserves. III. Major Litigations and Arbitrations of the Company in this report period According to the SYBASE Purchase Contract (the “Contract”) signed on the date of June 25, 2010 by and between Guangzhou ECS Co., Ltd. (hereinafter referred to as “Guangzhou ECS”) and the Company's subsidiary SEG Industry, Guangzhou ECS shall buy from SEG Industry the SYBASE software for reselling. The differences between the descriptions of payment terms in the respective Procurement Contract held by each party led to the dispute over the collection and payment between both parties. The payment terms in the Procurement Contract had two alternatives. The first item was that “the seller shall issue VAT Invoice of full amount of the contract to the buyer within 60 days after the products reach the place of delivery and are accepted through power-on operation (i.e. before August 30th 2010), and then the buyer shall pay the full price”. The second item was that “the seller shall issue VAT Invoice of full amount on the contract to the buyer, and the buyer shall pay the full price within 7 days after the buyer receives full payment from users”. The Procurement Contract held by SEG Industry marked both items with “√”, while the Procurement Contract held by Guangzhou ECS only marked the second item with “√”. Guangzhou ECS sold the SYBASE software to Guangzhou Yu Shi Information Technology Co., Ltd. (hereinafter referred to as “Guangzhou Yu Shi”), which then sold the software to end users. As Guangzhou Yu Shi did not pay for Guangzhou ECS, Guangzhou ECS has filed a lawsuit against Guangzhou Yu Shi. The legal representative of Guangzhou Yu Shi has emigrated. According to the analysis on the Procurement Contract held by Guangzhou ECS, a necessary condition for Guangzhou ECS to pay is that Guangzhou ECS receives the payment from Guangzhou Yu Shi. According to the lawyer's analysis of the current situation, there is a high possibility that SEG Industry cannot receive the payment. The contract amount is RMB 3,052,571.00 Yuan, and at the end of 2010, 90% of it had been credited to bad debt, i.e. RMB 2,747,313.90 Yuan. The Company has filed a lawsuit in the court. The Court has accepted it and will hold a hearing on a certain date. IV. Major Procurement or Sale of Assets or Assets Restructuring No major procurement or sale of assets or assets restructuring was made by the Company in this report period. V. Major Transactions with Associated Parties (1) No major transactions of buying or selling or providing labor services with associated parties were made by the Company in this report period. (2) Transactions of daily operation with associated parties 1. In this report period, the transaction of daily operation with associated parties made by the Company was that the Company provided sporadic transportation services to Shenzhen SEG Hi-tech Co., Ltd. (a subsidiary of the controlling shareholder). Unit: RMB Yuan Name of associated party January-June, 2011 Shenzhen SEG Hi-tech Co., Ltd 165,404.05 2. In this report period, approved by the Board of Directors, the Company and SEG Group signed the Lease Contract of Real Estate. According to the contract, the Company paid RMB 249,000 Yuan to rent part of the property of the eighth floor of SEG Plaza owned by SEG Group as the warehouse of the commercial tenants of the electronics market. - 25 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Unit: RMB Yuan Name of Associated Party January-June, 2011 Shenzhen SEG Group Co., Ltd. 249,000 (3) Reviewed and approved by the fifth session of the fifth meeting of the Board of Directors of the Company held on December 10, 2010, the Company, the Company's controlling shareholder Shenzhen SEG Group and its holding subsidiary Shenzhen SEG Hi-tech jointly invested and set up “Shenzhen SEG E-commerce Co., Ltd.”. For details, refer to “(2) Practical progress and earnings of the significant project investment of non-offering funds in 4) Investment Information in Chapter Four The Report of the Board of Directors” in this report. (4) Reviewed and approved by the Sixth Provisional Session of the Fifth Meeting of the Board of Directors held on January 26, 2011, based on friendly consultation by both parties, the Company was entrusted by SEG Group to operate and manage “SEG Communications Market” which was under direct operation and management of SEG Group before, in order to resolve the horizontal competition between the Company and its controlling shareholder SEG Group. Both parties signed the Contract of Entrusted Operation and Management on SEG Communications Market. (for details, refer to the Announcement on the Resolution in the Sixth Provisional Session of the Fifth Meeting of the Board of Directors of Shenzhen SEG Co., Ltd. and the Announcement on the Transaction with Related Party of Shenzhen SEG Co., Ltd. to Solve the Horizontal Competition between the Company and Its Controling Shareholder. disclosed in China Securities Journal, Securities Times, Securities Daily, Hong Kong Commercial Daily and the website of Cninfo on January 28, 2011, and the Announcement on the Signing of Property Rental Contract of the Controlling Subsidiary Company of Shenzhen SEG Co., Ltd released on China Securities Journal, Securities Times, Securities Daily, Hong Kong Commercial Daily and the Cninfo website on Feburary 1, 2011. In this report period, the Company received RMB 200,000 Yuan for the management service fee of the first year from SEG Group. Unit: RMB Yuan Name of Associated Party January-June, 2011 Shenzhen SEG Group Co., Ltd. 200,000.00 (5) No major procurement or sale of assets was made by the Company in this report period with associated parties. (6) Creditor’s rights, liabilities and guarantees of the Company and its associated parties 1. Deals of creditor’s rights and liabilities of the Company and its associated parties: Semi-annual Summary Table of Financial Transactions of Controlling Shareholders and Other Associated Parties in 2011 Unit: RMB Yuan Is it the illegal Relationship capital Name of between the Subject of Debit Credit Balance at Reserves Occupancy Balance at the occupancy Occupancy associated associated financial amount amount the of credited method Repayment period-beginning prohibited nature party party and the statement happened happened period-end bad debts and reason by Company document No. 56 - 26 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 A B C D E F G H I J K L Shenzhen SEG Shareholder’s Other Operating Property 2,000.00 2,000.00 Deposit ---- No subsidiary receivables occupancy Management Co., Ltd. Shenzhen Incomings SEG Orient Associated Other Operating 443,910.00 443,910.00 443,910.00 and ---- No Industrial company receivables occupancy outgoings Co, Ltd Shenzhen Controlling Other Operating SEG Group 80,000.00 80,000.00 Deposit ---- No shareholder receivables occupancy Co., Ltd. Total 525,910.00 545,510.00 443,910.00 2. No guaranties were made between the Company and associated parties. VI. Major Contracts and the Implementation (1) Property Rental and other Matters Related to Assets 1. Reviewed and approved by the Fifth Provisional Session of the Fifth Meeting of the Board of Directors of the Company held on January 10, 2011, SEG Baohua, whose 66.58% shares held by the Company, rented the property of Jingyang Hotel in Bao'an District Shenzhen (legal representative: Chen Jingsheng) and invested RMB 9.98 million Yuan in establishing DEM Hotel Bao’an Branch. For details, refer to “(2) Practical progress and earnings of the significant project investment of non-offering funds in 4 Investment Information of Chapter Four The Report of the Board of Directors”. 2. Reviewed and approved by the Eighth Provisional Session of the Fifth Meeting of the Board of Directors held on April 7, 2011, the Company agreed to invest RMB 20 million Yuan in establishing a wholly owned subsidiary in Nanjing (hereinafter referred to as “project company”). The project company rented the commercial shops of podium building from the first to fifth floors of Huali International, the property owned by Nanjing Yunde Investment and Development Co., Ltd. (hereinafter referred to as “Nanjing Yunde”), to operate SEG Electronics Market and related supporting businesses. The Company and Nanjing Yunde signed the Leasing Contract of the First to Fifth Floors of the Commercial shops of Pordium Building of Huali International Located in No. 67 Zhujiang Road Nanjing City. In addition, the Company signed the Supplemental Agreement with Nanjing Yunde. For details, refer to “(2) Practical progress and earnings of the significant project investment of non-offering funds in 4 Investment Information of Chapter Four The Report of the Board of Directors”. (2) The Company’s Operation and Management on “SEG Communications Market” Entrusted by SEG Group In this report period, reviewed and approved by the Sixth Provisional Session of the Fifth Meeting of the Board of Directors held on January 26, 2011, based on friendly consultation by both parties, the Company was entrusted by SEG Group to operate and manage “SEG Communications Market” which was under direct operation and management of SEG Group, in order to resolve the competition between the Company and its controlling shareholder SEG Group. Both parties signed the Contract of Entrusted Operation and Management on SEG Communications Market. For details, refer to the relevant content of 5) Major Transactions with associated parties in this chapter. (3) No entrusted finance management was made by the Company in this report period. - 27 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 (4) Major Guarantee Contracts No guarantee contracts were made by the Company with associated parities in this report period. As of the end of this report period, the balance of the Company’s guarantee for others is zero (including the guarantee for controlling subsidiaries). VII. Commitment Implementation of the Shareholders with Over 5% Shares (1) According to the Article Five of the Equity Transfer Agreement signed by the Company with SEG Group when the Company was listed, SEG Group agreed that the Company and its subsidiaries and associated companies to use the eight trademarks registered by SEG Group at the State Trademark Office; SEG Group agreed that the Company used the aforesaid trademarks or similar signs as the Company’s logo and used the trademarks and signs during its operation; the Company needn’t pay any fee to SEG Group for using the aforesaid trademarks or signs. In this report period, this issue was still executed according to the commitment. (2) In 2007, Shenzhen Securities Regulatory Bureau pointed out during the spot inspection, “there is horizontal competition in the business of electronics markets between the Company and SEG Group”. The Company received the written Letter of Commitment from SEG Group on September.14, 2007, which says, “SEG Group and Shenzhen SEG Co., Ltd (hereinafter referred to as Shenzhen SEG) have similar business in electronics market in Shenzhen. This phenomenon was produced by historic reasons and has its objective background of market development”. The Group hereby promises that it will not individually operate a market in a same city whose business is similar with that of Shenzhen SEG. The aforesaid issue was disclosed on the Securities Times, the China Securities Journal and the Hong Kong Wen Wei Po and the Cninfo Website on September 18, 2007. In this report period, SEG Group executed the aforesaid commitment. (3) On October 18, 2007, the major shareholder of the Company SEG Group and Shenzhen Securities Regulartory Bureau issued a Letter of Commitment to Strengthen the Management on Nonpublic Information which promises, “Our Company will establish and improve the internal control system for the management on the obtained nonpublic information of listed company, and urge the insiders of our company and actual controller of our company not to use your company's nonpublic information to buy or sell the securities of your company, nor recommend others to buy or sell the securities of your company, nor disclose your company’s nonpublic information. We’ll also provide the name list of the insiders of our company and actual controller of our company who know your company’s nonpublic information truethfully, accurately and completely in a timely manner. Your company shall send the name list to Shenzhen Securities Regulartory Bureau and Shenzhen Stock Exchange for record.” In this report period, SEG Group fulfilled its commitments. VIII. Special Statement and Independent Comments of Independent Directors on the Capital Occupancy of Associated Parties and the Company’s Guaranty to Other Parties According to the spirit of Notice Concerning Some Issues on Regulating the Funds between Listed Companies and Associated Parties and Listed Companies' Provision of Guaranty to Other Parties (ZHENG JIAN FA No. 56 [2003] promulgated by CSRC) and On Regulating the External Guaranties Provided by Listed Companies (ZHENG JIAN FA No. 120 [2005] promulgated by CSRC), as the company’s independent directors, we inspected the capital occupancy of associated parities and the Company’s provision of guaranty to other parties with a practical and realistic attitude, and issued following special statement and independent comments: - 28 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 In this report period, no controlling shareholder and other associated parties occupied the funds of the Company in non-operating manner. No guaranties to controlling shareholder or other associated parties whose 50% shares were held by the Company or non-legal entities or individuals were provided. No illegal guaranties were provided. In this report period, the Company did not provide guaranties to other parities, and the balance of exernal guaranties was zero. Independent Directors: Jiang Yigang, Yang Rusheng, Zhou Hanjun IX. The net profit of ST Samsung whose 22.45% shares are held by the Company attributable to parent company was RMB -25.25 million Yuan in this report period, reducing the company's investment income RMB 5.67 million Yuan in this report period. X. Reception Research, Communication and Interview in this report period Reception Reception Reception Reception way Discussed matter and provided materials date place object Meeting room Feb. 16, Spot Zhang of the Basic information of the Company 2011 investigation Chenxiao Company Inquired the reasons for the delisting of the Telephone Mar.1, 2011 The Company Investor Company, and the Company provided the delisting communication anouncement. Inquired the reasons for the delisting of the Mar. 8, Telephone The Company Investor Company, and the Company provided the delisting 2011 communication anouncement. Inquired the reasons for the delisting of the Mar. 9, Telephone The Company Investor Company, and the Company provided the delisting 2011 communication anouncement. Inquired the reasons for the delisting of the Mar. 11, Telephone The Company Investor Company, and the Company provided the delisting 2011 communication anouncement. Inquired the reasons for the delisting of the Mar. 15, Telephone The Company Investor Company, and the Company provided the delisting 2011 communication anouncement. Inquired the reasons for the delisting of the Mar. 17, Telephone The Company Investor Company, and the Company provided the delisting 2011 communication anouncement. Inquired the reasons for the delisting of the Mar. 28, Telephone The Company Investor Company, and the Company provided the delisting 2011 communication anouncement. Inquired the reasons for the delisting of the Mar. 30, Telephone The Company Investor Company, and the Company provided the delisting 2011 communication anouncement. Inquired the reasons for the delisting of the Company, and the Company provided the delisting Mar. 31, Telephone The Company Investor anouncement. The caller inquired about the content 2011 communication of the shareholders' meeting, and the company provided the announcement of the notice concerning - 29 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Reception Reception Reception Reception way Discussed matter and provided materials date place object holding the shareholders’ meeting. Inquired the reasons for the delisting of the April 7, Telephone The Company Investor Company, and the Company provided the delisting 2011 communication anouncement. Inquired the reasons for the delisting of the April 28, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. Inquired the reasons for the delisting of the May 6, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. Inquired the reasons for the delisting of the May 10, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. Zhang Xiaoqing, General Manager of the Meeting room Inquired the reasons for the delisting of the May 10, Spot Investigation of the Company and the time to relist, and the Company 2011 investigation Department Company provided the delisting anouncement. of Hanzhou Galaxy investment management Co,Ltd Inquired the reasons for the delisting of the May 11, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. Inquired the reasons for the delisting of the May 16, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. Inquired the reasons for the delisting of the May 17, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. Inquired the reasons for the delisting of the May 18, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. Inquired the reasons for the delisting of the May 19, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. Inquired the reasons for the delisting of the May 20, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. May 23, Telephone Inquired the reasons for the delisting of the The Company Investor 2011 communication Company and the time to relist, and the Company - 30 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Reception Reception Reception Reception way Discussed matter and provided materials date place object provided the delisting anouncement. Inquired the reasons for the delisting of the May 26, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. Inquired the reasons for the delisting of the May 30, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. Inquired the reasons for the delisting of the June 17, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. Inquired the reasons for the delisting of the June 28, Telephone The Company Investor Company and the time to relist, and the Company 2011 communication provided the delisting anouncement. XI. On February 28, 2011, the major shareholders of the Company issued a notice that the major shareholders of the Company were planning for a major issue, and the Company’s stock would be delisted from March 1, 2011 to prevent abnormal fluctuation of the Company's stock price and protect the interests of investors. XII. In this report period, none of the Company and the Board of Directors, Directors, Supervisors and Senior Executives was subject to the inspection of China Securities Regulatory Commission, or the administrative penalty and reprimand of China Securities Regulatory Commission, or the public censure of Stock Exchange. XIII. Other Major Issues (1) Equity of other listed companies held by the Company √ Applicable inapplicable Unit: RMB Yuan Initial Proportion in Gains and Changes on Stock Short form of Period-ending investment equity of the losses in this owners’ equity in code the security book value amount Company report period this report period Friendship 600778 90,405.00 0.04% 743,973.58 --- -48,886.22 Group 000068 ST Samsung 279,307,046.38 22.45% 113,322,616.58 -5,668,166.62 -5,668,166.62 Total 279,397,451.38 - 114,066,590.16 (5,668,166.62) (5,717,052.84) Note: The conditional tradable shares of ST Samsung held by the Company removed the restrictions on sale for the first time on March 4, 2009. The Company completed the procedures of removing restrictions on sale of ST Samsung Stock it held for the second time on March 23, 2010, and added new tradable shares amounting to 44,833,600 shares. On February 16, 2011, the Company completed the procedures of removing restrictions on sale of ST Samsung Stock it held for the third time on February 16, 2011, and added new tradable shares amounting to 120,091,790 shares. In this report period, the Company did not sell the ST Samsung stock. (2) Investment Securities Applicable √ Inapplicable - 31 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 (3) Directory Index of the Company’s Information Disclosure in the First Half of 2011 Number and Name Disclosure No. Magazine and Website Published on of the Announcement Date China Securities Journal, Securities Times, Announcement on the Resolution in the Securities Daily, Hong Kong Commercial Daily 1 Fifth Provisional Session of the Fifth Jan. 11, 2011 and the Cninfo website: Meeting of the Board of Directors http://www.Cninfo.com.cn Announcement on the External Investment 2 Jan. 11, 2011 Ditto. of Controlling Subsidiaries Announcement on the Resolution in the 3 Sixth Provisional Session of the Fifth Jan. 28, 2011 Ditto. Meeting of the Board of Directors Announcement on the Associated Transactions to Solve the Horizontal 4 Jan. 28, 2011 Ditto. Competition between the Company and Controlling Shareholders Announcement on the Signing of Property 5 Rental Agreement of Controlling Feb. 1, 2011 Ditto. Subsidiaries 6 Delisting Announcement Mar. 1, 2011 Ditto. Announcement on the Resolution in the 7 Seventh Provisional Session of the Fifth Mar. 8, 2011 Ditto. Meeting of the Board of Directors Announcement on the Resolution in the 8 Sixth Session of the Fifth Meeting of the Mar. 29, 2011 Ditto. Board of Directors Announcement on the Holding of 16th 9 Mar. 29, 2011 Ditto. Shareholders’ Meeting (2010) Announcement on the Estimated Matters of 10 Routine Operating Associated Transactions Mar. 29, 2011 Ditto. of the Company in 2011 Announcement on the Retroactive 11 Adjustments of the Retained Earnings at the Mar. 29, 2011 Ditto. End of 2010 Announcement on the Resolution in the 12 Fourth Session of the Fifth Meeting of the Mar. 29, 2011 Ditto. Board of Supervisors Abstract of the Annual Report of 2010 Ditto. 13 Mar. 29, 2011 Full Text of the Annual Report of 2010 The Cninfo website: http://www.Cninfo.com.cn China Securities Journal, Securities Times, Announcement on the Resolution in the Securities Daily, Hong Kong Commercial Daily 14 Eighth Provisional Session of the Fifth April 12, 2011 and the Cninfo website: Meeting of the Board of Directors http://www.Cninfo.com.cn Announcement on the Investment in the 15 April 12, 2011 Ditto. Project of Nanjing SEG Electronics Market Announcement on the Progress of the 16 April 18, 2011 Ditto. Investment in the Project of Nanjing SEG - 32 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Number and Name Disclosure No. Magazine and Website Published on of the Announcement Date Electronics Market Text of the First Quarterly Report of 2011 Ditto. 17 Full Text of the First Quarterly Report of April 20, 2011 The Cninfo website: http://www.Cninfo.com.cn 2011 China Securities Journal, Securities Times, Announcement on the Resolution in the 16th Securities Daily, Hong Kong Commercial Daily 18 April 23, 2011 Shareholders’ Meeting (2010) and the Cninfo website: http://www.Cninfo.com.cn Announcement on the Resolution in the 19 Tenth Provisional Session of the Fifth April 30, 2011 Ditto. Meeting of the Board of Directors Announcement on the Resolution in the 20 Eleventh Provisional Session of the Fifth June 24, 2011 Ditto. Meeting of the Board of Directors Announcement on the Investment in the 21 Project of Xi’an SEG Electronics Market June 24, 2011 Ditto. (Economic Development District) Chapter 6 Financial Statements Shenzhen SEG Co., Ltd. Auditor’s Report and Financial Statements for the First Half of the Year 2011 Balance Sheet Prepared by: Shenzhen SEG Co., Ltd As of June 30th 2011 Unit: (RMB) Yuan - 33 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Balance at the period-end Balance at the year-beginning Item Consolidated Parent Company Consolidated Parent Company Current assets: Monetary capital 595,142,900.27 447,193,424.500 572,818,178.75 451,763,240.33 Deposit reservation for balance Loans to banks and other financial institutions Transaction financial assets Notes receivable Accounts receivable 21,627,855.80 400,000.000 25,022,650.83 400,000.00 Advances to suppliers 40,240,293.95 140,738.920 25,974,587.30 1,014,030.88 Premiums receivable Reinsurance accounts receivable Reinsurance deposit receivable Interests receivable Dividends receivable 0.00 3,220,484.170 5,220,484.17 Other receivables 25,547,965.43 39,572,877.840 10,859,116.83 45,689,683.40 Redemptory financial assets for sale Inventory 931,049.76 4,205,886.55 Non-current assets due within one year Other current assets Total current assets 683,490,065.21 490,527,525.43 638,880,420.26 504,087,438.78 Non-current assets: Entrusted loans and advances issued Financial assets available for sale 743,973.58 808,297.56 Held-to-maturity investment Long-term accounts receivable Long-term equity investment 136,690,464.73 353,087,963.77 141,242,734.12 322,340,233.16 Investment property 573,849,926.30 331,996,809.570 584,274,468.23 337,246,328.53 Fixed assets: 57,737,956.55 21,848,387.890 58,882,067.31 22,340,255.50 Construction in progress 1,865,001.30 7,128,010.06 Engineering materials Disposal of fixed assets Productive biological assets Oil & gas assets Intangible assets 556,385.13 404,161.440 631,364.93 486,729.42 Development expenses Goodwill 10,328,927.82 - 10,328,927.82 Long-term expenses to be 20,632,728.44 1,911,084.410 13,977,797.51 1,336,897.67 apportioned Deferred income tax assets 9,130,938.77 6,376,755.450 10,118,538.12 6,376,755.45 Other non-current assets Total non-current assets 811,536,302.62 715,625,162.53 827,392,205.66 690,127,199.73 Total assets 1,495,026,367.83 1,206,152,687.96 1,466,272,625.92 1,194,214,638.51 Current liabilities: Short-term loans Loans from the Central Bank Deposits attracted and accounts due to banks and other financial institutions Loans from banks and other financial institutions Transaction financial liabilities Notes payable Accounts payable 8,640,734.76 2,261,717.920 14,129,256.31 2,348,122.72 Advances from customers 113,871,668.08 64,463,208.960 120,590,384.85 75,224,054.77 Financial assets sold for repurchase Commissions payable Wages payable 6,962,170.89 3,450,112.840 10,264,284.67 5,907,588.47 Taxes payable 6,170,185.52 2,495,952.980 14,037,120.99 10,663,834.34 Interest payable Dividends payable 1,532,673.03 119,803.290 1,292,320.37 153,403.29 Other payables 125,001,945.27 49,789,793.940 110,795,570.46 45,214,909.19 Reinsurance accounts payable Insurance deposit - 34 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Balance at the period-end Balance at the year-beginning Item Consolidated Parent Company Consolidated Parent Company Acting trading securities Acting underwriting securities Non-current liabilities due within one year Other current liabilities Total current liabilities 262,179,377.55 122,580,589.93 271,108,937.65 139,511,912.78 Non-current liabilities: Long-term loans Bonds payable Long-term accounts payable Special payables Anticipated liabilities Deferred income tax liabilities 21,007,581.49 - 21,577,482.19 Other non-current liabilities Total non-current liabilities 21,007,581.49 0.00 21,577,482.19 0.00 Total liabilities 283,186,959.04 122,580,589.93 292,686,419.84 139,511,912.78 Owners' equity (or shareholders' equity) Capital (or share capital) actually 784,799,010.00 784,799,010.000 784,799,010.00 784,799,010.00 received Capital public reserve 407,652,171.11 404,980,399.080 407,684,719.56 404,980,399.08 Less: Treasury shares vi. Special reserve Surplus public reserve 102,912,835.67 102,912,835.670 102,912,835.67 102,912,835.67 General risk provision Retained profits -184,669,692.95 -209,120,146.72 -211,002,081.30 -237,989,519.02 Translation difference in foreign currency the financial statements -321,941.88 - -411,391.17 in foreign currency Total owners' equity attributable to 1,110,372,381.95 1,083,572,098.03 1,083,983,092.76 1,054,702,725.73 the parent company Minority shareholders' equity 101,467,026.84 89,603,113.32 Total owners' equity 1,211,839,408.79 1,083,572,098.03 1,173,586,206.08 1,054,702,725.73 Total liabilities and owner's equity 1,495,026,367.83 1,206,152,687.96 1,466,272,625.92 1,194,214,638.51 Responsible person of the Company: Responsible person of the accounting Responsible financial officer: Li Lifu Wang Chu department: Ying Huadong - 35 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Profit Statement Prepared by: Shenzhen SEG Co., Ltd For the period from January to June 2011 Unit: (RMB) Yuan Amount of the current year Amount of the previous period Item Consolidated Parent Company Consolidated Parent Company I. Total operating incomes 203,405,221.49 59,204,916.880 178,297,428.20 56,215,822.38 Including: Operating revenues 203,405,221.49 59,204,916.880 178,297,428.20 56,215,822.38 Less: Interest incomes Earned premiums Commissions income II. Total operating costs 158,687,248.43 25,191,261.40 136,347,181.68 26,934,447.67 Including: Operating costs 139,750,385.92 19,328,330.040 115,533,447.61 19,408,492.15 Interest expenses Less: Commissions Surrender value Net compensation pay-outs Net insurance deposit accrued Insurance dividends Reinsurance expenses Business taxes and surcharges 8,072,822.01 3,221,312.540 7,265,802.65 3,091,611.88 Sale expenses 1,413,793.99 - 2,515,389.39 Management expenses 14,315,774.07 7,931,189.820 13,537,218.21 7,434,954.20 Financial expenses -4,865,527.56 (5,289,571.000) -2,504,676.18 -3,000,610.56 Losses from asset impairment 0.00 - Incomes from change of fair value 0.00 - (Losses marked with "-") Incomes from investment (Losses -4,552,269.39 3,012,802.61 -2,864,222.75 6,518,419.69 marked with "-") Including: Incomes from investment in joint ventures and associated enterprises Incomes from exchange (Losses marked with "-") III. Operating profits (Losses 40,165,703.67 37,026,458.09 39,086,023.77 35,799,794.40 marked with "-") Plus: Non-operating incomes 362,863.65 13,346.740 592,004.10 182,798.62 Less: Non-operating expenses 38,860.86 5,200.000 471,754.44 328,294.09 Including: Loss from disposal of non-current assets IV. Total profits (Total losses 40,489,706.46 37,034,604.83 39,206,273.43 35,654,298.93 marked with "-") Less: Income tax 12,468,026.82 8,165,232.530 9,914,971.86 7,090,445.09 V. Net profits (Net losses marked 28,021,679.64 28,869,372.30 29,291,301.57 28,563,853.84 with "-") Net profits attributable to shareholders of the parent 26,332,388.35 28,869,372.30 26,896,844.71 28,563,853.84 company Minority shareholders' gains and 1,689,291.29 - 2,394,456.86 losses VI. Earnings per share: (I) Basic earnings per share 0.0336 0.0368 0.0343 0.0364 (II) Diluted earnings per share 0.0336 0.0368 0.0343 0.0364 VII. Other comprehensive incomes 40,563.07 - 10,740,742.78 10,632,190.67 VIII. Total comprehensive incomes 28,062,242.71 28,869,372.30 40,032,044.35 39,196,044.51 Total comprehensive incomes attributable to shareholders of the 26,389,289.19 28,869,372.30 37,615,599.63 39,196,044.51 parent company Total comprehensive incomes attributable to minority 1,672,953.52 - 2,416,444.72 shareholders Responsible person of the Company: Responsible person of the accounting Responsible financial officer: Li Lifu Wang Chu department: Ying Huadong - 36 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Cash Flow Statement Prepared by: Shenzhen SEG Co., Ltd For the period from January to June 2011 Unit: (RMB) Yuan Amount of this period Amount of the previous period Item Consolidated Parent Company Consolidated Parent Company I. Cash flow from operating activities Cash received from sales and 203,682,152.70 55,525,539.64 175,732,532.01 51,629,618.39 service Net increase of customers' deposits and accounts due to banks and 0.00 0.00 other financial institutions Net increase of loans from the 0.00 0.00 Central Bank Net increase of loans from other 0.00 0.00 financial institutions Cash received from premiums of 0.00 0.00 original insurance contracts Net cash received from reinsurance 0.00 0.00 business Net increase of deposit of the 0.00 0.00 insured and investment Net increase of income from 0.00 0.00 disposal of tradable financial assets Cash received from interest and 0.00 0.00 commissions Net increase of loans from banks 0.00 0.00 and other financial institutions Net increase of redemption capital 0.00 0.00 Tax refunds 0.00 Other cash received concerning 211,913,016.09 104,436,013.22 147,664,961.63 76,127,934.08 operating activities Subtotal of cash inflow from 415,595,168.79 159,961,552.86 323,397,493.64 127,757,552.47 operating activities Cash paid for goods and service 90,504,542.41 10,981,611.88 72,688,153.10 10,604,204.24 Net increase in loans and advances 0.00 0.00 to customers Net increase of accounts due from the Central Bank and other 0.00 0.00 financial institutions Cash paid for compensation pay-outs of original insurance 0.00 0.00 contracts Cash paid for interest and 0.00 0.00 commissions Cash paid as insurance dividends 0.00 0.00 Cash paid to and on behalf of 27,144,192.70 11,753,204.52 22,357,018.62 10,180,306.48 employees Taxes and fees paid 62,740,678.74 51,111,659.38 71,085,749.55 59,254,011.26 Other cash paid concerning 212,179,822.32 64,855,215.91 129,017,659.37 36,677,487.72 operating activities Subtotal of cash outflow for 392,569,236.17 138,701,691.69 295,148,580.64 116,716,009.70 operating activities Net cash flow from operating 23,025,932.62 21,259,861.17 28,248,913.00 11,041,542.77 activities II. Cash flow from investment activities Cash received from withdrawal of 0.00 investment Cash received from investment 9,565,072.00 9,382,537.10 income Net cash received from disposal of fixed assets, intangible assets and 35,170.00 0.00 4,362,974.77 4,215,980.77 other long-term assets Net cash received from disposal of subsidiaries and other business 0.00 units - 37 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Amount of this period Amount of the previous period Item Consolidated Parent Company Consolidated Parent Company Other cash received concerning 0.00 investment activities Subtotal of cash inflow from 35,170.00 9,565,072.00 4,362,974.77 13,598,517.87 investment activities Cash paid for purchase and construction of fixed assets, 11,542,580.52 61,149.00 7,475,604.60 191,784.25 intangible assets and other long-term assets Cash paid for investment 35,300,000.00 Net increase of mortgage loans 0.00 0.00 Net cash paid for acquisition of subsidiaries and other business 0.00 units Other cash paid concerning 0.00 investment activities Subtotal of cash outflow for 11,542,580.52 35,361,149.00 7,475,604.60 191,784.25 investment activities Net cash flow from investment -11,507,410.52 -25,796,077.00 -3,112,629.83 13,406,733.62 activities III. Cash flow from financing activities: Cash received from attraction of 14,700,000.00 0.00 investment Including: Cash received by subsidiaries from investment of 14,700,000.00 0.00 minority shareholders Cash received from obtainment of 0.00 loans Cash received from issuance of 0.00 0.00 bonds Other cash received concerning 0.00 financing activities Subtotal of cash inflow from 14,700,000.00 financing activities Cash paid for repayment of debts 0.00 Cash paid for distribution of dividends and profits or repayment 3,898,369.30 33,600.00 3,406,502.37 of interests Including: Dividends and profit paid by subsidiaries to minority 0.00 shareholders Other cash paid concerning 0.00 financing activities Subtotal of cash outflow for 3,898,369.30 33,600.00 3,406,502.37 financing activities Net cash flow from financing 10,801,630.70 -33,600.00 -3,406,502.37 activities IV. Influence from exchange rate fluctuation of cash and cash 4,568.72 0.00 -57,654.24 -59,398.49 equivalents V. Net Increase of cash and cash 22,324,721.52 -4,569,815.83 21,672,126.56 24,388,877.90 equivalents Plus: Period-beginning balance of 572,818,178.75 451,763,240.33 485,135,270.94 375,350,393.53 cash and cash equivalents VI. Period-end balance of cash and 595,142,900.27 447,193,424.50 506,807,397.50 399,739,271.43 cash equivalents Responsible person of the Company: Responsible person of the accounting Responsible financial officer: Li Lifu Wang Chu department: Ying Huadong - 38 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Consolidated Statement on Changes of Owners' Equity Prepared by: Shenzhen SEG Co., Ltd For the First Half of 2011 Unit: (RMB) Yuan January to June, 2011 Year 2010 Owners' equity attributable to the parent company Owners' equity attributable to the parent company Item Minority Minority Paid-in capital Capital Less: Surplus General Total owners' Paid-in capital Capital Less: General Total owners’ Special Retained shareholders' Special Surplus public Retained shareholder (or share public Treasury public risk Others equity (or share public Treasury risk Others equity reserve profits equity reserve reserve profits s' equity capital) reserve shares reserve provision capital) reserve shares provision 407,684,71 102,912, -211,002,0 89,603,113.3 1,173,586,20 396,922,48 -269,532, 90,739,857. 1,105,298,55 I. Ending balance of the previous year 784,799,010.00 -411,391.17 784,799,010.00 102,912,835.67 -542,916.63 9.56 835.67 81.30 2 6.08 2.95 717.25 78 2.52 Plus: Change due to alteration of accounting policies Correction to errors of the previous period Others 407,684,71 102,912, -211,002,0 89,603,113.3 1,173,586,20 396,922,48 -269,532, 90,739,857. 1,105,298,55 II. Beginning balance of the current year 784,799,010.00 -411,391.17 784,799,010.00 102,912,835.67 -542,916.63 9.56 835.67 81.30 2 6.08 2.95 717.25 78 2.52 III. Increase and decrease of the current 26,332,388 11,863,913.5 38,253,202.7 10,762,236 58,530,63 -1,136,744. 68,287,653.5 -32,548.45 89,449.29 131,525.46 year (Decrease marked with "-") .35 2 1 .61 5.95 46 6 26,332,388 28,021,679.6 59,217,70 4,329,427.0 63,547,128.0 (I) Net Profits 1,689,291.29 .35 4 1.05 1 6 10,762,236 10,959,040.0 (II) Other comprehensive incomes -32,548.45 89,449.29 -16,337.77 40,563.07 131,525.46 65,278.02 .61 9 Subtotal of the above-mentioned items (I) 26,332,388 28,062,242.7 10,762,236 59,217,70 4,394,705.0 74,506,168.1 -32,548.45 89,449.29 1,672,953.52 131,525.46 and (II) .35 1 .61 1.05 3 5 (III) Capital invested or decreased by 14,700,000.0 14,700,000.0 owners 0 0 14,700,000.0 14,700,000.0 1. Capital invested by owners 0 0 Amount of share-based payment recorded into owners' equity 3 Others Less: -4,509,040.0 -4,509,040.0 -687,065. -5,531,449. (IV) Profit distribution -6,218,514.59 0 0 10 49 1. Accrual of surplus public reserve 2. Accrual of general risk provision 3. Amount distributed to owners (or -4,509,040.0 -4,509,040.0 -5,531,449. -5,531,449.49 shareholders) 0 0 49 -687,065. 4 Others: -687,065.10 10 (V) Internal carrying forward of owners' equity 1.Capital public reserve transferred to increase capital (or share capital) 2. Surplus public reserve transferred to increase capital (or share capital) 3. Surplus public reserve compensating losses 4 Others Less: (VI) Special reserve 1. Accrual of this period 2. Amount utilized in this period (VII) Others 407,652,17 102,912, -184,669,6 101,467,026. 1,211,839,40 407,684,71 -211,002, 89,603,113. 1,173,586,20 IV. Ending balance of this period 784,799,010.00 -321,941.88 784,799,010.00 102,912,835.67 -411,391.17 1.11 835.67 92.95 84 8.79 9.56 081.30 32 6.08 Responsible person of the Company: Wang Chu Responsible financial officer: Li Lifu Responsible person of the accounting department: Ying Huadong - 39 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Statement on Changes of Owners' Equity of the Parent Company Prepared by: Shenzhen SEG Co., Ltd For the First Half of 2011 Unit: (RMB) Yuan January to June, 2011 Year 2010 Paid-in capital Paid-in capital Less: General Less: General Item Capital public Special Surplus public Total owners' (Share capital) Capital public Special Surplus public Total owners' (or share Treasury risk Retained profits Treasury risk Retained profits reserve reserve reserve equity actually reserve reserve reserve equity capital) shares provision shares provision received I. Ending balance of the previous year 784,799,010.00 404,980,399.08 102,912,835.67 -237,989,519.02 1,054,702,725.73 784,799,010.00 394,348,208.41 102,912,835.67 -304,735,104.11 977,324,949.97 Plus: Change due to alteration of accounting 0.00 policies Correction to errors of the previous period 0.00 Others 0.00 II. Beginning balance of the current year 784,799,010.00 404,980,399.08 102,912,835.67 -237,989,519.02 1,054,702,725.73 784,799,010.00 394,348,208.41 102,912,835.67 -304,735,104.11 977,324,949.97 III. Increase and decrease of the current year 28,869,372.30 28,869,372.30 10,632,190.67 66,745,585.09 77,377,775.76 (Decrease marked with "-") (I) Net Profits 28,869,372.30 28,869,372.30 0.00 66,745,585.09 66,745,585.09 (II) Other comprehensive incomes 10,632,190.67 10,632,190.67 Subtotal of the above-mentioned items (I) 28,869,372.30 28,869,372.30 10,632,190.67 66,745,585.09 77,377,775.76 and (II) (III) Capital invested or decreased by owners 1. Capital invested by owners 2. Amount of share-based payment recorded into owners' equity 3 Others Less: (IV) Profit distribution 1. Accrual of surplus public reserve 2. Accrual of general risk provision 3. Amount distributed to owners (or shareholders) 4 Others: (V) Internal carrying forward of owners' equity 1. Capital public reserve transferred to increase capital (or share capital) 2. Surplus public reserve transferred to increase capital (or share capital) 3. Surplus public reserve compensating losses 4 Others Less: (VI) Special reserve 1. Accrual of this period 2. Amount utilized in this period (VII) Others IV. Ending balance of this period 784,799,010.00 404,980,399.08 102,912,835.67 -209,120,146.72 1,083,572,098.03 784,799,010.00 404,980,399.08 102,912,835.67 -237,989,519.02 1,054,702,725.73 Responsible person of the Company: Wang Chu Responsible financial officer: Li Lifu Responsible person of the accounting department: Ying Huadong - 40 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Shenzhen SEG Co., Ltd. Notes to 2011 Interim Financial Statements i. Company Profile Shenzhen SEG Co., Ltd. (hereinafter referred to as the “Company” or "the Company") was incorporated on July 16, 1996 through public offering with Shenzhen SEG Group Co., Ltd. as the sole initiator upon the approval of relevant authorities of Shenzhen Municipality and the State in accordance with relevant provisions of the Company Law of the People’s Republic of China. The Company received a Business License for Enterprise Legal Person (with Shen Si Zi No. N16886), the registration number of which is No. 44030110357325. And upon the approval of the securities administration departments of Shenzhen Municipality and the State governments, the Company’s B shares and A shares were listed with and traded on Shenzhen Stock Exchange respectively in July and December, 1996. The Company deals with leasing industry and business service industry. On June 7, 2006, a resolution was adopted at the general meeting of shareholders on the share merger reform of the Company. According to the plan on the fixed conversion of capital public reserve into increase of capital share, the Company distributed such converted and increased capital share to the tradable A-share shareholders. Such shareholders obtained 4.6445 shares of converted and increased capital share for each 10 shares, which totaled 40,233,322 shares of converted and increased capital share. As a result, relevant non-tradable A shares were also authorized to be listed and circulated. Among the converted and increased capital share obtained by the tradable A-share shareholders, 6,997,054 shares were received due to the company's share capital expansion and the rest of 33,236,268 shares were the consideration paid to the tradable A-share shareholders by non-tradable A-share shareholders under fixed arrangements. Ended on June 30, 2010, the total capital share of the company had amounted to 784,799,010 shares, including 35,464 restricted shares and 784,763,546 unrestricted shares. Business Scope: Domestic commerce, goods supply and sale, excluding commodities under special operation, control and sale, engaging in other industries as may be applied for with specific projects, economic information consultancy, property lease, real estate agency and operation of SEG special electronics markets (licenses for special markets shall be specially applied for). Location of Registration: 31/F, Tower A, Stars Plaza, Huaqiang Road (N), Futian District, Shenzhen The basic organizational structure of the Company: - 41 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Department of Property Department of Human Financial Department Planning Department Audit Department Marketing and Department of Resources Operation Operation Office ii. Main Accounting Policies, Accounting Estimates and Errors of the Previous Period (1) Basis for preparation of the financial statements The Company conducts confirmation and measurement on the basis of the going-concern principle, according to the transactions and matters that have actually occurred and in accordance with the Accounting Standard for Business Enterprises (ASBE) - Basic Standard and other accounting standards and other relevant provisions and prepares the financial statements on such basis. (2) Statement on compliance to ASBE The financial statements prepared by the Company comply with the requirements of the ASBE and truthfully and completely reflect relevant information on the financial position, operating results, and cash flows of the Company. (3) Accounting period A fiscal year lasts from January 1 to December 31 of the Gregorian calendar. (4) Recording currency Renminbi is the recording currency of the financial statements of the Company. The currency of the main economic environment where an overseas subsidiary operates is the recording currency of the subsidiary, which is translated into Renminbi when the financial statements are prepared. (5) Accounting treatment method for the merger of the enterprises under the control of the same entity and those not under the control of the same entity 1) Merger of the enterprises under the control of the same entity The assets and liabilities acquired by the Company in the merger are calculated according to the book value of the merged party on the date of merger. The capital public reserve is adjusted according to the difference - 42 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 between the book value of net assets acquired in the merger and that of the consideration of the merger (or the total book value of issued shares). The retained earnings are adjusted if the capital public reserve is not sufficient for writing off. The various relevant expenses paid by the Company for the merger, including the auditing fee, evaluation fee, and legal fee for the merger, are recorded into the gains and losses of this report period at the time when the fees occur. The service fee and commissions related to issuance of equity securities during the merger are set off against premium income of equity securities. The retained earnings are offset if the premium income is not sufficient for offsetting. When the accounting policies of the merged parties are not consistent with those of the Company, the Company makes adjustments in accordance with its own accounting policies on the date of merger and then confirms in accordance with the ASBE. 2) Merger of the enterprises not under the control of the same entity The assets paid and the liabilities incurred or assumed by the Company as the consideration on the date of merger are calculated according to sound value. The difference between the sound value and its book value is recorded into the gains and losses of this report period. The Company makes distributions on the consolidated cost on the purchasing date. When the merger cost is more than the sound value of the recognizable net assets of the purchased party, the difference is confirmed by the Company as goodwill. When the merger cost is less than the sound value of the recognizable net assets of the purchased party, the difference is dealt with in accordance with the provisions as follows: (1) Review the sound value of the recognizable assets, the liabilities and the contingent liabilities and the merger cost; (2) When the merger cost is indeed less than the sound value of the recognizable net assets of the purchased party after review, the difference is recorded into the gains and losses of this report period. For other assets of the purchased party (not limited to the already confirmed assets of the purchased party) acquired in the merger, except intangible assets, if economic interests generated from the assets are likely to flow into the Company and the sound value of the interests can be measured reliably, the interests are separately confirmed and measured according to their sound value. The intangible assets whose sound value can be measured reliably are separately confirmed as intangible assets and measured according to their sound value. For other liabilities of the purchased party acquired in the merger, except contingent liabilities, if economic interests are likely to flow out of the Company because of relevant obligations conducted and the sound value of the interests can be measured reliably, the interests are separately confirmed and measured according to the sound value. The contingent liabilities of the purchased party acquired in the merger, whose sound value can be measured reliably, are confirmed as liabilities and measured according to their sound value. (6) Preparation method of the consolidated financial statements The scope of the consolidated financial statements of the Company is determined based on the control status, and all subsidiaries are included in the scope. - 43 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 The accounting policies and accounting period adopted by all the subsidiaries included in the consolidation scope should be consistent with those of the Company. Otherwise, the Company makes necessary adjustments according to its own accounting policies and accounting period when preparing the consolidated financial statements. The consolidated financial statements are prepared by the Company based on individual financial statements of the Company and its subsidiaries as well as other relevant materials after the long-term equity investment in the subsidiaries have been adjusted by the equity method. During the consolidation, the influence on the consolidated balance sheet, the consolidated profit statement, the consolidated cash flow statement and the consolidated statement on changes of owner’s equity, by internal transactions between the Company and its subsidiaries and among the subsidiaries, is offset. When the current losses undertaken by the minority shareholders of a subsidiary are more than the proportion enjoyed by the minority shareholders in the owners’ equity of the subsidiary at the period beginning, the difference should still be offset against the equity of the minority shareholders. Within the report period, the period-beginning amount of the consolidated balance sheet is adjusted if a subsidiary is increased in this report period through the merger of enterprises under the control of the same entity. The income, expenses and profits of the subsidiary from the beginning of this report period when it was merged to the end of this report period are included in the consolidated profit statement. The cash flow of the subsidiary from the beginning of this report period when it was merged to the end of this report period is included in the consolidated cash flow statement. Within the report period, the period-beginning amount of the consolidated balance sheet is not adjusted if a subsidiary is increased in this report period through the merger of enterprises not under the control of the same entity. The income, expenses and profits of the subsidiary from the purchasing date to the end of this report period are included in the consolidated profit statement. The cash flow of the subsidiary from the purchasing date to the end of this report period is included in the consolidated cash flow statement. Within the report period, if the Company disposes a subsidiary, the income, expenses and profits of the subsidiary from the period beginning to the disposal date are included in the consolidated profit statement and the cash flow of the subsidiary in the same period is included in the consolidated cash flow statement. (7) Standards for determination of cash and cash equivalents In the preparation of the cash flow statement, the cash on hand and the bank deposits available for payment at any time, owned by the Company, are confirmed as cash. The investments that meet the four conditions of shorter term (to be mature within 3 months from the purchasing date), strong liquidity, easiness in being converted into known cash, very small risk of value fluctuation are confirmed as cash equivalents. (8) Translation of Foreign currency businesses and translation of the financial statements in foreign currency 1) Foreign currency businesses Foreign currency businesses are recorded into accounts after relevant amounts are translated into RMB according to the current exchange rate on the transaction date as the exchange rate for translation. The balance of the monetary items in foreign currency is translated according to the current exchange rate on the balance sheet date while the translation difference caused is all recorded into the gains and losses of this report period, except the difference from the special foreign currency loans related to the assets whose - 44 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 purchase and construction meet the conditions for capitalization, which are dealt with according to the principles for capitalization of loan expenses. The non-monetary items in foreign currency measured by the historical cost method are translated according to the current exchange rate on the transaction date and the amount in the recording currency is not changed. The non-monetary items in foreign currency measured by sound value are translated according to the current exchange rate on the confirmation date of the sound value while the translation difference caused is recorded into the gains and losses of this report period or into capital public reserve. 2) Translation of the financial statements in foreign currency The assets and liabilities items in the balance sheet are translated according to the current exchange rate on the balance sheet date. The owners’ equity items other than “retained profits” are translated according to the current exchange rate at the time when incurred. The income and expense items in the profit statement are translated according to the current exchange rate on the transaction date. The translation difference in the financial statements in foreign currency caused by the above-mentioned methods is listed separately under the owner’s equity items in the balance sheet. When an overseas operation is disposed, the translation difference in the financial statements in foreign currency related to the overseas operation, which is listed under the owner’s equity items in the balance sheet, is transferred from the owner’s equity items to the gains and losses of this report period of the period when the disposal is carried out. When an overseas operation is partly disposed, the translation difference is calculated according to the proportion of the disposal, which is transferred to the gains and losses of this report period of the period when the disposal is carried out. (9) Financial instruments Financial instruments include financial assets, financial liabilities and equity instruments. 1) Classification of financial instruments According to the purposes of the acquisition and holding of financial assets and the assumption of financial debts, the management classifies them as follows: financial assets and liabilities measured according to the sound value whose changes are recorded into the gains and losses of this report period, including transaction monetary assets or liabilities and the financial assets or liabilities (and those that can be directly assigned as financial assets or liabilities measured according to sound value and whose changes are recorded into the gains and losses of this report period), held-to-maturity securities, loans and accounts receivable, financial assets available for sale, and other financial liabilities. 2) Confirmation basis for and measurement method of financial instruments i. Financial assets (financial liabilities) measured by sound value and with changes included in the the gains and losses of this report period The sound value (with the cash dividends declared but not yet distributed or the bond dividends not yet received with the interest payment period expired deducted) is taken as the initially confirmed amount at the time of acquisition. Relevant transaction expenses are recorded into the gains and losses of this report period. The interests and cash dividends obtained during the time of holding are confirmed as investment income. At the time of disposal, the difference between the sound value and the initial recorded amount - 45 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 in the account is confirmed as investment income and the gains and losses from changes of sound value are adjusted at the same time. ii. Held-to-maturity investment At the time of acquisition the sum of the sound value (with the bond interests deducted, which are not yet received with the term of interest payment expired) and relevant transaction expenses are taken as the initial confirmed amount. During the period of share-holding, the interest income is calculated and confirmed in accordance with the amortized and the actual interest rate, which is recorded into the investment income. The actual interest rate is determined at the time of acquisition and remains unchanged within the anticipated existence period or a shorter period applicable. At the time of disposal, the difference between the price of acquisition and the book value of such investment is recorded into investment income. iii. Accounts receivable For the accounts receivable formed from the commodities sold or labor services provided by the Company and those of other enterprises held by the Company other than the priced debt tools in the active market, including accounts receivable, notes receivable, advances, other accounts receivable, long-term accounts receivable, the price money in contracts or agreements of the purchaser is taken as the initial confirmed amount. For those with a financing nature, the current value is taken as the initial confirmed amount. At the time of collection or disposal, the difference between the price of acquisition and the book value of such accounts receivable are recorded into the gains and losses of this report period. iv. Financial assets available for sale The sum of the sound value (with the cash dividends declared but not yet distributed or the bond dividends not yet received with the interest payment period expired deducted) and relevant transaction expenses are taken as the initially confirmed amount at the time of obtainment. The interests or cash dividends obtained during the time of holding are confirmed as investment income. Such assets are measured according to the sound value at the end of the period and the changes of sound value are recorded into capital public reserve (other capital public reserve). At the time of disposal, the difference between the price of acquisition and the book value of such financial assets is recorded into investment gains and losses. At the same time, the amount of the disposed part of the assets originally recorded in the accumulative amount of the changes in the sound value of owners’ equity is transferred and recorded into investment gains and losses. v. Other financial liabilities The sum of the sound value of such assets and relevant transaction expenses is taken as the initially confirmed amount. The amortized cost is adopted in the subsequent measurement. 3) Confirmation basis for and measurement method of financial assets transfer In the case of the transfer of the financial assets of the Company, if almost all the risks and returns in the ownership rights of the financial assets are transferred to the assignee, the confirmation of such financial - 46 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 assets is terminated, and if almost all the risks and returns in the ownership rights of such financial assets are retained, the confirmation of such financial assets is not terminated. In the judgment whether a financial asset transfer meets the above conditions for termination of its confirmation, the principle of substance prevailing form is adopted. The Company divides financial assets transfer into the complete transfer and the partial transfer. Where the complete transfer of financial assets meets the conditions for termination of confirmation, the difference of the following two amounts is recorded into the gains and losses of this report period. i. The book value of the transferred financial assets; ii. The sum of the consideration received due to transfer and the accumulated amount of the changes in sound value originally recorded in owners’ equity (involving the situation when the transferred financial assets are the financial assets available for sale). If the partial transfer of financial assets meets conditions for termination of confirmation, the part with its confirmation terminated and that with its confirmation not terminated, among the book value of all the transferred financial assets, are apportioned separately according to their relevant sound value while the difference between the following two amounts is recorded into the gains and losses of this report period. i. The book value of the part with its confirmation terminated; ii. The sum of the consideration of the part with its confirmation terminated and the part of the accumulated amount of the changes in sound value originally recorded in owners’ equity corresponding to the part with its confirmation terminated (involving the situation when the transferred financial assets are the financial assets available for sale). Where the financial assets transfer does not meet the conditions for termination of confirmation, the confirmation of such financial assets is continued. The received consideration is confirmed as a financial liability. 4) Conditions for the termination of the confirmation of financial liabilities If all or a part of current obligations of a financial liability are discharged, the confirmation of the financial liability or part of it is terminated. If the Company signs an agreement with the creditor to substitute an existing financial liability by assuming a new financial liability and the contract terms for the new liability and the existing one are not consistent, the confirmation of the existing financial liability is terminated and the new financial liability is confirmed in the meantime. If material alteration has been made to all or a part of contract terms of the existing financial liability, the confirmation of the existing liability or part of it is terminated and, in the meantime, the liability after the alteration is made is confirmed as a new financial liability. If the confirmation of all or a part of a financial liability is terminated, the difference between the book value of the liability with its confirmation terminated and the consideration (including non-cash assets transferred or the new liability assumed) is recorded into the gains and losses of this report period. If the Company repurchases a part of a financial liability, the total book value of the liability is allocated on the purchasing date according to the respective relative sound value of the part with its confirmation continued and that with its confirmation terminated. The difference between the book value allocated to the - 47 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 part with its confirmation terminated and the consideration (including non-cash assets or the new liability assumed) is recorded into the gains and losses of this report period. 5) Methods for the determination of the sound value of financial assets and liabilities The prices in the active market are referred to with respect to both the financial assets and liabilities of the Company, which are measured by sound value. 6) Accrual of impairment provision for financial assets (excluding accounts receivable) i. Impairment provision for financial assets available for sale: If the sound value of the financial assets available for sale sees a large decrease at the end of the period or it is anticipated that such decrease tendency is not provisional upon the comprehensive analysis of various relevant factors, then it can be determined that impairment occurred to such assets. All the accumulative losses formed from the decrease of the sound value originally and directly recorded into owners’ equity are transferred out and relevant impairment loss is confirmed. ii. Impairment provision for held-to-maturity investments The measurement of the impairment loss of held-to-maturity investments is carried out with reference to the method for the measurement of the impairment loss of accounts receivable. (10) Accounts receivable 1) Confirmation and accrual method of the bad debt provision for accounts receivable with significant individual amount Criteria for being a significant individual amount: It means the top five accounts receivable At the end of the period, impairment test should be conducted individually on accounts receivable of large amount. If there are objective evidences proving that such accounts receivable suffer impairment, impairment losses should be confirmed and bad debt provision accrued, according to the difference of the current value of their future cash flow lower than their book value. For the accounts receivable and other receivables for which impairment tests show no indications of impairment, the bad debt provision is accrued by the aging analysis method taking the duration as the feature of credit risks. 2) Accounts receivable for which bad debt provision is accrued according to different combinations: i. Determination basis for combinations of credit risk characteristics It is categorized according to different durations. ii. Accrual method determined according to the combination based on credit risk characteristics: Aging analysis method Accrual proportion of accounts Accrual proportion of other Duration of the accounts receivable (%) accounts receivable (%) Within 1 year (including 1 0 0 year) 1-2 years 5 5 2-3 years 10 10 - 48 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Over 3 years 20 20 Notes on the accrual of bad debt provision Bad debt provision was not accrued for the incomings and outgoings between the Company and related parties. iii. Accounts receivable with an insignificant amount individually, for which the bad debt provision is separately accrued: The accounts receivable with an insignificant amount individually have big risk in recovery, so bad debt provision was accrued by the specific identification method. The difference between the current value of the estimated future cash flow and its book value, if the former is less than the latter, is accrued as bad debt provision and recorded into the gains and losses of this report period. (11) Inventory 1) Classification of inventory Inventory is classified as follows: goods en route, raw materials, circulating materials, in-stock goods, goods in process, goods-in-transit and consigned processing materials. 2) Pricing method of delivered inventory The pricing of the inventory is made according to the weighted average method at the time of delivery. 3) Determination basis for the net realizable value of inventory and accrual method of inventory fall-in-price provision After a complete counting and examination of the inventory at the end of the period, the inventory fall-in-price provision is accrued or adjusted according to the lower between the inventory cost and the net realizable value. The net realizable value of the goods inventory directly for sale such as finished products, goods and materials for sale is determined in regular production and operation according to the amount of the estimated sale price of such inventory minus estimated sale expenses and relevant taxes. That of the material inventory to be processed is determined in regular production and operation according to the estimated sale price of the finished products produced minus estimated sale expenses and relevant taxes. That of the inventory held for the performance of sale or service contracts is calculated on the basis of the contract price. Where the quantity of the inventory is more than the quantity ordered in the sale contract, the net realizable value of the surplus of such inventory is calculated on the basis of the general sale price. At the end of the period, the inventory fall-in-price provision is accrued according to individual inventory items. However, the decline provision for the inventory of a large quantity and a low unit price is accrued according to the type of the inventory. For the inventory involving the product series produced and sold in the same region, having identical or similar final use or purpose, and being difficult to be separated from other items for measurement, relevant inventory fall-in-price provision is accrued in a combined manner. Where the factors previously causing the recording of the reduction of inventory value stop to exist, the reduced amount is restored and transferred back from the amount of the originally accrued inventory fall-in-price provision. The transferred amount is recorded into the gains and losses of this report period. - 49 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 4) Inventory taking system The perpetual inventory method is adopted in the stock inventory. 5) Amortization method of low value consumables and packaging materials i. For low value consumables, the one-off amortization method is adopted. ii. For packaging materials, the one-off amortization method is adopted (12) Long-term equity investment 1) Determination of investment cost i. Long-term equity investment formed from enterprise merger In the merger of the enterprises under the control of the same entity, if the Company pays cash, transfers non-monetary assets or bears debts, and issues equity securities as the consideration of the merger, the book value of the shares of the owners’ equity obtained from the merged party on the merger date is taken as the initial investment cost of the long-term equity investment. The capital public reserve is adjusted for the difference between the initial investment cost of the long-term equity investment and the consideration and retained profits are adjusted if the capital public reserve is not sufficient for off-setting. All direct relevant expenses during the merger, including the auditing fee, evaluation fee and legal fee for the merger, are recorded into the gains and losses of this report period at the time when the fees occur. In the merger of the enterprises not under the control of the same entity, the cost for the merger is the sound value of the assets paid and the liabilities incurred or assumed as well as the equity securities issued by the purchasing party for the acquisition of the control of the purchased party. All direct relevant expenses for the merger, including agency fees like auditing fee, evaluation fee and legal fee and relevant management fee, are recorded into the gains and losses of this report period at the time when the fees occur. The transaction costs for the equity securities or debt securities issued as the purchase price are recorded into the initial recognized amount. In the merger of enterprises realized through several exchange transactions, the cost for the merger is the total amount of cost for different single transactions. If future items likely to influence the merger cost, for which a relevant agreement has been reached, are estimated very possible to occur on the purchasing date and the amount of their influence on the merger cost can be measured reliably. These future items are also recorded into the cost for the merger. ii. Long-term equity investment obtained in other ways The purchase price money actually paid is taken as the initial investment cost of the long-term equity investment obtained by cash. The sound value of the issued equity securities is taken as the initial investment cost of the long-term equity investment obtained from the issuance of equity securities. The value agreed in investment contracts or agreements (with the cash dividends declared but not yet distributed or profits deducted) of the long-term equity investment given by the investors is taken as the initial investment cost, unless the value agreed in investment contracts or agreements is not the sound value. - 50 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Under the premises that the non-monetary assets exchange is of commercial nature and that the sound value of the assets received and given out in the exchange can be measured reliably, the initial investment cost of the long-term equity investment received in non-monetary assets exchange is determined on the basis of the sound value of the assets given out, unless there are definite evidences that the sound value of the received assets is more reliable. For the non-monetary assets exchange that do not meet the above premises, the book value of the received assets and relevant taxes payable is taken as the cost of the long-term equity investment. The initial investment cost of the long-term equity investment obtained through debt restructuring is determined according to its sound value. 2) Subsequent measurement and income confirmation i. Subsequent measurement The accounting of the long-term equity investment of the Company into the subsidiaries is done according to the cost method. Such investment is adjusted according to the equity method in the preparation of the consolidated financial statements. The accounting of the long-term equity investment that does not involve the joint control over or significant influence on the invested organizations, that does not have quoted prices in the active market, and whose sound value cannot be reliably measured, is done according to the cost method. The accounting of the long-term equity investment that involves the joint control over or significant influence on the invested organizations is done according to the equity method. When the Company can exercise significant influence on or joint control over the invested organizations, if the initial investment cost is larger than the investment, the Company should enjoy the difference with the due share of the sound value of the discernible net assets of the invested organizations and the initial investment cost of the long-term equity investment should not be adjusted, if the initial investment cost is smaller than the investment, the Company should enjoy the difference with the due share of the sound value of the discernible net assets of the invested organizations and such difference is recorded into the gains and losses of this report period In the accounting treatment of the changes in owners' equity other than net gains and losses of the invested organizations, the book value of the long-term equity investment is adjusted and the capital public reserve (other capital public reserve) added or decreased with respect to the part of the changes in owners’ equity other than net gains and losses of the invested organizations that the Company should enjoy or bear according to the proportion of shareholding under the circumstance that the proportions of shareholding remain unchanged. ii. Confirmation of gains and losses Under cost method, the Company confirms investment income according to the cash dividends or profits enjoyed by the Company, for which the invested organization declares to distribute, except the actual amount paid when investment is acquired and cash dividends and profits included in the consideration and declared but yet to be distributed. Under equity method, the Company confirms the due share of the losses incurred by the invested organizations under the equity method, the following sequence is adopted: First, the book value of the - 51 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 long-term equity investment is offset. Second, if the book value of the long-term equity investment is not sufficient for the offsetting, the investment loss should continue to be confirmed within the limit of the book value of other long-term equity that practically constitutes net investments into the invested organization and the book values of long-term accounts receivable and others are offset. Finally, if the enterprise still bears additional obligations as agreed in the investment contract or agreement after the above processing, liabilities are confirmed according to the anticipated obligations to be borne and recorded into the investment loss of this report period. Where the invested organizations realize profits in the later periods, the Company should make accounting treatment in the reversed sequence against the above after deducting the shared loss not yet confirmed, reduce the book balance of the confirmed anticipated liabilities, restore other long-term equity that practically constitutes net investments into the invested organizations and the book value of the long-term equity investment, and confirm investment income at the same time. 3) Basis that the invested organizations are under common control or significant influence If the common control over a certain economic activity as agreed in a contract exists only with the unanimous agreement of the investors who need to share the controlling powers in the important financial and operation decisions related to such economic activity, such investors are deemed as exercising joint control with other parities over the invested organization. If an investor has the power to participate in the decision-making of the financial and operation matters of an enterprise but cannot control or jointly control with other parties the formation of such policies, then such investor is deemed as being able to exercise significant influence over the invested organizations. 4) Impairment test method and accrual method of impairment provision For the long-term equity investment that does not have price quotations in the active market, whose sound value cannot be reliably measured, and the accounting of which is conducted with cost method, its impairment loss is determined by the difference between its book value and the current value determined through discounting the future cash flow according to the current market return rate of similar financial assets For other long-term equity investments facing impairment except the goodwill formed due to enterprise mergers, if measurement results of recoverable amount of a long-term equity investment indicate that such recoverable amount is lower than the book value of the investment, the difference between the two is confirmed as impairment loss. An impairment test is carried out to the goodwill formed due to enterprise mergers whether the goodwill faces impairment or not. Once the impairment loss of long term equity investment is confirmed, such loss will not be transferred back. (13) Investment property Investment property refers to the property held for earning rental or increasing the value of capital, including the right to use of the rented land, the right to use of the land held for transfer after the value increases, and the rented building. - 52 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 The investment property presently held by the Company is measured in a cost mode. For investment properties, the depreciation policy for the buildings for rent measured according to the cost mode is the same as that for the fixed assets of the Company and the amortization policy for the use right of land for rent is the same as that for intangible assets. For investment properties facing impairment, the Company evaluates their recoverable amount and confirms relevant impairment loss if the recoverable amount is less than the book value. Once the impairment loss of long term equity investment is confirmed, such loss will not be transferred back. (14) Fixed assets: 1) Conditions on confirmation of fixed assets Fixed assets refer to the tangible assets held for the purpose of the manufacture of commodities, provision of labor services, lease or operation and management with a term of use exceeding one fiscal year. The confirmation of fixed assets can be made only when all the following conditions are satisfied: i. Where the economic interests related to such fixed assets are likely to flow into the company; ii. Where the cost of such fixed assets can be measured reliably. 2) Depreciation method of various fixed assets The fixed assets depreciation is accrued according to the straight line method and the depreciation rate is determined according to the type of fixed assets, anticipated service life and anticipated net residual value rate. For the fixed assets leased by financing lease, if it can be reasonably determined that the ownership right of the leased assets will be obtained upon the expiration of the lease term, depreciation is accrued within the remaining service life of the leased assets; and if it cannot be reasonably so determined, depreciation is accrued during the shorter one of the lease term and the remaining service life of the leased assets. Depreciation period and annual depreciation rate of various fixed assets: Category Depreciation period (year) Residual value rate (%) Annual depreciation rate Houses and buildings 20-40 5 4.75-2.375 Machinery equipment 5-10 5 19.00-9.50 Electronic equipment 5-10 5 19.00-9.50 Fixed assets acquired by 5-10 5 19.00-9.50 financing lease Transportation equipment 5-10 5 19.00-9.50 Other equipment 10 5 9.50 3) Impairment test method of fixed assets and accrual method of impairment provision The Company estimates at the end of every period whether there are indications of impairment on its fixed assets. Where there are indications of impairment on some assets, the recoverable amount of such assets is estimated. The recoverable amount may be determined according to the higher one of the net value of the sound value of the assets minus the disposal expenses and the current value of the anticipated future cash flow of the assets. - 53 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 When the recoverable amount of the assets is lower than its book value, the book value of such assets may be reduced and recorded into the recoverable amount. The reduced amount is confirmed as assets impairment loss and recorded into the gains and losses of this report period. At the same time, the corresponding assets impairment provision is accrued. After the confirmation of loss of assets impairment, corresponding adjustments are made in the future periods on the depreciation or amortized expenses of the impaired assets so that the adjusted book value of such assets (with the anticipated net residual value deducted) can be amortized systematically within the remaining service life. Once the impairment loss of fixed assets is confirmed, the loss will not be transferred back in later accounting periods. Where there are indications of impairment on a certain fixed asset, the enterprise estimates the recoverable amount of the asset based on the individual asset. If it is hard for the enterprise to estimate the recoverable amount of the asset, the enterprise makes estimation based on the asset group to which the asset belongs. 4) Confirmation basis and pricing method for fixed assets obtained by financing lease An asset is confirmed as a fixed asset obtained by financing lease if the lease agreement between the Company and the leasing party provides one of the following conditions: i. The ownership of the leased asset belongs to the Company when the lease period expires; ii. The Company has an option to purchase the asset and the purchasing price is far lower than the sound value of the asset when the option right is used; iii. The lease period takes up most of the service life of the asset; iv. The current value of the minimum payment on leasing date does not differ greatly with the sound value of the asset; Between the sound value and the current value of the minimum payment of the leased asset, the lower one is taken by the Company on leasing date as the recorded value in account and the difference as financing fee not confirmed. (15) Construction in progress 1) Type of construction in progress The accounting of construction in progress is made according to the classification of the projects determined in project establishment. 2) Standards and time points for the construction in progress being carried forward to fixed assets For a construction in progress, all expenses during the construction till the desired usable status of the asset is reached are taken as the recorded value of the fixed asset. If a construction in progress has reached the desired usable status but has not conducted final accounting, it is transferred into fixed assets when it reaches the desired usable status, according to the estimated value based on project budget, construction cost or actual cost; in the meantime, depreciation is accrued according to the Company’s depreciation policies for fixed assets; when the final accounting is conducted the temporarily estimated value is adjusted according to the actual cost while the accrued depreciation amount is not adjusted. 3) Impairment test method of construction in progress and accrual method of impairment provision - 54 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 The Company estimates at the end of every period whether there are indications of impairment on construction in progress. Where there are indications of impairment on some assets, the recoverable amount of such assets is estimated. The recoverable amount may be determined according to the higher one of the net value of the sound value of the assets minus the disposal expenses and the current value of the anticipated future cash flow of the assets. Where the recoverable amount of the assets is lower than its book value, the book value of such assets may be reduced and recorded into the recoverable amount. The reduced amount is confirmed as assets impairment loss and recorded into the gains and losses of this report period. At the same time, the corresponding assets impairment provision is accrued. Once the impairment loss of a construction in progress is confirmed, it will not be transferred back in later accounting periods. Where there are indications of impairment on a construction in progress, the enterprise estimates the recoverable amount based on the individual construction. If it is hard for the enterprise to estimate the recoverable amount of the individual construction, the enterprise makes estimation based on the asset group to which the construction belongs. (16) Borrowing costs 1) Confirmation principle of borrowing costs capitalization Where the borrowing costs incurred by the Company can be directly attributable to the purchase, building or production of the assets that meet the conditions of capitalization, such assets are capitalized and recorded into relevant assets cost. Other borrowing costs are confirmed as expenses according to the incurred amount at the time of incurrence and recorded into the gains and losses of this report period. The assets that meet the conditions of capitalization refer to the assets such as fixed assets, investment property and inventory that can reach the anticipated usable or salable status only after a considerable time of purchase, building or production activities. The borrowing costs may be capitalized when all of the following conditions are met: i. The assets expenditure has already incurred, including that incurred in the form of cash payment, non-monetary assets transfer or bearing of debts with interests for the purchase, building or production of the assets that meet the conditions of capitalization. ii. The borrowing costs have already been incurred. iii. The construction or production activities necessary for putting the assets into a usable or salable status have already started. 2) Capitalization term of borrowing costs The capitalization term refers to the period between the start time point and the end time port of the capitalization of the borrowing costs, excluding the period in which the capitalization is suspended. Where the purchase, building or production of the assets that meet the conditions of capitalization has put such assets into the anticipated usable or salable status, the capitalization of the borrowing costs is stopped. - 55 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Where part of the projects in the purchase, building or production of the assets that meet the conditions of capitalization have been completed and reached the anticipated usable or salable status, the capitalization of the borrowing costs of such part of the assets is stopped. Where different parts of the assets purchased, built or produced have been completed but cannot be used or sold till the whole assets have been completed, the capitalization of the borrowing costs is stopped when the whole assets are completed. 3) Suspension period of capitalization Where abnormal discontinuation has occurred in the purchase, building or production of the assets that meet the conditions of capitalization and the time of discontinuation exceeds three months consecutively, the capitalization of the borrowing costs is suspended. If the discontinuation is a necessary procedure in the process during which the assets purchased or produced, which meet the conditions of capitalization, reach the usable or salable status, the capitalization of the borrowing costs is continued. The borrowing costs occurring in the suspension period are confirmed as the gains and losses of this report period and the capitalization is continued until the purchasing and production activities of the assets are restarted. 4) Calculation method of the amount of borrowing costs capitalization The interest expenses of special loans (with the interest income of the unused borrowed funds deposited in the bank or the investment income obtained from temporary investment deducted) and relevant auxiliary expenses are capitalized before the assets that meet the conditions of capitalization, purchased, built or produced with such loans, reach the anticipated usable or salable status. The amount of the interests of common loans that are capitalized is calculated and determined by the weighted average of the accumulative parts of the assets expenditure exceeding special loans multiplied by the capitalization rate of common loans. The capitalization rate is determined according to the weighted average interest rate of common loans. Where the loans involve discount or premium, the amount of discount or premium to be amortized in each accounting period is determined in accordance with the actual interest rate method and the amount of interests of each period should also be adjusted. (17) Intangible assets 1) Pricing method of intangible assets i. The Company carries out initial measurement by cost method when acquiring intangible assets; The cost of the intangible assets purchased from outside includes purchase price money, relevant taxes and other expenses incurred due to putting such assets to the anticipated use that can be directly attributed to such assets. Where the price money of the purchased intangible assets is paid on a deferred basis within a term exceeding regular credit conditions and actually of a financing nature, the cost of the intangible assets is determined on the basis of the current value of the price money in purchase. The recorded value in the account of the fixed assets obtained from debtors for the repayment of debts in debt restructuring is determined on the basis of the sound value of the fixed assets. The difference between the book value of debt restructuring and the sound value of the fixed assets used for the repayment of debts is recorded into the gains and losses of this report period. - 56 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Under the premises that the non-monetary assets exchange is of commercial nature and that the sound value of the assets received and given out in the exchange can be measured reliably, the initial investment cost of the long-term equity investment received in non-monetary assets exchange is determined on the basis of the sound value of the assets given out, unless there are definite evidences that the sound value of the received assets is more reliable. For the non-monetary assets exchange that do not meet the above premises, the book value of the received assets and relevant taxes payable is taken as the cost of the long-term equity investment. The recorded value in the account of the intangible assets obtained by the merger of the enterprises under the control of the same entity is determined according to the book value of the merged party. The recorded value in the account of the intangible assets obtained by the merger of the enterprises under the control of different entities is determined according to the sound value. The cost of the intangible assets formed through internal R&D activities includes: the cost of materials and labor consumed in the development of such intangible assets, registration fee, the amortization of other patent rights and franchises used in the development process and the interests expenses that meet the conditions of capitalization, and other direct expenses incurred due to putting such intangible assets into the anticipated use. ii. Subsequent measurement The Company estimates the service life when acquiring intangible assets. The intangible assets with limited service life are amortized according to the straight line method within the period that such assets bring economic benefits to the enterprise. Where the period cannot be anticipated in which such intangible assets bring economic interests to the enterprise, such intangible assets are deemed as having indeterminate service life and no amortization will be made. 2) The conditions on the estimation of the service life of the intangible assets with limited service life: Item Estimated service life Basis UFIDA software 5 Benefit period KOA software 5 Benefit period Money collection software 5 Benefit period Land use right 50 Benefit period At the end of each period, the service life and amortization method of the intangible assets with limited service life are reviewed. Upon review, the service life and amortization method of the intangible assets at the end of this period are consistent with the previous estimation. 3) Accrual of impairment provision for intangible assets Where there are obvious indications of impairment on the intangible assets whose service life is fixed, an impairment test is carried out at the end of the period. For the intangible assets whose service life is not fixed, an impairment test is carried out at the end of each period. - 57 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 An impairment test is carried out to intangible assets and the recoverable amount of the assets is estimated. The recoverable amount may be determined according to the higher one of the net value of the sound value of the assets minus the disposal expenses and the current value of the anticipated future cash flow of the assets. Where the recoverable amount of the assets is lower than its book value, the book value of such assets may be reduced and recorded into the recoverable amount. The reduced amount is confirmed as assets impairment loss and recorded into the gains and losses of this report period. At the same time, the corresponding assets impairment provision is accrued. After the confirmation of assets impairment loss, corresponding adjustments are made in the future periods on the depreciation or amortized expenses of the impaired assets so that the adjusted book value of such assets (with the anticipated net residual value deducted) can be amortized systematically within the remaining service life. Once the impairment loss of an intangible asset is confirmed, it is not transferred back in later accounting periods. Where there are indications of impairment on an intangible asset, the Company estimates the recoverable amount based on the individual intangible asset. If it is hard for the Company to estimate the recoverable amount of the individual asset, the Company makes estimation based on the asset group to which the asset belongs. 4) Classification standards for research and development phases of R&D projects inside the Company Research phase: a phase in which creative and planned investigation and research activities are carried out for the purpose of obtaining and understanding new scientific or technological knowledge. Development phase: a phase in which research results or other knowledge, before being produced or used for commercial purposes, are applied in a certain plan or design for the purpose of producing materials, equipments and products that are new or feature substantial improvement. The expenses for inside R&D projects during the research phase are recorded into the gains and losses of this report period when the expenses occur. 5) Specific standards for meeting the conditions of capitalization by research phase The expenditure in the development stage of the research and development project can be confirmed as intangible assets only when all the following conditions are met: i. The completion of such intangible assets makes it usable or its sale technically feasible. ii. There is an intention to complete such intangible assets and use or sell it. iii. The way that the intangible assets generate economic interests can prove that the product using such intangible assets or the intangible assets itself have market. If the intangible assets are to be used internally, its usefulness is proved. iv. The Company has sufficient technical and financial resources and other resources to support the completion of the development of such intangible assets and the capacities to use or sell such intangible assets. v. The expenditure attributed to the development stage of such intangible assets can be reliably measured. (18) Long-term expenses to be apportioned - 58 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 The long-term expenses to be apportioned are averaged and amortized in the benefit period. 1) Among these: The prepaid rent charge of the fixed assets acquired by operating lease is averaged and amortized according to the term provided in the rent contract or other reasonable method. 2) The expenditure on the improvement of operating leased fixed assets should be averaged and amortized according to the shorter one of the remaining part of the lease term and the remaining service life. (19) Transfer of the assets with repurchase conditions If the Company signs a repurchase agreement when selling products or transferring other assets, whether the products sold meet the conditions for income confirmation is judged according to the articles of the agreement. If the repurchase is a financing transaction, the Company does not confirm sales income when delivering products or assets. If the repurchase price is higher than the selling price, interests are accrued for the difference during repurchase period and recorded into financial expenses. (20) Anticipated liabilities In the case that the Company is involved in proceedings like lawsuits, debt guarantee, loss contracts, restructuring and so on, the proceedings are confirmed as anticipated liabilities if they very possibly need delivery of assets or provision of labor service and their amount can be measured reliably. 1) Confirmation standards for anticipated liabilities The obligations related to contingencies, which meet all the following conditions, are confirmed by the Company as anticipated liabilities. The obligation is a current obligation undertaken by the Company; The fulfillment of the obligation is very likely to cause an outflow of economic interests from the Company; The amount of the obligation can be measured reliably. 2) Measurement method of anticipated liabilities Initial measurement is carried out to anticipated liabilities of the Company according to the optimum estimation amount of the required expense when relevant obligations are fulfilled. When determining the optimum estimation amount, the Company considers in a comprehensive way the factors related to contingencies like risks, uncertainties and time value of currency. Where there are great influences of time value of currency, the optimum estimation amount is determined after discounting relevant future cash flows. The optimum estimation amount is determined according to different situations as follows: Where there is a continuous range (or interval) of the required expense and different results in the range have same possibility to occur, the optimum estimation amount is determined according to the intermediate value of the range, i.e. the average of the maximal and the minimum amounts. Where there is no continuous range (or interval) or there is a continuous range but different results have different possibilities to occur, if contingencies involve individual proceedings, the optimum estimation amount is the amount most likely to occur, and if contingencies involve several proceedings, the optimum estimation amount is determined according to various possible results and the calculation of relevant probabilities. - 59 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 If all expenses or part of them, which are used by the Company for paying off anticipated liabilities, are anticipated to be compensated by a third party and compensation amount is basically sure to be received, the compensation amount is confirmed separately as an asset, which should not exceed the book value of the anticipated liabilities. (21) Share payment and equity instruments 1) Types of share payment The payment of employees’ shares settled with equity is recorded into costs and expenses and capital public reserve (other capital public reserves) according to the sound value of the equity instruments on the grant date (the method of the determination of the grant date is specifically set) and the subsequent changes of the sound value will not be confirmed. No adjustments will be made to the confirmed costs and expenses and total owners' equity after the option becomes exercisable. The share capital and share capital premium are confirmed according to the conditions of the exercise of the options and the capital public reserve confirmed during the vesting period (other capital public reserve) is carried forward. Among these: For the share payment in exchange for the employees' services, relevant assets costs and the current expenses are recorded on each balance sheet date within the vesting period, on the basis of the best estimation of the number of exercisable equity instruments and according to the sound value of the equity instruments on the grant date and as capital public reserve (other capital public reserve). The share payment in exchange for the service of other parties is measured according to the sound value of the service exchanged from other parties. If such sound value cannot be measured reliably but the sound value of the equity instruments can be measured reliably, then the above share payment is measured according to the sound value of the equity instruments on the date of service obtainment and recorded into relevant assets cost or expense and as other capital public reserve in the capital public reserve. For the share payment involving employees settled in cash, measurement is made once again on the sound value of the equity instruments on each balance sheet date to determine costs and expenses and wage payable. On each balance sheet date within the vesting period, measurement is made according to the sound value of the liabilities borne as calculated and determined on the basis of the share or other equity instruments and on the basis of the best estimation of the number of exercisable equity instruments. The results are recorded into relevant assets costs or expenses and as wage payable. No cost expenses will be confirmed after the option becomes exercisable. The sound value of the wage payable is re-measured and the changes of such sound value are recorded into gains and losses from changes of sound value. 2) Determination method of sound value For equity instruments such as the granted option, which exist in the active market, the sound value is determined according to their prices in the active market. For those not existing in the active market, the sound value is determined by adopting the option pricing model, which should be selected in consideration of the following factors: ① option exercise price; ② option period; ③ the current price of the underlying shares; ④ the predicted fluctuation rate of the share price, ⑤ the estimated dividend of the share; ⑥ risk free rate in the option period; ⑦ payment of shares of installment options 3) Basis for the determination of the best estimation of the exercisable equity instruments On each balance sheet date in the vesting period, the Company should make the best estimation on the basis of the latest subsequent information on the changes of the number of the employees with exercisable option - 60 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 and adjust the number of the exercisable equity instruments. On the vesting date, the ultimate number of the anticipated exercisable equity instruments should be consistent with the actual quantity of the exercisable options. The accumulative amount of the cost expenses to be confirmed in this report period is calculated on the basis of the sound value of the above equity instruments and the anticipated exercisable equity instruments. Such amount deducted by the accumulative confirmed amount in the last period is taken as the amount of cost expenses to be confirmed in this report period. (22) Income 1) Standards for confirmation time of sales income The realization of the income from the sale of commodities is confirmed when the Company has already transferred the main risks and consideration in the ownership right of the commodities to the purchaser, the Company has not retained any further management right connected to the ownership right nor implement effective control over the sold commodities, the amount of the revenue can be reliably measured, relevant economic interests are likely to flow into the enterprise, and relevant costs incurred or to be incurred can be measured reliably. 2) Basis for confirmation of income from transfer of asset use right For economic interests related to transactions, which are very likely to flow into the Company and whose amount can be reliably measured, the amount of the income from the transfer of asset use right is determined according to the conditions as follows: i. The amount of interest income is determined according to the time and actual interest rate of other people using the monetary fund of the enterprise. ii. The amount of the income from use fee is determined in accordance with the time and method of charges as agreed in relevant contract or agreement. iii. The amount of the rent income is determined by equally allocating the total income of the lease contract in the entire contract period without deducting the rent-free period. 3) Basis for and method of determining contract completion progress when confirming income from labor service and construction contracts by percentage-of-completion method Where the results of the labor services provided on the balance sheet date can be estimated reliably, the income from the provision of labor services is confirmed with the percentage of completion method. The completion progress of a labor service transaction is determined by surveying the work completed. The total amount of the income from the provision of labor services is determined according to the price money received or receivable of a relevant contract or agreement, unless the price money received or receivable of a relevant contract or agreement is unfair. The labor services income of this report period is confirmed on the balance sheet date according to the resulted amount of the total amount of income from provision of labor services times the completion percentage and deducted by the accumulative amount of the confirmed income from provision of labor services in previous accounting periods. At the same time, the labor cost of this report period is carried forward according to the estimated total cost of the provision of labor services times the completion percentage and deducted by the accumulative amount of the confirmed labor cost in previous accounting periods. - 61 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Where the results of the provision of labor services on the balance sheet date cannot be estimated reliably, such results are processed respectively according to the following conditions: i. Where it is estimated that the labor services cost incurred can be compensated, the income from provision of labor services is confirmed according to the amount of the labor services cost incurred and the same amount is transferred into the labor cost. ii. Where it is estimated that the labor services cost incurred cannot be compensated, the labor services cost incurred is recorded into the gains and losses of this report period and no income is confirmed. (23) Government subsidies 1) Type Government subsidies refer to the monetary assets and non-monetary assets obtained by the Company from the government free of charge. The subsidies are divided into those related to assets and those related to profits. 2) Accounting treatment method The government subsidies related to the purchase and construction of long-term assets like fixed and intangible assets are confirmed as deferred profits and recorded by phases into the non-operating income according to the service life of the assets purchased and constructed. The government subsidies related to profits, used to compensate relevant expenses or losses in later periods, are confirmed as deferred profits when they are obtained; the subsidies, used to compensate relevant expenses or losses having occurred, are confirmed as the current non-operating income when they are obtained. (24) Deferred income tax assets and liabilities 1) Basis for the confirmation of deferred incomes tax assets The Company confirms the deferred incomes tax assets generated from the deductible temporary difference. 2) Basis for confirmation of deferred income tax liabilities The temporary difference between the payable tax but not paid of this report period and that of previous periods is confirmed by the Company as deferred income tax liabilities. The temporary difference generated from goodwill transactions or transactions not of enterprise mergers, which, at the transaction time, do not influence accounting profits or the amount of the tax payable, is not included. (25) Operating lease and financing lease 1) Accounting treatment of operating lease i. The fee paid by the Company for rented assets is apportioned by the straight-line method in the whole lease term without deduction of the rent-free period and recorded into current expenses. The initial direct expenses related to lease transactions, paid by the Company, are recorded into current expenses. In case that the leasing party undertakes the lease-related expenses that should be undertaken by the Company, the Company deducts the expenses from the total lease fee and the lease fee after deduction is apportioned in the lease term and recorded into current expenses. - 62 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 ii. The lease fee received by the Company from leasing of assets is apportioned by the straight-line method in the whole lease term without deduction of the rent-free period and recorded into the lease income. The initial direct expenses related to lease transactions, paid by the Company, are recorded into current expenses. Those with significant amounts are capitalized and recorded by periods into current profits in the whole lease term according to the same basis for confirmation of the lease income. In case that the Company undertakes the lease-related expenses which should be undertaken by the lessee, the Company deducts the expenses from the total lease income and the lease expenses after deduction are allocated in the lease term. 2) Accounting treatment of financing lease i. Assets acquired under financing lease: Between the sound value of rented assets and the minimum lease payment, the Company adopts the lower one as the recording value of the rented assets, the minimum lease payment as the recording value of long-term accounts payable, and the difference between the two as financing expenses yet to be confirmed. The financing expenses yet to be confirmed are apportioned by the Company by the actual interest rate method in the lease term of the assets and recorded into accounting expenses. Assets given out under financing lease: ii. The difference between the total residual value, without guarantee, of the financing lease payment receivable and the current value is confirmed by the Company on the lease-beginning date as financing profits yet to be realized, and as the lease income in future lease periods. The initial direct expenses related to lease transactions are recorded into the initial calculation of financing lease payment receivable and the amount of profits confirmed in the lease term is reduced. (26) Changes of main accounting policies and accounting estimates 1) Changes of accounting policies In accordance with the provisions of the Interpretation No. 4 of the ASBE, in the merger of the enterprises not under the control of the same entity, the agency fees and other management fees, like auditing, legal service and consultancy fees, paid by the purchasing party for the merger should be recorded into the gains and losses of this report period at the time of occurrence; in the consolidated financial statements, when the current losses undertaken by the minority shareholders of a subsidiary are more than the proportion enjoyed by the minority shareholders in the owners’ equity of the subsidiary at the period beginning, the difference should still be offset against the equity of the minority shareholders. In this report period, the Company made changes to its accounting policies in accordance with the above-mentioned provisions. 2) Changes of accounting estimates No change was made to the main accounting estimates in this report period. (27) Correction to the accounting errors in the previous period 1) Retrospective restatement No accounting error was adjusted by the retrospective restatement method in this report period. 2) Prospective application - 63 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 No accounting error was adjusted by the prospective application method in this report period. iii. Taxes (1) Main tax types and tax rates imposed on the Company Tax category Basis Tax rate Value-added tax Income from sale of products 17 Operating tax Lease income 5 Urban maintenance and construction tax Value-added tax and business tax payable 7 Education surtax Value-added tax and business tax payable 3 Enterprise income tax Taxable income 24 , 25 , 16.5 The enterprise income tax rate for Xi’an SEG Electronics Market Co., Ltd, Suzhou SEG Electronics Market Management Co., Ltd and Changsha SEG Development Co., Ltd, subsidiaries of the Company, was 25%. The enterprise income tax rate of SEG (Hong Kong) Storage and Transportation Co., Ltd., a subsidiary indirectly controlled by the Company, was 16.5%. The enterprise income tax rate of rest companies except the above-mentioned ones was 24%. (2) Tax preference and official documents In accordance with the Notice of the State Council on the Implementation of Interim Enterprise Income Tax Preference Policies (Guo Fa [2007] No. 39), from January 1, 2008, the enterprises enjoying low tax rate policies should gradually adopt the statutory tax rate within 5 years after the new tax law is implemented. For the enterprises enjoying an enterprise income tax rate of 15%, the rate should be 18% in 2008, 20% in 2009, 22% in 2010, 24% in 2011 and 25% in 2012; for those enjoying a rate of 24%, the rate should be 25% from 2008; the enterprises in Shenzhen Special Economic Zone should enjoy a low tax rate of 15% in accordance with the Regulations of the Special Economic Zones of Guangdong Province. The enterprise income tax rate of the Company in 2011 was 24% in accordance with the above-mentioned policies. - 64 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 iv. Enterprise Merger and the Consolidated Financial Statements Unless specifically noted otherwise, the unit for amounts in the formulas of this section is RMB ten thousand Yuan. (3) Information on subsidiaries 1) The subsidiaries acquired through establishment or investment The amount The balance after the difference Balance of of minority Actual the net Share-holdi Voting Financial between of the period shareholders allocated to the lossesshareholders and minority Full name of Type of Place of Nature of Registere investmen actual ng right Minority ’ equity statements shareholders offsetting the period-beginning shares enjoyed subsidiary subsidiary registratio business d capital Business scope t at the investment proportion proportio consolidate by minority shareholders, in case the n end of the in (%) n (%) d or not ' equity minority period subsidiarie than latter, offset shareholders former is moreowners’theequity ofis the against the s ’ gains and parent company losses Xi’an SEG Share- Service Domestic trade; Electronics controlled Xi’an industry 3,000 material supply 1,950.00 650.00 650.00 Yes 1,956.50 market Co., Ltd subsidiary and marketing Shenzhen SEG Electronics Share- Service Domestic trade; Market controlled Shenzhen industry 3,000 material supply 2,100.00 700.00 700.00 Yes 269.50 Management Co., subsidiary and marketing Ltd Suzhou SEG Share- Service Domestic trade; Electronics controlled Su Zhou industry 3,000 material supply 1,350.00 450.00 450.00 Yes 2,983.70 market Co., Ltd subsidiary and marketing Shenzhen Hotel Chengguo Share- management, Business Hotel controlled Shenzhen Service 10,000 information and 10,000 665.80 665.80 Yes Management Co., subsidiary industry consultancy Ltd property management Shenzhen SEG Share- E-Commerce Co., controlled Shenzhen 48,000 15,300 510.00 510.00 Yes 12,702.40 Ltd subsidiary Shenzhen SEG Electronics Share- Service Domestic trade; Market controlled Nanjing industry 20,000 material supply 20,000 1,000.00 1,000.00 Yes Management Co., subsidiary and marketing Ltd Half of the directors, the Chairman of the Board, the General Manager, the Chief Financial Officer and the management team of Suzhou SEG Electronics Market Management Co., Ltd are all dispatched by the Company that actually controls the operation of Suzhou SEG, so Suzhou SEG was included into the consolidation scope. 2) Subsidiaries acquired through the merger of enterprises under the control of the same entity The balance after the difference between the The amount losses of the period Balance of of minority allocated to minority Actual the net Share- Voting Financial shareholders’ shareholders and the Full name of Type of Place of Nature of Registered Business investment actual holding right Minority equity statements shareholders' offsetting period-beginning shares subsidiary subsidiary registration business capital scope at the end investment proportion proportion consolidate enjoyed by minority of the in (%) (%) d or not equity minority shareholders, in case period subsidiaries shareholders’ the former is more than gains and the latter, is offset losses against the owners’ equity of the parent company Shenzhen SEG Share- Property lease Baohua Service Electronics Co., controlled subsidiary Shenzhen industry 30,808.80 and management 20,512.50 665.80 665.80 Yes 21,731.60 Ltd - 65 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 The balance after the difference between the The amount losses of the period Balance of of minority allocated to minority Actual the net Share- Voting Financial shareholders’ shareholders and the Full name of Type of Place of Nature of Registered Business investment actual holding right Minority equity statements shareholders' offsetting period-beginning shares subsidiary subsidiary registration business capital scope at the end investment proportion proportion consolidate enjoyed by minority of the in (%) (%) d or not equity minority shareholders, in case period subsidiaries shareholders’ the former is more than gains and the latter, is offset losses against the owners’ equity of the parent company Shenzhen SEG Share- Overseas Storage and controlled Shenzhen Service 66,000 transportation 65,729.10 995.90 995.90 Yes 361.50 Transportation subsidiary industry and bonded Co., Ltd. storage Storage and relevant transportation Shenzhen SEG service, Orient Industrial Share-contr HK$ production HK$ Development Co., olled subsidiary Shenzhen Storage 16,600 and operation 16,600 995.90 995.90 Yes Ltd. of electronic, mechanical and electrical products SEG (Hong Kong) Share-contr Hong Transporta Company Limited olled Kong tion HK$ 500 Transportation HK$ 500 995.90 995.90 Yes subsidiary Shenzhen SEG Share-contr Investment in Industry olled Shenzhen Investmen 25,500 industrial and 23,780.00 917.90 917.90 Yes 1,686.00 Investment Co., subsidiary t commercial Ltd businesses, 3) Subsidiaries acquired through the merger of enterprises not under the control of the same entity The balance after the The amount difference between the of minority losses of the period Actual Balance of shareholders’ allocated to minority investment the net Share-holding Voting Financial Minority equity shareholders and the Full name of Type of Place of Nature of Registered Business actual at the end investment right statements proportion proportion consolidated shareholders' offsetting period-beginning shares subsidiary subsidiary registration business capital scope of the (%) equity minority enjoyed by minority period in (%) or not case the shareholders’ shareholders, in than the subsidiaries gains and former is more losses latter, is offset against the owners’ equity of the parent company Changsha SEG Share- Service Development Co., controlled Changsha industry 35,000 Property lease 69,000 460 510 Yes 59,795.00 Ltd subsidiary - 66 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 The capital structure of Changsha SEG Development Co., Ltd at present is that the Company is the first majority shareholder holding 46% shares of Changsha SEG, Jinhong Group Co., Ltd holds 40% shares and Huaya Management Co., Ltd holds 14% shares, among which, Jinhong Group Co., Ltd and Huaya Management Co., Ltd have no associated relationship with each other. Half of the directors, the Chairman of the Board, the General Manager, the Chief Financial Officer and the management team of Changsha SEG Development Co., Ltd are all dispatched by the Company from its own staffs. Therefore, the Company has obtained the control of Changsha SEG Development Co., Ltd. (4) Special purpose entities and operating entities whose share-controlling right is formed through trusted operation or lease taking There were no special purpose entities or operating entities whose share-controlling right was formed through trusted operation or lease taking in this report period. (5) Entities newly included in the consolidation scope in this report period In this report period, Shenzhen SEG E-Commerce Co., Ltd and Shenzhen SEG Nanjing Electronics Market Management Co., Ltd, newly set up by the Company, were included in the consolidation scope. (6) No merger of the enterprises under the control of the same entity occurred in this report period. (7) No merger of the enterprises not under the control of the same entity occurred in this report period. (8) There were no subsidiaries decreased in this report period, the shares of which were sold and upon which the controlling right was lost. (9) No counter-purchase took place in this report period. (10) No consolidation by merger took place in this report period. (11) Translation exchange rate for the main items of the financial statements of overseas operating entities It is provided by Article 12 of the ASBE No. 19-Translation of Foreign Currency that: When making translation on the financial statements for overseas operation, the enterprises should abide by the regulations as follows: 1) The assets and liabilities items in the balance sheet are translated according to the current exchange rate on the balance sheet date. The owners’ equity items other than "retained profits” are translated according to the current exchange rate at the time when incurred. 2) The items of income and expenses in the Profit Statement are translated according to the spot exchange rate on the transaction date. They may also be translated according to the exchange rate determined by a systematic and reasonable method, which is close to the spot exchange rate of the transaction date. The translation difference in the financial statements in foreign currency caused by the above-mentioned methods 1 and 2 is listed separately under the owner’s equity items in the balance sheet. The translation difference of relevant financial statements in foreign currency by overseas operating entities, which are included in the Consolidated Financial Statements of the Company in this report period, is as follows: Main items of Exchange rate for The translation difference of the financial Overseas operating Recording financial translation of the statements in foreign currency, which is listed by entity currency statements financial statements the Financial Statements as of 31.12.10 - 67 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 SEG (Hong Kong) Assets and HK$ 0.8316 -32.19 Company Limited liabilities v. Notes on the Main Items of the Consolidated Financial Statements Unless specifically noted otherwise, the unit for the following amounts is RMB Yuan. (12) Monetary capital Item Period-end balance Period-beginning balance Amount in Conversion Amount in RMB Amount in Conversion Amount in RMB foreign rate foreign rate currency currency Cash RMB 614,830.06 375,167.26 US$ 973.00 6.4725 6,297.74 542.00 6.6227 3,589.50 HK$ 66,579.69 0.8316 55,367.67 391,696.07 0.8509 333,294.19 Subtotal 676,495.47 712,050.95 Bank deposit - RMB 591,473,712.07 569,665,431.34 US$ 7,485.89 6.4725 48,452.42 6,561.46 6.6227 43,454.75 HK$ 3,537,235.82 0.8316 2,941,565.31 2,806,912.54 0.8509 2,388,401.88 Subtotal 594,463,729.80 572,097,287.97 Other monetary capital RMB 2,675.00 8,839.83 US$ Subtotal 2,675.00 8,839.83 Total 595,142,900.27 572,818,178.75 (13) Accounts receivable 1) Accounts receivable disclosed according to different types Period-end amount Period-beginning amount Book balance Bad debt provision Book balance Bad debt provision Type Proportion Proportion Proportion Proportion Amount Amount Amount Amount (%) (%) (%) (%) Accounts receivable with a significant amount individually, 11,897,173.07 33.60 11,591,915.97 97.43 11,897,173.07 30.66 11,591,915.97 97.43 for which bad debt provision is separately accrued Accounts receivable for which bad debt provision is accrued according to different combinations Bad debt provision accrued for 20,922,679.61 59.09 1,434.14 0.01 24,317,474.64 62.67 1,434.14 0.01 Combination 1 by the aging analysis - 68 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Period-end amount Period-beginning amount Book balance Bad debt provision Book balance Bad debt provision Type Proportion Proportion Proportion Proportion Amount Amount Amount Amount (%) (%) (%) (%) method Subtotal of 20,922,679.61 59.09 1,434.14 0.01 24,317,474.64 62.67 1,434.14 0.01 combinations Accounts receivable with an insignificant amount individually, 2,586,810.03 7.31 2,185,456.80 84.48 2,586,810.03 6.67 2,185,456.80 84.48 for which bad debt provision is separately accrued Total 35,406,662.71 100.00 13,778,806.91 38.92 38,801,457.74 100.00 13,778,806.91 35.51 Notes on types of accounts receivable: 1) Accounts receivable in the combination, for which bad debt provision was accrued by the aging analysis method: Period-end balance Period-beginning balance Duration of the Book balance Book balance Bad debt Bad debt accounts Proportion Proportion Amount provision Amount provision (%) (%) Less than 1 year 20,893,996.81 99.86 24,288,791.91 99.88 - 1-2 years 28,682.80 0.14 1,434.14 28,682.73 0.12 1,434.14 2-3 years - 0.00 - Over 3 years - 0.00 - Total 20,922,679.61 100.00 1,434.14 24,317,474.64 100.00 1,434.14 2) Bad debt provision accrued at the end of the period for the accounts receivable with a significant amount individually, for which impairment tests are separately carried out. Content of account Amount of bad Percentage of Book balance Reason receivable debt provision provision The duration is more than 5 years and the Jiangsu Unicom 3,092,011.09 3,092,011.09 100.00 account is impossible to be recovered. Shenzhen Liyuanshun The duration is more than 5 years and the 1,906,865.35 1,906,865.35 100.00 Industrial Co., Ltd account is impossible to be recovered. Shanghai Tianci The duration is more than 5 years and the 899,000.00 899,000.00 100.00 Industrial Co., Ltd account is impossible to be recovered. Zhejiang Financial The duration is more than 5 years and the 786,000.00 786,000.00 100.00 Information Co., Ltd account is impossible to be recovered. Guangzhou Jiajie There is a big risk in recovery due to the 3,052,571.00 2,747,313.90 90.00 Technology Co., Ltd dispute. Shuangxionghui Fabric The duration is over 5 years and the 2,160,725.63 2,160,725.63 100.00 Co., Ltd account has not been recovered yet. - 69 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Content of account Amount of bad Percentage of Book balance Reason receivable debt provision provision Total 11,897,173.07 11,591,915.97 97.43 3) There are no receivable accounts, the total amount or a large proportion of which have been accrued as bad debt provision before this report period but were recovered or transferred back with the total amount or a large proportion in this report period. 4) No accounts receivable are recovered through other methods like restructuring in this report period. 5) No accounts receivable are actually charged off in this report period. 6) Among the period-end accounts receivable, no accounts are receivable from corporate shareholders that hold over 5% (including 5%) shares with voting right of the Company. 7) Top five period-end accounts receivable Percentage in the total Relationship with Name of company Amount Duration amount of accounts the Company receivable Shenzhen Runneng Digital Within one year Customer 6,282,609.13 17.74 Co., Ltd. (including one year) Guangzhou Jiajie Within one year Customer 3,052,571.00 8.62 Technology Co., Ltd. (including one year) Jiangsu Unicom Customer 3,092,011.09 Over 5 years 8.73 Within one year NipponExpress(HK)Co.,Lyd. Customer 2,186,499.27 6.18 (including one year) Shuangxionghui Fabric Co., Customer 2,160,725.63 Over 5 years 6.10 Ltd. Total 16,774,416.12 47.38 8) For details on the accounts receivable from related parties at the period end, please refer to Section VI (V) in the Notes. 9) There are no receivable accounts whose confirmation is terminated in this report period. 10) There are no receivable accounts taken as objects for securitization in this report period. (14) Advances 1) Advances listed according to different account-age Period-end balance Period-beginning balance Age of the accounts Amount Proportion (%) Amount Proportion (%) Less than 1 year 40,239,253.95 100.00 15,939,292.30 61.36 1-2 years 1,040.00 0.00 35,295.00 0.14 2-3 years 10,000,000.00 38.50 Over 3 years - - Total 40,240,293.95 100.00 25,974,587.30 100.00 2) Top five advances - 70 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Relationship with Reason for not Name of company Amount Duration the Company being settled Tonmac International Electronics Within one year Prepaid rent Partner 20,000,000.00 (Suzhou) Co., Ltd (including one year) charge Xi'an Gaoke (Group) New West Within one year Prepaid rent China Industrial Development Co., Partner 10,000,000.00 (including one year) charge Ltd Prepaid Shanghai Lingba Advertising Co., Within one year Supplier 2,928,000.00 renovation Ltd (including one year) payment Within one year Prepaid park Profit Step Enterprises Limited Supplier 405,129.32 (including one year) rent charge Jiangsu Huahai Fire Engineering Prepaid Within one year Installation Co., Ltd., Jiangning Supplier 262,633.50 renovation (including one year) Branch payment Total 33,595,762.82 3) Among the period-end advances, no advances are receivable from corporate shareholders that hold over 5% (including 5%) of the shares with voting right of the Company. (15) Other receivables 1) Receivables disclosed according to different types: Period-end amount Period-beginning amount Book balance Bad debt provision Book balance Bad debt provision Type Proportion Proportion Proportion Proportion Amount Amount Amount Amount (%) (%) (%) (%) Other receivables with a significant amount individually, for 26,413,223.34 45.52 23,413,223.34 88.64 26,413,223.34 60.96 23,413,223.34 88.64 which bad debt provision is separately accrued Other receivables for which bad debt provision is accrued according to different combinations Combination 1 21,331,460.09 36.77 182,717.40 0.86 6,642,611.49 15.33 182,717.40 2.75 Subtotal of 21331460.09 36.77 182,717.40 0.86 6,642,611.49 15.33 182,717.40 2.75 combinations Other receivables with an insignificant amount individually, for 10,275,391.39 17.71 8,876,168.65 86.38 10,275,391.39 23.71 8,876,168.65 86.38 which bad debt provision is separately accrued - 71 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Period-end amount Period-beginning amount Book balance Bad debt provision Book balance Bad debt provision Type Proportion Proportion Proportion Proportion Amount Amount Amount Amount (%) (%) (%) (%) Total 58,020,074.82 100.00 32,472,109.39 55.97 43,331,226.22 100.00 32,472,109.39 74.94 Notes on types of other receivables: i. Other receivables in the combination, for which bad debt provision is accrued by the aging analysis method: Period-end balance Period-beginning balance Book balance Book balance Duration of the accounts Bad debt Bad debt Proportion Proportion Amount provision Amount provision (%) (%) Less than 1 year 20,181,010.33 94.61 5,483,632.75 82.55 1-2 years 232,598.28 1.09 11,629.91 249,656.25 3.76 12,482.81 2-3 years 124,828.10 0.59 12,482.81 116,299.11 1.75 11,629.91 Over 3 years 793,023.38 3.72 158,604.68 793,023.38 11.94 158,604.68 Total 21,331,460.09 100.00 182,717.40 6,642,611.49 100.00 182,717.40 ii. Bad debt provision accrued at the end of the period for the accounts receivable with a significant amount individually, for which impairment tests are separately carried out. Name of Content of other Amount of Percentage of company receivables Book balance bad debt provision Reason provision No.1: Yangjiang Debt restructuring The duration is more than 5 Yuntong Grease of SEG Orient 8,530,276.35 8,530,276.35 100.00 years and the account is Co., Ltd impossible to be recovered. Creditor’s right Debt restructuring The duration is more than 5 transferred in by of SEG 5,904,271.52 5,904,271.52 100.00 years and the account is SEG Communications impossible to be recovered. Communications Shenzhen Debt restructuring The duration is more than 5 Lianjing Trade of SEG Orient 5,697,287.51 5,697,287.51 100.00 years and the account is Co., Ltd. impossible to be recovered. Shenzhen Top Debt restructuring The duration is more than 5 Industry Co., of SEG Orient 3,281,387.96 3,281,387.96 100.00 years and the account is Ltd. impossible to be recovered. Tonmac International Electronics Rent deposit 3,000,000.00 - - (Suzhou) Co., Ltd Total 26,413,223.34 23,413,223.34 88.64 2) There are no other receivables, the total amount or a large proportion of which have been accrued as bad debt provision before this report period but recovered or transferred back with the total amount or a large proportion in this report period. There are no other receivables recovered in this report period by other methods like restructuring, either. 3) No other receivables are actually charged off in this report period. 4) Other period-end receivables from corporate shareholders that hold over 5% (including 5%) share with voting rights of the Company. Period-end balance Period-beginning balance Name of company Bad debt provision Bad debt provision Book balance accrued Book balance accrued Shenzhen SEG Group 80,000.00 - 80,000.00 - Total 80,000.00 - 80,000.00 - - 72 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 5) Top five of other accounts receivable Relationship Percentage in the total Name of company with the Amount Duration amount of other Nature or content Company accounts receivable No.1: Yangjiang Business related Debt restructuring Yuntong Grease Co., organization 8,530,276.35 Over 5 years 14.70 of SEG Orient Ltd Within one Bao’an Jingyang Business related 6,000,000.00 year 10.34 Hotel rent Hotel organization (including one year) Creditor’s right Debt restructuring transferred in by Business related 5,904,271.52 Over 5 years 10.18 of SEG SEG organization Communications Communications Shenzhen Lianjing Business related 5,697,287.51 Over 5 years 9.82 Debt restructuring Trade Co., Ltd. organization of SEG Orient Shenzhen Top Business related 3,281,387.96 Over 5 years 5.66 Debt restructuring Industry Co., Ltd. organization of SEG Orient Total 29,413,223.34 50.69 6) For details on the accounts receivable from related parties, please refer to Section VI (V) in the Notes. 7) There are no other receivables whose confirmation is terminated in this report period. 8) There are no other receivables taken as objects for securitization in this report period. (16) Inventory 1) Types Period-end balance Period-beginning balance Item Provision for Net book Provision for Net book Book balance inventory value Book balance inventory value price drop price drop Raw materials 74,804.09 74,804.09 Low-cost 278,409.32 278,409.32 151,585.44 151,585.44 consumables Finished products 652,640.44 652,640.44 3,979,497.02 3,979,497.02 (Inventories) Total 931,049.76 931,049.76 4,205,886.55 4,205,886.55 Among which, there is no inventory as guaranty in the period-end balance. There is no inventory whose ownership is restricted in the period-end balance (17) Financial assets available for sale 1) Financial assets available for sale Item Period-end sound value Period-beginning sound value (1) Bonds available for sale - (2) Equity instruments available for 743,973.58 808,297.56 sale Including: 3 Others - Total 743,973.58 808,297.56 (18) Investment in joint ventures and associated enterprises Unit: RMB ten thousand Yuan Total Name of the Voting ratio in Total liabilities Total net assets Net profits of Shareholding Total assets at operating invested the invested at the period at the period this report radio the period end income of this company company end end period report period I. Shenzhen SEG Samsung Co., 22.45 22.45 430,635,382.11 188,173,691.37 242,461,690.74 -25,247,958.21 Ltd. - 73 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Shenzhen SEG Orient Industrial 20.00 20.00 495,120.18 783,822.01 -288,701.83 232,178.13 -55,877.57 Development Co., Ltd. Shanghai SEG Electronics 35.00 35.00 47,081,620.08 19,770,143.05 27,311,477.03 17,078,144.57 3,191,679.98 Market Co., Ltd (19) Long-term equity investment 1) Particulars of long-term equity investment Notes on the occasion Share- where the holdin Ratio proportion g of of the propo votin shares of Impairme Cash rtion g the nt dividen Invested Accounting Investment Period-begin Increase or Period-end in the right invested Impairment provision ds of organization method cost ning balance decrease balance invest in the organizati provision accrued in this ed inves on, held this report report organi ted by the period period zation comp Company, (%) any is not consistent with the voting right Shanghai SEG the equity Electronics method 1,750,000.00 8,441,558.09 1,117,087.99 9,558,646.08 35 35 Market Co., Ltd. Shenzhen SEG the equity 215,645,740.5 118,990,783.20 Samsung Co., method 6 -5,669,357.38 113,321,425.82 22.45 22.45 Ltd. Shenzhen SEG Orient Industrial the equity 400,000.00 -- 0.00 20 20 Development method Co., Ltd. Subtotal by the 127,432,341.29 -4,552,269.39 122,880,071.90 equity method Nanjing the cost Shangsha Co., method 280,000.00 280,000.00 280,000.00 0.68 0.68 Ltd. Shenzhen Tianji Optoelectronic the cost Technology method 105,000.00 105,000.00 105,000.00 105,000.00 Industrial Co., Ltd. Anshan Yibai the cost 15,000.00 15,000.00 15,000.00 Co., Ltd method Shenzhen SEG GPS Scientific the cost 8,275,321.43 13,515,392.83 13,515,392.83 12.5 12.5 Navigations Co., method Ltd Shenzhen SEG Telecom the cost 3,679,217.22 3,679,217.22 3,679,217.22 99.17 99.17 3,679,217.22 Equipment Co., method Ltd Subtotal by the 17,594,610.05 17,594,610.05 3,784,217.22 cost method Total 145,026,951.34 140,474,681.95 3,784,217.22 (20) Investment property Period-beginning Increase in this Decrease in this Item Period-end balance balance report period report period 1. Total original book value 777,742,904.19 0.00 - 777,742,904.19 (1) Houses and buildings 757,293,290.86 0.00 - 757,293,290.86 (2) Land use right 20,449,613.33 0.00 - 20,449,613.33 2. Accumulated depreciation or accumulated amortization in 190,350,802.84 10,424,541.93 - 200,775,344.77 total (1) Houses and buildings 185,395,874.57 10,253,728.10 195,649,602.67 - 74 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 (2) Land use right 4,954,928.27 170,813.83 - 5,125,742.10 3. Total net value of investment 587,392,101.35 -10,424,541.93 - 576,967,559.42 properties (1) Houses and buildings 571,897,416.29 -10,253,728.10 - 561,643,688.19 (2) Land use right 15,494,685.06 -170,813.83 - 15,323,871.23 4. Total accumulated impairment provision for 3,117,633.12 0.00 3,117,633.12 investment properties (1) Houses and buildings 0.00 0.00 (2) Land use right 3,117,633.12 0.00 3,117,633.12 5. Total book value of 584,274,468.23 -10,424,541.93 573,849,926.30 investment properties (1) Houses and buildings 571,897,416.29 -10,253,728.10 561,643,688.19 (2) Land use right 12,377,051.94 -170,813.83 12,206,238.11 The amount of depreciation and amortization in this report period is RMB 10,424,541.93 Yuan. No impairment provision needs to be accrued for investment properties in this report period. (21) Original price and accumulated depreciation of fixed assets 1) Information on fixed assets Period-end book Increase in this report Decrease in this report Period-end book Item balance period period balance 1. Total original book 159,828,083.77 3,532,028.61 2,672,527.31 101,220,899.02 value Thereinto: Houses and 52,917,224.57 14,000.00 95,017.30 25,256,913.05 buildings Machinery equipment 35,437,884.88 2,009,011.40 2,532,010.01 29,081,188.23 Electronic equipment 29,991,820.16 785,615.26 13,500.00 18,101,768.51 Transportation 38,895,678.73 708,380.00 32,000.00 27,297,969.48 equipment Other equipment 2,585,475.43 15,021.95 0.00 1,483,059.75 Period-end book Increase in this Accrual in this Decrease in this Period-end book Item balance report period report period report period balance 2. Total accumulated 100,361,397.72 4,304,921.07 2,301,309.01 61,470,298.11 depreciation: Thereinto: Houses 25,337,930.35 1,039,875.34 0.00 28,619,169.56 and buildings Machinery 29,604,186.84 1,022,037.74 2,277,729.01 4,578,006.77 equipment Electronic 17,329,653.25 558,720.66 13,500.00 13,207,387.57 equipment Transportation 26,621,589.48 1,559,428.19 10,080.00 13,823,437.44 equipment Other equipment 1,468,037.80 124,859.14 0.00 1,242,296.77 - 75 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Period-end book Increase in this report Decrease in this report Period-end book Item balance period period balance 1. Total original book 59,466,686.05 -772,892.46 371,218.30 39,750,600.91 value Thereinto: Houses and 27,579,294.22 -1,025,875.34 95,017.30 -3,362,256.51 buildings Machinery equipment 5,833,698.04 986,973.66 254,281.00 24,503,181.46 Electronic equipment 12,662,166.91 226,894.60 0.00 4,894,380.94 Transportation 12,274,089.25 -851,048.19 21,920.00 13,474,532.04 equipment Other equipment 1,117,437.63 -109,837.19 0.00 240,762.98 Period-end book Increase in this report Decrease in this report Period-end book Item balance period period balance 1. Total impairment 584,618.74 584,618.74 provision Thereinto: Houses and 584,618.74 584,618.74 buildings Machinery equipment Electronic equipment Transportation equipment Other equipment Period-end book Increase in this report Decrease in this report Period-end book Item balance period period balance 1. Total book value of 58,882,067.31 -772,892.46 371,218.30 57,737,956.55 fixed assets Thereinto: Houses and 26,994,675.48 -1,025,875.34 95,017.30 25,873,782.84 buildings Machinery equipment 5,833,698.04 986,973.66 254,281.00 6,566,390.70 Electronic equipment 12,662,166.91 226,894.60 0.00 12,889,061.51 Transportation 12,274,089.25 -851,048.19 21,920.00 11,401,121.06 equipment Other equipment 1,117,437.63 -109,837.19 0.00 1,007,600.44 The depreciation amount accrued in this report period is RMB 4,304,921.07 Yuan. No fixed assets are transferred from construction in progress in this report period. 2) There are no fixed assets that are temporarily idle at the end of the period. 3) There are no fixed assets obtained through financing lease at the end of the period. 4) There are no fixed assets obtained through operating lease at the end of the period. 5) There are no fixed assets that are held for sale at the end of the period. 6) Period-end fixed assets not gaining the property right certificate Reason for not gaining the property Anticipated time to gain the Item Book value right certificate property right certificate - 76 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 They are built with funds collected by Houses and buildings 3,157,715.07 buyers, for which not all proceedings are dealt with Machinery equipment Transportation equipment Electronic equipment Total (22) Construction in progress Period-end balance Period-beginning balance Item Impairment Impairment Book balance Book value Book balance Book value provision provision Elevator refitting 342,600.00 - 342,600.00 Fulin Building 6,785,410.06 - 6,785,410.06 Renovation Project Nanjing SEG 1,865,001.30 1,865,001.30 Decoration Project Total 1,865,001.30 1,865,001.30 7,128,010.06 - 7,128,010.06 1) Changes on projects of major construction in progress Prop Including: ortio Interest Accumula Trans n of Accumula ted capitali Period- Increase in ferre ted zation cost amount of Other amount of rate in Source of Period-end Project name Budget beginning this report d into in Progress interest decrease interest this capital balance balance period fixed the capitalizat assets capitalizat report bud ion in this ion period get report (%) (%) period Fulin Building Self- 6,785,410.06 471,755.22 7,257,165.28 Completed Renovation prepared Nanjing SEG Self- Decoration 15,000,000.00 1,865,001.30 12.43 45.00 1,865,001.30 prepared Project Total 6,785,410.06 2,336,756.52 7,257,165.28 1,865,001.30 (23) Intangible assets 1) Intangible assets Period-end book Increase in this Decrease in this Period-end book Item balance report period report period balance 1. Total original book value 2,004,739.24 19,800.00 2,024,539.24 (1) UFIDA Software 494,480.00 19,800.00 514,280.00 (2) KOA Software 1,280,500.00 1,280,500.00 (3) Money collection software 70,000.00 70,000.00 (4) Land use right 159,759.24 159,759.24 2. Total accumulated amortization 1,373,374.31 94,779.80 1,468,154.11 (1) UFIDA Software 448,125.7 73,179.96 521,305.66 (2) KOA Software 817,215.88 10,048.02 827,263.90 (3) Money collection software 65,333.17 10,168.83 75,502.00 (4) Land use right 42,699.56 1,382.99 44,082.55 - 77 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 3.Net book value of intangible 631,364.93 -74,979.80 556,385.13 assets (1) UFIDA Software 46,354.30 -53,379.96 -7,025.66 (2) KOA Software 463,284.12 -10,048.02 453,236.10 (3) Money collection software 4,666.83 -10,168.83 -5,502.00 (4) Land use right 117,059.68 -1,382.99 115,676.69 4. Total impairment provision - (1) UFIDA Software - (2) KOA Software - (3) Money collection software - (4) Land use right - 5.Total book value of intangible 631,364.93 -74,979.80 556,385.13 assets (1) UFIDA Software 46,354.30 -53,379.96 -7,025.66 (2) KOA Software 463,284.12 -10,048.02 453,236.10 (3) Money collection software 4,666.83 -10,168.83 -5,502.00 (4) Land use right 117,059.68 -1,382.99 115,676.69 The amortization amount of this report period is RMB 94,779.80 Yuan. No intangible assets are used as mortgage or loan security at the end of the period. (24) Goodwill Name of the invested organization Increase in Period-end Period-beginni Decrease in this Period-end or the item contributing to a this report impairment ng balance report period balance goodwill period provision Changsha SEG Development Co., 10,328,927.82 -- -- 10,328,927.82 -- Ltd Total 10,328,927.82 -- -- 10,328,927.82 -- Item Amount Investment cost 69,000,000.00 Book value of the net assets of the invested organization 57,508,384.14 Estimated increment of net assets 93,383,233.24 Deferred income tax liabilities incurred by the estimated increment of net assets -23,345,808.30 Sound value of the net assets of the invested organization 127,545,809.08 Share-holding proportion in the invested organization 46.00% The difference caused when the investment cost is more than the recognizable net assets 10,328,927.82 of the invested organization, which should be enjoyed at the time of acquisition The Company purchased 46% of the equity of Changsha SEG Development Co., Ltd with the price of RMB 69,000,000 Yuan in March 2009. The net assets in book value of Changsha SEG Development Co., Ltd was RMB 57,508,384.14 Yuan in the current month while the net assets in sound value of Changsha SEG - 78 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Development Co., Ltd after the evaluation for the added value was carried out. Thus, a goodwill amounting to RMB 10,328,927.82 Yuan was formed. (25) Long-term expenses to be apportioned Amortization Period-beginni Increase in this Period-end Reason for Item amount in this Other decrease ng balance report period balance other decrease report period Expense on equipment 3,659,161.33 8,594,451.24 1,318,343.89 10,935,268.68 -- improvement Firefighting 203,435.62 0.00 28,135.35 175,300.27 -- renovation Land price of Tower B and supporting 464,221.01 1,129,822.00 558,372.84 1,035,670.17 -- facilities fee for market Other long-term 9,650,979.55 494,451.79 1,658,942.02 8,486,489.32 -- expenses to be apportioned Total 13,977,797.51 10,218,725.03 3,563,794.10 20,632,728.44 -- (26) Deferred income tax assets and liabilities 1) Deferred income tax assets and liabilities that have been confirmed Period-beginning Item Period-end amount amount Deferred income tax assets Bad debt provision 6,944,056.05 6,944,056.05 Provision for inventory price drop Impairment provision for long-term equity investment 869,012.14 869,012.14 Impairment provision for fixed assets 140,308.50 140,308.50 Impairment provision for investment properties 748,231.95 748,231.95 Impairment provision for intangible assets Difference in amortization of rent cost 265,921.33 265,921.33 Temporary difference formed by prepaid rent received 163,408.80 1,151,008.15 Total 9,130,938.77 10,118,538.12 Deferred income tax liabilities Changes on the sound value of financial assets available for sale, which is accrued 156,856.45 172,294.20 as capital public reserve Change of the sound value of houses and buildings due to mergers (by evaluating 20,850,725.04 21,405,187.99 the increase in value) Total 21,007,581.49 21,577,482.19 - 79 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 2) Amount of temporary difference caused by assets or liabilities incurring the difference Item Amount of temporary difference (1) Bad debt provision for accounts receivable 28,875,201.67 (2) Provision for inventory price drop - (3) Depreciation provision for long-term equity investments 3,679,217.22 (4) Impairment provision for fixed assets 584,618.74 (5) Financial assets available for sale (中文编了两个 5。英文已调整。) 653,568.54 (6) Changes on the sound value of houses and buildings 83,402,900.16 (7) Impairment provision for investment properties 3,117,633.12 Total 120,313,139.45 3) The deferred income tax assets not confirmed Item Balance (1) Bad debt provision for accounts receivable 17,375,714.63 (2) Depreciation provision for long-term equity investments 105,000.00 Total 17,480,714.63 (27) Asset impairment provision Decrease in this Increase in this report period report period Period-beginning Item Accrual in Period-end balance balance Write Write this report Other transfer-in back off period Bad debt provision 46,250,916.30 46,250,916.30 Impairment provision for long-term equity 3,784,217.22 3,784,217.22 investment Impairment provision for investment 3,117,633.12 3,117,633.12 properties Impairment provision 584,618.74 584,618.74 for fixed assets Total 53,737,385.38 53,737,385.38 (28) Accounts payable Item Period-end balance Period-beginning balance Less than 1 year 6,033,492.11 12,477,050.78 1-2 years 2,482,051.65 846,539.61 2-3 years 734,303.92 Over 3 years 125,191.00 71,362.00 Total 8,640,734.76 14,129,256.31 1) Among the period-end balance, no accounts are payable to the shareholders that hold over 5% (including 5%) shares with voting right of the Company. - 80 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 2) Among the period-end balance, no accounts are payable to related parties. 3) The accounts payable with the account-age more than 1 year is the deposit payable. (29) Advances from customers Item Period-end balance Period-beginning balance Less than 1 year 107,871,078.42 119,985,646.63 1-2 years 6,000,589.66 1,989.66 2-3 years 500,000.00 Over 3 years 102,748.56 Total 113,871,668.08 120,590,384.85 1) Among the period-end balance, no advances are receivable from corporate shareholders that hold over 5% (including 5%) shares with voting right of the Company. 2) Among the period-end balance, no advances are receivable from related parties. (30) Wages payable Period-beginning Increase in this report Decrease in this Item Period-end balance balance period report period (1) Wages, bonuses, 6,386,989.74 12,409,651.06 14,429,286.72 4,367,354.08 allowances and subsidies (2) Benefits of employees 689,517.72 637,526.98 51,990.74 (3) Social insurance 8,739.18 984,472.30 984,807.30 8,404.18 premiums (4) Housing fund 3,042,449.25 -9,847.48 748,666.00 2,283,935.77 (5) Labor union expenditures 146,063.93 250,886.67 226,507.05 170,443.55 and education expenditure (6) Compensation due to 50,000.00 50,000.00 0.00 termination of labor contracts (7) Others 680,042.57 84,898.60 684,898.60 80,042.57 Total 10,264,284.67 14,459,578.87 17,761,692.65 6,962,170.89 There are no arrears among the wages payable to employees. (31) Taxes and fees payable Taxes and fees Period-end balance Period-beginning balance Operating tax -1,594,712.58 -1,228,826.70 Value-added tax -6,111,940.79 369,013.45 Enterprise income tax 12,253,536.60 13,819,583.41 Housing property tax 608,218.12 1,045,080.06 Urban maintenance and construction tax 51,744.97 -8,596.42 Education surtax 79,764.99 47,941.35 Withholding and paying of individual 806,386.55 558,396.46 income tax Stamp tax and water fund 13,626.46 15,410.60 Others 63,561.20 -580,881.22 - 81 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Total 6,170,185.52 14,037,120.99 (32) Dividends payable Reason for not making Name of company Period-end balance Period-beginning balance payment exceeding one year Shenzhen SEG Computers 305,910.00 258,390.00 Co., Ltd. Nanjing Shangsha Co., Ltd. 285,120.00 237,600.00 Individual shares 204,079.74 167,727.08 A shares 3,881.48 3,881.48 B shares 45,698.54 45,698.54 Others 70,223.27 103,823.27 Shenzhen SEG Group 225,720.00 178,200.00 Service Co., Ltd. China Electronic Appliance 392,040.00 297,000.00 (Shenzhen) Co., Ltd. Total 1,532,673.03 1,292,320.37 (33) Other payables Item Period-end balance Period-beginning balance Less than 1 year 72,266,430.62 59,808,040.39 1-2 years 18,119,057.42 17,526,559.04 2-3 years 13,323,431.30 11,660,526.40 Over 3 years 21,293,025.93 21,800,444.63 Total 125,001,945.27 110,795,570.46 1) Among the period-end balance, no accounts are payable to the shareholders that hold over 5% (including 5%) shares with voting right of the Company. 2) Among the period-end balance, no accounts are payable to related parties. - 82 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 (34) Share capital Increase/Decrease of the period Period-beginning Item New share Capitalization of Period-end balance balance Bonus share Others Total offering public reserve 1. Restricted shares (1)State-held shares (1) State-owned shares (2) State-owned legal person’s shares (3) Other shares held by domestic capital 35,464.00 35,464.00 Including: Shares held by foreign legal persons Shares held by domestic natural persons 35,464.00 35,464.00 (4)Shares held by foreign capital Including: Shares held by foreign legal persons Shares held by foreign natural persons Total of restricted shares 35,464.00 35,464.00 2.Non-restricted shares (1)RMB common shares (A Share) 538,302,228.00 538,302,228.00 (2) Domestically listed foreign shares (B 246,461,318.00 246,461,318.00 Share) (3) Overseas listed foreign shares (H Share) (4)Others Total of non-restricted shares 784,763,546.00 784,763,546.00 Total 784,799,010.00 784,799,010.00 The aforementioned capital has been audited in the capital verification report (XIN DE YAN ZI ZI [2006] No. 018 (2006) issued by Shenzhen Tianjian Xinde Certified Public Accountants. - 83 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 (35) Capital public reserve Period-beginning Increase in this Decrease in this Item Period-end balance balance report period report period 1. Capital premium (share premium) (1) Capital by investors 325,329,854.26 325,329,854.3 (2) Influence of the merger of the enterprises under the control of the same entity Subtotal 325,329,854.26 325,329,854.26 2. Other capital public reserve (1) Other changes on owners’ equity of the invested organization except net 81,396,966.96 81,396,966.96 gains and losses (2) Profit or loss from change of the sound value of financial assets available 363,259.38 32,548.45 330,710.93 for sale (3) Others 594,638.96 594,638.96 Subtotal 82,354,865.30 32,548.45 82,322,316.85 Total 407,684,719.56 32,548.45 407,652,171.11 (36) Surplus reserve Period-beginning Increase in this Decrease in this Item Period-end balance balance report period report period Statutory surplus reserve 102,912,835.67 102,912,835.67 Free surplus reserve Reserve fund Enterprise development fund Others Total 102,912,835.67 102,912,835.67 (37) Retained profits Accrual/Distribution Item Amount Rate Before adjustment Retained profits of the end of the previous period -211,002,081.30 After adjustment Total period-beginning retained profits (+ for increase, - for decrease) After adjustment Period-beginning retained Profit -211,002,081.30 Plus: Net profits attributable to owners of the parent company 26,332,388.35 Less: Accrual of statutory surplus reserve Accrual of free surplus reserve Accrual of reserve fund Accrual of enterprise development fund Accrual of welfare and bonuses of employees Accrual of general risk provision - 84 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Accrual/Distribution Item Amount Rate Ordinary share dividends payable Ordinary share dividends converted to share capital Retained Profit at the End of the period -184,669,692.95 (38) Operating income and cost 1) Operating income Amount of the current Amount of the Item year previous year Main operating income 189,952,023.78 168,134,279.97 Other business income 13,453,197.71 10,163,148.23 Main operating cost 139,677,519.73 115,458,375.39 Other business cost 72,866.19 75,072.22 2) Main operating businesses (classified by industries) Amount of the current year Amount of the previous year Name of company Operating revenue Operating cost Operating revenue Operating cost Electronics market and 114,234,723.15 67,755,024.25 107,224,982.31 63,069,786.57 property operation Storage and 33,871,997.01 28,060,720.22 35,455,889.46 28,654,742.42 transportation Trade 37,196,194.67 36,711,465.42 21,127,837.80 20,667,191.37 Hotel 4,625,408.95 3,874,273.06 4,325,570.40 3,066,655.03 E-commerce 23,700.00 3,276,036.78 Total 189,952,023.78 139,677,519.73 168,134,279.97 115,458,375.39 3) Main operating businesses (classified by districts) Name of Amount of the current year Amount of the previous year district Operating revenue Operating cost Operating revenue Operating cost Shenzhen 137,062,863.46 91,184,974.30 116,730,503.94 70,412,867.28 Xi’an 12,221,935.55 10,499,340.73 10,944,666.35 9,559,865.30 Suzhou 16,949,208.82 14,072,223.94 14,500,484.40 12,363,360.64 Changsha 10,904,646.27 8,856,665.68 10,364,165.27 8,034,371.46 Nanjing 0.00 2,165,406.61 0.00 0.00 Overseas 12,813,369.68 12,898,908.47 15,594,460.01 15,087,910.71 Total 189,952,023.78 139,677,519.73 168,134,279.97 115,458,375.39 4) Operating income of top five customers of the Company Proportion in the total operating Name of customer Total operating income income of the Company (%) Shenzhen Runneng Digital Co., Ltd 16,786,634.70 8.84 Nippon Express (HK) Co., Lyd. 6,513,382.83 3.43 Ricoh Express (Shenzhen) Warehouse Ltd. 4,402,725.96 2.32 - 85 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Proportion in the total operating Name of customer Total operating income income of the Company (%) Shenzhen SED Electronics Sales Corporation 3,444,444.44 1.81 Shenzhen Hongxuda Communications Technology 3,170,940.17 1.67 Co., Ltd. Total 34,318,128.10 18.07 (39) Operating tax and surcharges Amount happened in this Amount happened in the Item year previous year Operating tax 7,475,756.19 6,909,259.43 Urban construction tax 339,988.63 157,038.33 Education surtax 218,717.68 189,478.75 Others 38,359.51 10,026.14 Total 8,072,822.01 7,265,802.65 (40) Financial expenses Amount happened in this Amount happened in the Category year previous year Interest expenses Less: Less: Interest income 5,390,036.91 2,804,525.63 Gains and losses on exchange 405,016.18 228,416.59 Bank commission fee 119,493.17 71,432.86 Others Total -4,865,527.56 -2,504,676.18 (41) Investment income 1) Statement of investment income Amount happened in this Amount happened in the Item year previous year Long-term equity investment income by the cost method Long-term equity investment income by the equity method -4,552,269.39 -5,812,038.56 Income from disposal of long-term equity investments Income during the time of holding transaction financial assets Income from held-to-maturity investments Income during the time of holding financial assets available for sale Income from disposal of transaction financial assets Income from held-to-maturity investments Income from financial assets available for sale 2,947,815.81 Others Total -4,552,269.39 -2,864,222.75 2) Income from long-term equity investment by the equity method - 86 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Reason for increase or Amount happened in this Amount happened in the Invested organization decrease compared to the year previous year previous year Shenzhen SEG Samsung Co., Ltd. -5,669,357.38 -7,192,975.88 Shanghai SEG Electronics Market Co., 1,117,087.99 Ltd 1,380,937.32 Total -4,552,269.39 -5,812,038.56 3) Notes on investment income There is no major restriction on the repatriation of the investment income. (42) Non-operating income Amount recorded into Amount happened in this Amount happened in the non-recurring gains and Item year previous year losses of the current period Total profit from disposal of non-current 100,000.00 252,264.72 100,000.00 assets Including: Profit from disposal of fixed 39,993.35 252,264.72 39,993.35 assets Profit from disposal of intangible assets Reward for having no work injuries in the year Income from donations Income from penal sum Accounts not required to be paid 163,531.41 Income from lawsuits Others 262,863.65 176,207.97 262,863.65 Total 362,863.65 592,004.10 362,863.65 (43) Non-operating expenses Amount recorded into Amount happened in this Amount happened in the non-recurring gains and Item year previous year losses of the current period Total disposal loss of non-current assets 22,683.12 98,576.31 22,683.12 Including: Disposal loss of fixed assets 22,683.12 98,576.31 22,683.12 Disposal loss of intangible assets 3.Loss from debt restructuring 2.Loss from transfer of non-monetary assets Donation expenses 320,000.00 Charitable donation expenses - 87 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Amount recorded into Amount happened in this Amount happened in the non-recurring gains and Item year previous year losses of the current period Abnormal loss Others 16,177.74 53,178.13 16,177.74 Total 38,860.86 471,754.44 38,860.86 (44) Income tax Amount happened in Amount happened in Item this year the previous year Income tax of this report period calculated according to tax laws and 12,050,328.17 10,469,434.80 relevant regulations Deferred income tax 417,698.65 -554,462.94 Total 12,468,026.82 9,914,971.86 (45) Calculation process for basic EPS and diluted EPS Amount happened in Amount happened in Item this year the previous year Net profit attributable to common shareholders of the Company (P1) 26,332,388.35 26,896,844.71 Non-recurring gains and losses 188,334.57 2,328,770.02 Net profit attributable to common shareholders of the Company after 26,139,965.79 24,568,074.69 deduction of -recurring losses and gains (P2) Period-beginning shares in total (S0) 784,799,010.00 784,799,010.00 Shares increased because the capital public reserve is transferred as share capital or share dividends are distributed (S1) Shares increased because new shares are issued or liabilities are transferred as shares (Si) Shares decreased due to repurchases (Sj) Shares merged (Sk) Month No. of this report period (M0) Month No. from the next month after shares are increased to the end of this report period (Mi) Month No. from the next month after shares are decreased to the end of this report period (Mj) Weighted average of common shares 784,799,010.00 784,799,010.00 (S1=S0+S1+Si×Mi÷M0-Sj×Mj÷M0-Sk) Net profit attributable to common shareholders of 0.03355 0.0343 the Company (=P1÷S1) Basic earnings per Net profit attributable to common shareholders of share the Company after deduction of the non-recurring 0.0333 0.0313 losses and gains (=P2÷S1) Diluted earnings per share Net profit attributable to common shareholders of 0.03355 0.0343 the Company (=[P1+( Interests of the diluted latent - 88 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Amount happened in Amount happened in Item this year the previous year common shares confirmed as expenses – Conversion expenses)×(1—Income tax rate)]/(S0+S1+Si×Mi÷M0—Sk+ Weighted average of common shares increased by share warrants, share options and convertible bonds)) Net profit attributable to common shareholders of the Company after deduction of non-recurring gains and losses(=[P2+( Interests of the diluted latent common shares confirmed as expenses—Conversion 0.0333 0.0313 expenses)×(1—income tax rate )]/(S0+S1+Si×Mi÷M0—Sk+ Weighted average of common shares increased by share warrants, share options and convertible bonds)) (46) Other comprehensive income Amount happened in Amount happened in Item this year the previous year 1. Gains (losses) from financial assets available for sale -64,323.98 84,349.37 Less: Influence of income tax incurred from financial assets available for 18,556.86 sale -15,437.76 Net gains and losses recorded into other consolidated income in the 1,939,809.3300 previous period and transferred back in this report period Subtotal -48,886.22 -1,874,016.82 2. Enjoyed shares of other consolidated income of invested organizations by the equity method Less: Influence on income tax by enjoyed shares of other consolidated income of invested organizations by the equity method Net gains and losses recorded into other consolidated income in the previous period and transferred back in this report period Subtotal - 0.00 3. Profit (or loss) from arbitrage tools of cash flows Less: Influence on income tax by arbitrage tools of cash flows Net gains and losses recorded into other consolidated income in the previous period and transferred back in this report period Adjustment of the initial confirmed amount transferred as arbitraged items Subtotal - 0.00 4. Translation difference of the financial statements in foreign currency 89,449.29 42,759.60 Less: Net gains and losses transferred in from disposal of overseas assets in this report period Subtotal 89,449.29 42,759.60 5. Others 12,572,000.00 Less:Influence on income tax by others recorded into other consolidated - 89 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 income Net amount of others recorded into other consolidated income in the previous period and transferred back in this report period Subtotal 12,572,000.00 Total 40,563.07 10,740,742.78 (47) Supplementary materials for the cash flow statement 1) Supplementary materials for the cash flow statement Amount of the previous Item Amount of this year year 1. Reconciliation of net Profit to cash flows of operating activities Net profit 28,021,679.64 29,291,301.57 Plus: Asset impairment provision - Depreciation of fixed assets, oil & gas assets and consumable biological 14,729,463.00 14,750,550.85 assets Amortization of intangible assets 94,779.80 154,488.52 Amortization of long-term expenses to be apportioned 3,563,794.10 3,184,295.96 Loss on disposal of fixed assets, intangible assets, and other long-term -45,316.88 -153,688.41 assets (Profit will be marked with "-") Loss on discard of fixed asset (Profit will be marked with "-") - - Loss on change of sound value (Profit will be marked with "-") - Financial expenses (Profit will be marked with "-") Loss on investment (Profit will be marked with "-") 4,552,269.39 2,864,222.75 Decrease of deferred income tax assets (Profit will be marked with "-") 987,599.35 Increase of deferred income tax liabilities (Decrease will be marked with -569,900.70 -1,083,031.79 "-") Decrease of inventories (Increase will be marked with "-") 3,274,836.79 2,567,128.02 Decrease of operating accounts receivable (Increase will be marked with -25,559,760.22 -8,759,981.86 "-") Increase of operating accounts payable (Decrease will be marked with "-") -6,609,233.68 -15,200,948.47 Others 585,722.03 634,575.86 Net cash flow from operating activities 23,025,932.62 28,248,913.00 2. Investment and financing activities not Involving cash receipts and payments Conversion of debt into capital Convertible bonds due within one year Fixed assets acquired by financing lease Net change in cash and cash equivalents 3. Cash at the end of the period 595,142,900.27 506,807,397.50 Less: cash at the beginning of the period 572,818,178.75 485,135,270.94 Plus: cash equivalents at the end of the period Less: Cash equivalents at beginning of the period Net increase in cash and cash equivalents 22,324,721.52 21,672,126.56 - 90 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 2) Composition of cash and cash equivalents: Period-beginning Item Period-end balance balance I. Cash 595,142,900.27 572,818,178.75 Including: Cash on hand 676,495.49 506,807,397.50 Bank deposits available for payment at any time 594,463,729.78 695,995.26 Other monetary capital available for payment at any time 2,675.00 Accounts in the central bank available for payment Accounts deposited in the enterprises of the same industry Accounts borrowed from the enterprises of the same industry II. Cash equivalents Including: Bond investments due within 3 months III. Period-end balance of cash and cash equivalents 595,142,900.27 572,818,178.75 vi. Related parties and relevant transactions (48) Information on the parent company of the Company Amount unit: RMB Ten Thousand Yuan Voting right Share-holding The ultimate Name of proportion Type of Place of Legal Nature of Registered proportion over controlling Organization parent Relationship over the enterprise registration representative business capital the Company party of the code company Company (%) Company (%) Shenzhen Limited The largest Sun SEG liability Shenzhen State-owned 135,542.00 30.24 30.24 19218093-0 shareholder Shengdiian Group company (49) Information on subsidiaries of the Company: Unit: Amount unit: RMB ten thousand Yuan Voting Share-holding Type of Type of Place of Legal Nature of Registered right Organization Full name of subsidiary proportion subsidiary enterprise registration representative business capital proportion code (%) (%) Limited Xi’an SEG Electronics Share-controlled Service liability Xi’an Li Zhenhua 3,000 650.00 650.00 742830724 Market Co., Ltd subsidiary industry company Shenzhen SEG Limited Share-controlled Service Electronics Market liability Shenzhen Liu Zhijun 3,000 700.00 700.00 774131178 subsidiary industry Management Co., Ltd company Limited Suzhou SEG Electronics Share-controlled Service liability Su Zhou Zheng Dan 3,000 450.00 450.00 78205845X Market Co., Ltd subsidiary industry company Shenzhen SEG Baohua Share-controlled Company Service Shenzhen Zhang Weimin 30,808.80 665.80 665.80 19219334-4 Enterprise Development subsidiary limited by industry - 91 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Voting Share-holding Type of Type of Place of Legal Nature of Registered right Organization Full name of subsidiary proportion subsidiary enterprise registration representative business capital proportion code (%) (%) Co., Ltd. shares Shenzhen SEG Storage Limited Share-controlled Service and Transportation Co., liability Shenzhen Wang Kou 66,000 995.90 995.90 192177694 subsidiary industry Ltd. company Limited Shenzhen SEG Industry Share-controlled Service liability Shenzhen Li Lifu 25,500 917.90 917,90 19219150-9 Investment Co., Ltd subsidiary industry company Limited Changsha SEG Share-controlled Service liability Changsha Zhu Longqing 35,000 460 510 616600581 Development Co., Ltd subsidiary industry company Limited Shenzhen SEG Share-controlled E-commer liability Shenzhen Liu Zhijun 48,000 510 510 56854637-2 E-Commerce Co., Ltd subsidiary ce company Shenzhen SEG Limited Share-controlled Service Electronics Market liability Nanjing Zhu Longqing 20,000 1,000 1,000 571581021 subsidiary industry Management Co., Ltd company Shenzhen Chengguo Limited Share-controlled Service Business Hotel liability Shenzhen Bo Hongxi 10,000 665.80 665.80 69556368-5 subsidiary industry Management Co., Ltd company Shenzhen SEG Orient Foreign Share-controlled Industrial Development investment Shenzhen Kang Le Storage HK$16,600 995.90 995.90 618820094 subsidiary Co., Ltd. enterprise SEG (Hong Kong) Share-controlled Overseas Transporta 190134720000 Hong Kong Kang Le HK$500 995.90 995.90 Company Limited subsidiary subsidiary tion 4104 (50) Information on the joint ventures and associated enterprises of the Company Legal Name of the invested Type of Place of person Nature of Registered Shareholding Voting ratio in the Name of company enterprise registration representa business capital radio invested company company tive Shenzhen SEG Samsung Company Associated Shenzhen Manufacturing 89,667.15 22.45 22.45 Co., Ltd. limited by shares enterprise Shanghai SEG Limited liability Associated Electronics Market Shanghai Service industry 500.00 35 35 company enterprise Management Co., Ltd Shenzhen SEG Orient Limited liability Associated Industrial Development Shenzhen Service industry 200.00 20 20 company enterprise Co., Ltd. (51) Information on other related parties - 92 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Relationship between other related parties and the Name of the related party Company Shenzhen SEG Square Investment & Development Co., Ltd. Subsidiary of the first majority shareholder Shenzhen SEG Property Development Co., Ltd. Subsidiary of the first majority shareholder Shenzhen SEG Group Service Co., Ltd Subsidiary of the first majority shareholder Shenzhen SEG Computers Co., Ltd Subsidiary of the first majority shareholder Shenzhen SEG Hi-tech Industrial Co., Ltd Subsidiary of the first majority shareholder (52) Transactions with related parties 1) The transactions among the subsidiaries that have controlling relationship with the Company and have been included in the consolidation scope as well as the transactions between the subsidiaries and the parent company have been offset. 2) Information on leases between the Company and related parties Lease taking Basis for Lease Lease Influence of Name of Name of Information on leased Rent confirmation beginning ending rent charge on lessor lessee assets amount of rent date date the Company charge The warehouse with its Shenzhen Shenzhen area of 809.26 square The lease SEG Group SEG Co., th 2011.4.1 2013.3.31 516,000 Minor meters on the 8 floor of contract Co., Ltd. Ltd. SEG Plaza 3) Information on entrusted operation Beginning Influence of Information Ending date Entrusted Basis for Name of Name of date of rent charge on leased of entrusted operation fee confirmation trustor trustee entrusted on the assets operation and benefits of rent charge operation Company SEG Entrusted Shenzhen Shenzhen Communicati operation fee Entrusted SEG Group SEG Co., ons Market in 2011.2.1 2015.1.31 of RMB operation Minor Co., Ltd. Ltd Huaqiang 200,000 contract Road (N) Yuan+royalties The Company received an entrusted operation fee of RMB 200,000 Yuan for the year 2011 in this report period. Accounts receivable from and payable to related parties (1) Accounts receivable from and payable to related parties Item Related party: Period-end balance Period-beginning balance Other receivables Shenzhen SEG Property Development Co., Ltd. 2,000.00 2,000.00 - 93 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Item Related party: Period-end balance Period-beginning balance Shenzhen SEG Orient Industrial Development 443,910.00 443,910.00 Co., Ltd. Shenzhen SEG Group 80,000.00 80,000.00 vii. Contingency The Company has no contingency items that need to be disclosed. viii. Matters Occurring after the Issuance of the Balance Sheet There are no matters occurring in the Company after the balance sheet date. ix. Notes on other important matters (53) Major dispute arising from sales Guangzhou Jiajie Technology Co., Ltd. (hereinafter referred to as Guangzhou Jiajie) signed the SYBASE Purchase Contract with Shenzhen SEG Industry Investment Co., Ltd. (hereinafter referred to as SEG Industry), a subsidiary of the Company, on June 25, 2010 and Guangzhou Jiajie purchased the SYBASE software from SEG Industry for sale. Due to the difference of the representation of the payment terms in the Purchase Contract separately held by SEG Industry and Guangzhou Jiajie, the two parties had a dispute on the issue of payment. Two optional payment terms were included in the Purchase Contract: the first term provided that the Seller shall issue a VAT invoice of the full amount of the contract to the Buyer within 60 days after the goods arrive at the place of delivery and are qualified upon inspection and acceptance through power-on operation (i.e., before August 30, 2010) and the Buyer shall make full payment for the goods; the second term provided that the Seller shall issue a value-added tax invoice for the full amount to the Buyer and the Buyer shall make the payment within 7 days after receiving the full amount of the payment from users. Both of the terms in the Purchase Contract held by SEG Industry were marked with “√” while only the second term in the Purchase Contract held by Guangzhou Jiajie was marked with “√”. Guangzhou Jiajie sold the SYBASE software to Guangzhou Yushi Information Technology Co., Ltd (hereinafter referred to as Guangzhou Yushi) that sold the software to end users. Because Guangzhou Yushi has not made payment to Guangzhou Jiajie, the latter filed a lawsuit against the former. The legal person of Guangzhou Yushi had migrated to another country. By analyzing the Purchase Contract held by Guangzhou Jiajie, the prerequisite for the payment by Guangzhou Jiajie is that Guangzhou Jiajie received the payment from Guangzhou Yushi. According to the lawyer’s opinion, it is very likely that the payment cannot be recovered. The amount of the contract object is RMB 3,052,571.00 Yuan, for which RMB 2,747,313.90 Yuan, 90% of the amount, was accrued as bad debt provision at the end of 2010. The Company has filed a lawsuit in the court, and the court has accepted the case and will hold a hearing on a certain date. (54) Suspension The Company was notified on February 28, 2011 by the majority shareholder that the latter was planning important events, so the shares of the Company were delisted from March 1, 2011 in order to prevent abnormal price changes and protect the interests of investors. - 94 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 x. Notes on main items in the financial statements of the parent company (55) Accounts receivable 1) Accounts receivable Period-end amount Period-beginning amount Book balance Bad debt provision Book balance Bad debt provision Type Proportion Proportion Proportion Proportion Amount Amount Amount Amount (%) (%) (%) (%) Accounts receivable with a significant amount individually, for 5,503,030.33 89.09 5,503,030.33 100.00 5,503,030.33 89.09 5,503,030.33 100.00 which bad debt provision is separately accrued Accounts receivable for which bad debt provision is accrued according to different combinations Combination 1 Combination 2 Subtotal of combinations Accounts receivable with an insignificant amount individually, for 674,141.46 10.91 274,141.46 40.67 674,141.46 10.91 274,141.46 40.67 which bad debt provision is separately accrued Total 6,177,171.79 100.00 5,777,171.79 93.52 6,177,171.79 100.00 5,777,171.79 93.52 2) Bad debt provision accrued at the end of the period for the accounts receivable with a significant amount individually, for which impairment tests are separately carried out. Amount of bad Percentage of Name of company Book balance Reason debt provision provision The account cannot be recovered Li Zhenhua 5,503,030.33 5,503,030.33 100 because the duration is long. Total 5,503,030.33 5,503,030.33 100 - 3) There is no occasion that an account receivable was charged off in this report period. 4) Among the period-end accounts receivable, no accounts are receivable from corporate shareholders that hold over 5% (including 5%) shares with voting right of the Company. - 95 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 5) Organizations of top five accounts receivable Relationship with the Percentage in the total amount of Name of company Amount Duration Company accounts receivable Li Zhenhua Customer 5,503,030.33 Over 3 years 89.09 Zhang Xiuying Customer 400,000.00 1-2 years 6.48 Jiang Weibin Customer 126,925.35 Over 3 years 2.05 Gu Chengyu Customer 65,559.01 Over 3 years 1.06 Dongguan Qiangxiong 52,528.00 Over 3 years Company Customer 0.85 Total 6,148,042.69 99.53 6) There are no receivable accounts not meeting the conditions for termination of confirmation in this report period. 7) There are no accounts receivable which are taken as objects for securitization. (56) Other receivables 1) Other receivables Period-end amount Period-beginning amount Book balance Bad debt provision Book balance Bad debt provision Type Proportion Proportion Proportion Proportion Amount Amount Amount Amount (%) (%) (%) (%) Other receivables with a significant amount individually, 52,097,597.81 76.16 17,508,951.82 33.61 59,149,762.81 79.37 17,508,951.82 29.60 for which bad debt provision is separately accrued Other receivables for which bad debt provision is accrued according to different combinations Combination 1 6,562,920.96 9.59 6,562,920.96 100.00 6,562,920.96 8.81 6,562,920.96 100.00 Subtotal of 6,562,920.96 9.59 6,562,920.96 100.00 6,562,920.96 8.81 6,562,920.96 100.00 combinations Other receivables with an insignificant amount individually, 9,744,586.68 14.25 4,760,354.83 48.85 8,809,227.24 11.82 4,760,354.83 54.04 for which bad debt provision is separately accrued Total 68,405,105.45 100.00 28,832,227.61 42.15 74,521,911.01 100.00 28,832,227.61 38.69 Notes on types of other receivables: (1) Other receivables in the combination, for which bad debt provision is accrued by the aging analysis method - 96 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Period-end balance Period-beginning balance Book balance Book balance Duration of the accounts Bad debt Bad debt Proportion Proportion Amount provision Amount provision (%) (%) Less than 1 year - - - Subtotal of the accounts with a duration of less - - - than 1 year 1-2 years - - - 2-3 years Over 3 years 6,562,920.96 100.00 6,562,920.96 6,562,920.96 100.00 6,562,920.96 Total 6,562,920.96 100.00 6,562,920.96 6,562,920.96 100.00 6,562,920.96 2) Accrual of bad debt provision for other receivables with a significant amount individually, for which separate impairment tests are carried out Amount of bad Percentage of Name of company Book balance Reason debt provision provision Changsha SEG 34,588,645.99 - Development Co., Ltd No.1: Yangjiang Yuntong The account cannot be recovered 8,530,276.35 8,530,276.35 100. Grease Co., Ltd because the duration is long. Shenzhen Lianjing Trade The account cannot be recovered 5,697,287.51 5,697,287.51 100 Co., Ltd. because the duration is long. Shenzhen Top Industry The account cannot be recovered 3,281,387.96 3,281,387.96 100 Co., Ltd. because the duration is long. Total 52,097,597.81 17,508,951.82 33.61 - 3) No other receivables are written off in this report period. 4) Other period-end receivables from corporate shareholders that hold over 5% (including 5%) shares with voting right of the Company. Period-end balance Period-beginning balance Name of company Bad debt provision Bad debt provision Book balance Book balance accrued accrued Shenzhen SEG Group Co., Ltd. 80,000.00 - 80,000.00 - Total 80,000.00 - 80,000.00 - 5) Top five organizations of other receivables Percentage in the total Relationship with Nature or Name of company Amount Duration amount of other accounts the Company Content receivable Changsha SEG Share-controlled Loan 34,588,645.99 1-2 years 50.56 Development Co., Ltd subsidiary No.1: Yangjiang Yuntong Business related 8,530,276.35 Over 3 years 12.47 Grease Co., Ltd organization - 97 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Percentage in the total Relationship with Nature or Name of company Amount Duration amount of other accounts the Company Content receivable Shenzhen Lianjing Trade Business related 5,697,287.51 Over 3 years 8.33 Co., Ltd. organization Shenzhen Top Industry Business related 3,281,387.96 Over 3 years 4.80 Co., Ltd. organization Business related Yunsen Trading Company 1,668,343.74 Over 3 years 2.44 organization Total 52,097,597.81 78.60 6) Other receivables from related parties Percentage in the total Name of company Relationship with the Company Amount amount of other accounts receivable Changsha SEG Development Co., Ltd Share-controlled subsidiary 34,588,645.99 50.56 Shenzhen SEG Orient Industrial Associated enterprise 443,910.00 0.65 Development Co., Ltd. 7) No other accounts receivable, which did not meet the conditions for termination of confirmation, are transferred in this report period. 8) There are no other receivables taken as objects for securitization. - 98 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 (57) Long-term equity investment Unit: RMB Yuan Notes on the occasion Share-holding proportion in Ratio of voting where the proportion of the shares of the Impairment provision Invested organization Accounting Investment cost Period-beginnin Increase or Period-end the invested right in the invested organization, Impairment dividends accrued in Cashreport periodin method g balance decrease balance organization invested held by the Company, provision this report this (%) company is not consistent with period the voting right Shenzhen SEG Orient Industrial Equity 400,000.00 -- -- -- 20 20 Development Co., method Ltd. Shenzhen SEG Equity 215,645,740.56 118,990,783.20 -5,669,357.38 113,321,425.82 22.45 22.45 Samsung Co., Ltd. method Shanghai SEG Equity Electronics Market method 1,750,000.00 8,441,558.09 1,117,087.99 9,558,646.08 35 35 Co., Ltd Subtotal by the 217,795,740.56 127,432,341.29 -4,552,269.39 122,880,071.90 equity method Shenzhen SEG Baohua Enterprise Cost method 18,742,808.93 20,512,499.04 20,512,499.04 66.58 66.58 4,923,072.00 Development Co., Ltd Shenzhen SEG Storage and Cost method 62,700,000.00 62,700,000.00 62,700,000.00 95 95 Transportation Co., Ltd. Shenzhen SEG Industrial Investment Cost method 23,780,000.00 23,780,000.00 23,780,000.00 91.79 91.79 Co., Ltd Shenzhen SEG Telecom Equipment Cost method 2,979,217.22 2,979,217.22 2,979,217.22 90 90 2,979,217.22 Co., Ltd Shenzhen SEG GPS Scientific Cost method 8,275,321.43 13,515,392.83 13,515,392.83 12.5 12.5 Navigations Co., Ltd Changsha SEG Development Co., Cost method 69,000,000.00 69,000,000.00 69,000,000.00 46 51 Ltd Shenzhen SEG Electronics Market Cost method 2,100,000.00 2,100,000.00 2,100,000.00 70 70 Management Co., Ltd Suzhou SEG Electronics Market Cost method 1,350,000.00 1,350,000.00 1,350,000.00 45 45 900,000.00 Co., Ltd Xi’an SEG Electronics Market Cost method 1,950,000.00 1,950,000.00 1,950,000.00 65 65 1,742,000.00 Co., Ltd Shenzhen SEG E-Commerce Co., Cost method 15,300,000.00 15,300,000.00 15,300,000.00 51 51 Ltd Shenzhen SEG Electronics Market the cost 20,000,000.00 20,000,000.00 20,000,000.00 100 100 Management Co., method Ltd Subtotal by the cost 190,877,347.58 197,887,109.09 35,300,000.00 233,187,109.09 2,979,217.22 - 7,565,072.00 method Total 443,973,088.14 325,319,450.38 30,747,730.61 356,067,180.99 2,979,217.22 0.00 7,565,072.00 - 99 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 (58) Operating revenue and operating cost 1) Operating income Item Amount happened in this report period Amount happened in the previous year Main businesses 49,131,510.09 49,528,638.52 Other businesses 10,073,406.79 6,687,183.86 Operating cost 19,328,330.04 19,408,492.15 2) Main operating businesses (by industries) Amount happened in this report period Amount happened in the previous year Item Operating revenue Operating cost Operating revenue Operating cost Electronics market and 49,131,510.09 10,073,406.79 49,528,638.52 6,687,183.86 property operation Total 49,131,510.09 10,073,406.79 49,528,638.52 6,687,183.86 (59) Investment Income Details on investment income Amount happened Amount happened in Item in this report period the previous year Long-term equity investment income by the cost method 7,565,072.00 9,382,642.44 Long-term equity investment income by the equity method -4,552,269.39 -5,812,038.56 Income from disposal of long-term equity investments Income during the time of holding transaction financial assets Income from held-to-maturity investments Income during the time of holding financial assets available for sale Income from disposal of financial assets available for sale Income from held-to-maturity investments Income from financial assets available for sale 2,947,815.81 Others Total 3,012,802.61 6,518,419.69 (60) Supplementary information on the cash flow statement Amount of the Item Amount of this year previous year 1. Reconciliation of net Profit to cash flows of operating activities Net profit 28,869,372.30 28,563,853.84 Plus: Asset impairment provision - Depreciation of fixed assets, oil & gas assets and consumable biological assets 6,384,153.18 8,153,815.59 Amortization of intangible assets 82,567.98 79,218.64 Amortization of long-term expenses to be apportioned 299,105.22 292,968.73 Loss on disposal of fixed assets, intangible assets, and other long-term assets -178,098.62 (Profit will be marked with "-") Loss on discard of fixed asset (Profit will be marked with "-") - - Loss on change of sound value (Profit will be marked with "-") - - Financial expenses (Profit will be marked with "-") - Loss on investment (Profit will be marked with "-") -3,012,802.61 -6,518,419.69 Decrease of deferred income tax assets (Profit will be marked with "-") - 100 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Amount of the Item Amount of this year previous year Increase of deferred income tax liabilities (Decrease will be marked with "-") - -547,125.71 Decrease of inventories (Increase will be marked with "-") - Decrease of operating accounts receivable (Increase will be marked with "-") 6,990,097.52 10,519,979.35 Increase of operating accounts payable (Decrease will be marked with "-") -16,931,322.85 -26,848,661.67 Others -1,421,309.57 -2,475,987.69 Net cash flow from operating activities 21,259,861.17 11,041,542.77 2. Investment and financing activities not Involving cash receipts and payments Conversion of debt into capital Convertible bonds due within one year Fixed assets acquired by financing lease 3. Net change in cash and cash equivalents Cash at the end of the period 447,193,424.50 399,739,271.43 Less: cash at the beginning of the period 451,763,240.33 375,350,393.53 Plus: cash equivalents at the end of the period Less: Cash equivalents at beginning of the period Net increase in cash and cash equivalents -4,569,815.83 24,388,877.90 xi. Supplementary materials (61) Details on non-recurring gains and losses Item Amount Note: Gains and losses from disposal of non-current assets 45,316.88 Tax refund, reduction or exemption upon approval exceeding authorized limits or without formal documents Government subsidiaries recorded into the gains and losses of this report period (except those closely related with the Company, which are enjoyed by quotas according to uniform standards of the State) Fund appropriation charges for non-financial entities recorded into the gains and losses of this report period Profit from the difference caused by the case that the investment cost of the Company for acquisition of subsidiaries, joint ventures and associated enterprises is less than the recognizable sound value of net assets of invested units, which can be enjoyed at the time of acquisition Loss from transfer of non-monetary assets Gains and losses from exchange of non-monetary assets Gains and losses from entrustment of others to make investments or manage assets Provision for assets impairment withheld for Force Majeure Gains and losses from debt restructurings Expenditures for corporate restructuring, such as expenses for relocation of employees and for integration Gains and losses from unfairly priced transactions in which the transaction value exceeds the sound value Net gains and losses of this report period of a subsidiary from the period - 101 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Item Amount Note: beginning to the date of merger, formed due to the merger of the enterprises under the control of the same entity Gains and losses from contingency items irrelevant with normal operating businesses of the Company Gains and losses from contingency items irrelevant with normal operating businesses of the Company Gains and losses from sound value changes by holding of transaction financial assets and liabilities, except effective hedging business related to normal businesses of the Company, and investment income from disposal of transaction financial assets and liabilities as well as financial assets available for sale Transferred-back impairment provision for accounts receivable, for which separate impairment tests are carried out Gains and losses for external entrusted loans Gains and losses from sound value changes of investment properties, whose subsequent measurement is carried out by the sound value mode Influence on the gains and losses of this report period by one-off adjustment according to tax and accounting laws and regulations Trustee fee from entrusted operation Other non-operating income and expenses except the above-mentioned items 289,834.65 Other gains and losses fitting the definition of non-recurring gains and losses Amount of influence of income tax -48,421.69 Amount of influence of minority shareholders’ equity (after tax) -98,395.27 Total 188,334.57 (62) ROE and EPS Earnings per share Profit in report period Weighted average ROE Basic earnings per Diluted earnings per share share Net profit attributable to common shareholders of the Company 2.40 0.03355 0.03355 Net profit attributable to common shareholders of the Company after deduction of recurring losses and gains 2.38 0.0333 0.0333 xii. Approval and disclosure of the Financial Statements The Financial Statements were approved for disclosure by all directors of the Company on August 16, 2011. Shenzhen SEG Co., Ltd. (Stamped by Company Official Seal) August 16, 2011 - 102 - Shenzhen SEG Co., Ltd Semi-annual Report 2011 Chapter 7 Documents Available for Inspection (1) Full context of semi-annual report autographed by the President of the company; (2) Financial statements sealed and signed by the legal representative, chief financial officer and financial supervisor; (3) The original copies of all the files or the manuscripts of public announcements of the Company which were disclosed on the newspapers specified by CSRC in this report period. The Board of Directors of Shenzhen SEG Co., Ltd President (Signature): Wang Chu August 16, 2011 - 103 -