Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Shenzhen SEG Co., Ltd.
2014 Q1 Report
2014-028
April 2014
1
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Chapter 1 Important Notes
The Board of Directors and Board of Supervisors of the Company, its directors,
supervisors, and senior executives hereby guarantee the authenticity, accuracy,
and completeness of the quarterly report and no existence of false records,
misleading statements or major omissions, and will assume individual and joint
and several liabilities.
All the directors have attended this board meeting reviewing the quarterly
report.
The person in charge of the Company Wang Li, the Chief Financial Officer Liu
Zhijun, and the person in charge of the accounting institution (chief accountant)
Ying Huadong hereby declare that the financial statements enclosed in this
quarterly report are authentic, accurate, and complete.
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Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Chapter 2 Change of Major Financial Data and Shareholders
I. Major Accounting Data and Financial Indexes
Are retrospective adjustments made to previous financial statements due to accounting policy changes or
accounting error corrections?
□ Yes √ No
Same period of the Year-on-year
Item Current report period
previous year increase/decrease (%)
Operating revenue (RMB Yuan) 145,841,677.48 126,976,198.11 14.86%
Net profit attributable to shareholders of
22,449,590.92 20,488,550.91 9.57%
the listed company (RMB Yuan)
Net profit attributable to shareholders of
the listed company after deduction of
22,292,348.81 20,099,360.71 10.91%
non-recurring gains and losses (RMB
Yuan)
Net cash flow arising from operating
103,593.07 -79,128,683.42
activities (RMB Yuan)
Basic earnings per share (Yuan/Share) 0.0286 0.0261 9.58%
Diluted earnings per share (RMB
0.0286 0.0261 9.58%
Yuan/Share)
Weighted average ROE (%) 1.8% 1.7% 0.1%
Increase/decrease of the end
End of the current report of the current report period
Item End of the previous year
period as compared to the end of
the previous year (%)
Total assets (RMB Yuan) 2,056,401,971.56 2,134,940,597.85 -3.68%
Net assets attributable to shareholders of
1,272,653,966.65 1,250,224,375.08 1.79%
the listed company (RMB Yuan)
Items of non-recurring gains and losses and related amounts
√ Applicable □ Not applicable
Unit: RMB Yuan
Amount from the beginning
Item of this year to the end of the Remarks
report period
Government subsidies recorded into current gains and losses Special fund for Shenzhen
(except those closely related to the Company's business, which 173,009.10 biology, Internet, and new energy
are enjoyed by the unified national standard quota or certain industry development as well as
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Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Amount from the beginning
Item of this year to the end of the Remarks
report period
quantity) Special fund for Shenzhen
strategic emerging industry
development
Other non-operating revenue and expenses except the
101,364.84
above-mentioned items
Less: Influenced amount of income tax 3,105.53
Amount of influence of minority shareholders' equity (after
114,026.30
tax)
Total 157,242.11 --
An explanation shall be provided with regard to the Company's considerations for defining non-recurring gains
and losses according to the Explanatory Announcement No.1 on Information Disclosure for Companies Offering
Their Securities to the Public — Non-recurring Gains and Losses and the reason of classifying non-recurring
gains and losses listed in this announcement as recurring ones.
□ Applicable √ Not applicable
II. Total Number of Shareholders and Shareholding Information of Top Ten Shareholders by
the End of the Report Period
Unit: share
Total number of shareholders by the
64,214
end of the report period
Particulars about shares held by the top ten shareholders
Quantity of Information about pledged or
Name of Nature of Shareholding Quantity of
restricted frozen shares
shareholder shareholder proportion (%) shares held
shares held Share status Quantity
Shenzhen SEG State-owned
30.24% 237,359,666 0 Frozen 83,679,833
Group Co., Ltd. legal person
Domestic
Zeng Ying 1.04% 8,140,826 0
natural person
Domestic
Ma Bo 0.85% 6,690,600 0
natural person
Overseas
Gong Qianhua 0.68% 5,311,520 0
natural person
Huaxia Bank —
Huashang
Other 0.39% 3,028,821 0
Large-sized Stocks
Quantitative
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Selection and
Flexible
Configuration
Hybrid Securities
Investment Fund
Overseas
Liu Guocheng 0.37% 2,910,160 0
natural person
Domestic
Xu Yihong 0.25% 1,952,480 0
natural person
Overseas legal
NORGES BANK 0.24% 1,890,226 0
person
Zhongrong
International Trust
Other 0.23% 1,838,888 0
Co., Ltd. —
Ruihua No. 3
Domestic
Liu Liaoyuan 0.22% 1,704,825 0
natural person
Particulars about shares held by top ten shareholders of unrestricted shares
Type of share
Name of shareholder Quantity of unrestricted shares held
Type of share Quantity
RMB ordinary
Shenzhen SEG Group Co., Ltd. 237,359,666 237,359,666
shares
Domestically
Zeng Ying 8,140,826 listed foreign 8,140,826
shares
RMB ordinary
Ma Bo 6,690,600 6,690,600
shares
Domestically
Gong Qianhua 5,311,520 listed foreign 5,311,520
shares
Huaxia Bank — Huashang
Large-sized Stocks Quantitative RMB ordinary
3,028,821 3,028,821
Selection and Flexible Configuration shares
Hybrid Securities Investment Fund
Domestically
Liu Guocheng 2,910,160 listed foreign 2,910,160
shares
RMB ordinary
Xu Yihong 1,952,480 1,952,480
shares
Domestically
NORGES BANK 1,890,226 1,890,226
listed foreign
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shares
Zhongrong International Trust Co., RMB ordinary
1,838,888 1,838,888
Ltd. — Ruihua No. 3 shares
Domestically
Liu Liaoyuan 1,704,825 listed foreign 1,704,825
shares
There existed no associated relationship between Shenzhen SEG Group Co., Ltd.
Explanations on the associated
(hereinafter referred to as "SEG Group") and other shareholders, and they were not
relationship or concerted action
consistent actionists stipulated in the Management Regulation of Information Disclosure
among the above-mentioned
on Change of Shareholding Status of Shareholders of Listed Companies. It is unknown
shareholders
whether other shareholders are concerted action units.
Among the top ten shareholders, Ma Bo holds 0 shares of the Company through the
Top ten shareholders involved in the
ordinary account and 6,690,600 shares through the credit account of investors engaged in
securities margin trading (if any)
securities margin trading, totaling 6,690,600 shares of the Company.
Did the shareholders of the Company conduct agreed repurchase transactions in the report period?
□ Yes √ No
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Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Chapter 3 Important Matters
I. Particulars and Explanations of Material Changes in Major Items of Accounting
Statements and Financial Indexes in the Report Period
Unit: RMB Yuan
(1) Items in the Balance Sheet
Year-on-year
Period-beginning
Item Period-end balance Difference increase/decrease
balance
(%)
Accounts receivable 115,866,760.21 204,086,309.32 -88,219,549.11 -43.23%
Accounts payable 96,552,910.78 181,751,142.48 -85,198,231.70 -46.88%
Wages payable 9,041,583.98 17,065,382.28 -8,023,798.30 -47.02%
Retained profits -19,630,903.72 -42,080,494.64 22,449,590.92 53.35%
1. The accounts receivable decreased by RMB 88.22 million Yuan as compared to the period-beginning amount,
with a decrease of 43.23%. The major causes for the decrease were that the supply chain businesses of Shenzhen
SEG E-Commerce Co., Ltd. (hereinafter referred to as "SEG E-Commerce"), a subsidiary of the Company,
decreased due to reduced exports during the Chinese Spring Festival and a large sum of exported goods payment
receivable in 2013 was retrieved in the report period.
2. The accounts payable decreased by RMB 85.20 million Yuan as compared to the period-beginning amount,
with a decrease of 46.88%.The major causes for the decrease were that SEG E-Commerce, a subsidiary of the
Company, decreased its procurement quantity with the reduction of the export quantity in the report period, and
accounts payable to suppliers decreased accordingly.
3. The wages payable decreased by RMB 8.02 million Yuan as compared to the period-beginning amount, with a
decrease of 47.02%. The major cause for the decrease was that some wages and bonuses accrued in the previous
year were paid in the report period.
4. The retained profits increased by RMB 22.45 million Yuan as compared to the period-beginning amount, with
an increase of 53.35%. The major cause for the increase was that the net profit attributable to the parent company
increased.
(2) Items in the Income Statement
Amount of the current Amount of the Year-on-year
Item Difference
period previous period increase/decrease (%)
Interest income 10,437,899.17 6,303,044.92 4,134,854.25 65.60%
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Amount of the current Amount of the Year-on-year
Item Difference
period previous period increase/decrease (%)
Handling charge and commission
16,833.81 238,726.27 -221,892.46 -92.95%
income
Interest expenses 912,972.23 - 912,972.23 100.00%
Operating expenses 381,151.00 586,727.58 -205,576.58 -35.04%
Asset impairment loss - 115,179.85 -115,179.85 -100.00%
Non-operating revenue 378,109.51 919,996.92 -541,887.41 -58.90%
Non-operating expenses 103,735.57 719.94 103,015.63 14,308.92%
Gains and losses of minority
7,179,638.19 3,826,404.92 3,353,233.27 87.63%
shareholders
Total comprehensive income
attributable to minority 7,169,599.46 3,802,524.92 3,367,074.54 88.55%
shareholders
1. The interest income increased by RMB 4.13 million Yuan as compared to the same period of last year, with an
increase of 65.60%. The major causes for the increase were that Shenzhen SEG Credit Co., Ltd. (hereinafter
referred to as "SEG Credit"), a subsidiary of the Company, underwent a sharp growth in the small loan business
and the gained loan interest income increased accordingly.
2. The handling charge and commission income decreased by RMB 220,000 Yuan as compared to the same
period of last year, with a decrease of 92.95%. The major cause for the decrease was that the loan handling charge
and commission income of SEG Credit, a subsidiary of Company, decreased.
3. The interest expenses are the bank loan interest paid for SEG Credit, a subsidiary of the Company. The interest
expenses increased by RMB 910,000 Yuan as compare to the same period of last year, with an increase of
100.00%. The major causes for the increase were that the bank loans increased and the loan interest charges
increased accordingly.
4. The operating expenses decreased by RMB 210,000 Yuan as compared to the same period of last year, with a
decrease of 35.04%. The major cause for the decrease was the reduced marketing expense of the channel store
business of Shenzhen SEG Industrial Investment Co., Ltd. (hereinafter referred to as "SEG Industry"), a
subsidiary of the Company, in the report period.
5. The asset impairment loss decreased by RMB 120,000 Yuan as compared to the same period of last year, with a
decrease of 100.00%. The major cause for the decrease was that the accrued general loan loss provisions of SEG
Credit, a subsidiary of the Company, decreased in the report period.
6. The non-operating revenue decreased by RMB 540,000 Yuan as compared to the same period of last year, with
a decrease of 58.90%. The major cause for the decrease was that the definite government subsidies of SEG
E-Commerce, a subsidiary of the Company, decreased in the report period.
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7. The non-operating expenses increased by RMB 100,000 Yuan as compared to the same period of last year, with
an increase of 14,308.92%. The major cause for the increase was that Shenzhen SEG Nanjing Electronics Market
Management Co., Ltd. (hereinafter referred to as "Nanjing SEG") withheld business tenants' compensation
expenses due to business adjustment in the report period.
8. The gains and losses of minority shareholders increased by RMB 3.35 million Yuan as compared to the same
period of last year, with an increase of 87.63%. The major causes for the increase were that the profits of SEG
Credit, a subsidiary of the Company, increased year-on-year and SEG E-Commerce turned loss into profit in the
report period.
9. The total comprehensive income attributable to minority shareholders increased by RMB 3.37 million Yuan as
compared to the same period of last year, with an increase of 88.55%. The major causes for the increase were the
same as that in above Item 8.
(3) Items in the Cash Flow Statement
Year-on-year
Amount of the Amount of the
Item Difference increase/decrease
current period previous period
(%)
Cash received from sales of goods and
469,413,208.88 116,765,324.27 352,647,884.61 302.01%
rendering of services
Cash received from interest, handling
13,197,482.98 8,241,020.99 4,956,461.99 60.14%
charges, and commissions
Tax rebates received 3,563,641.53 0.00 3,563,641.53 100.00%
Cash paid for goods purchased and
463,260,003.61 141,753,366.39 321,506,637.22 226.81%
services received
Net increase in loans and advances to
-29,550,762.00 5,698,024.66 -35,248,786.66 -618.61%
customers
Cash paid for interest, handling
237,331.00 0.00 237,331.00 100.00%
charges, and commissions
Cash paid for taxes and surcharges 38,018,451.62 27,602,715.62 10,415,736.00 37.73%
Cash received from borrowings 31,000,000.00 20,000,000.00 11,000,000.00 55.00%
Cash paid for repayment of debt 45,000,000.00 19,000,000.00 26,000,000.00 136.84%
Cash paid for distribution of dividends
1,324,064.01 306,208.89 1,017,855.12 332.41%
and profits or payment of interest
1. The cash received from sales of goods and rendering of services increased by RMB 352.65 million Yuan as
compared to the same period of last year, with an increase of 302.01%. The major causes for the increase were
that the supply chain business of SEG E-Commerce, a subsidiary of the Company, sharply increased in the report
period and the received payment of goods increased accordingly.
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2. The cash received from interest, handling charges, and commissions increased by RMB 4.96 million Yuan as
compared to the same period of last year, with an increase of 60.14%. The major causes for the increase were that
the loan scale of SEG Credit, a subsidiary of the Company, expanded and the interests from the small loan
increased in the report period.
3. The tax rebates received increased by RMB 3.56 million Yuan as compared to the same period, with an
increase of 100.00%. The major cause for the increase was the increased export rebates from the supply chain
business of SEG E-Commerce, a subsidiary of the Company, in the report period.
4. The cash paid for goods purchased and services received increased by RMB 321.51 million Yuan as compared
to the same period of last year, with an increase of 226.81%. The major causes for the increase were that the
supply chain business of SEG E-Commerce, a subsidiary of the Company, sharply increased in the report period
and the payment for the purchased goods increased accordingly.
5. The net increase in loans and advances to customers decreased by RMB 35.25 million Yuan as compared to the
same period of last year, with a decrease of 618.61%. The major causes for the decrease were that the loan scale
of SEG Credit, a subsidiary of the Company, reached the maximum loan limit in the report period and the capital
available for granting loans decreased.
6. The cash paid for interest, handling charges, and commissions increased by RMB 240,000 Yuan as compared to
the same period of last year, with an increase of 100.00%. The major causes for the increase were that SEG Credit,
a subsidiary of the Company, increased the bank loan and the incurred interest expenses increased accordingly.
7. The cash paid for taxes and surcharges increased by RMB 10.42 million Yuan as compared to the same period
of last year, with an increase of 37.73%. The major causes for the increase were that the taxes paid for the
previous year by the Company and its subsidiaries increased, and the taxes and surcharges of the newly founded
electronics market also increased.
8. The cash received from borrowings increased by RMB 11 million Yuan as compared to the same period of last
year, with an increase of 55.00%. The major causes for the increase were that SEG E-Commerce, a subsidiary of
the Company, expanded its business and gained more bank loans in the report period.
9. The cash paid for repayment of debt increased by RMB 26 million Yuan as compared to the same period of last
year, with an increase of 136.84%. The major cause for the increase was the increased loan principal paid to banks
by SEG Credit, a subsidiary of the Company, in the report period.
10. The cash paid for distribution of dividends and profits or payment of interest increased by RMB 1.02 million
Yuan as compared to the same period of last year, with an increase of 332.41%. The major cause for the increase
was the increased loan interest paid to banks by SEG Credit, a subsidiary of the Company, in the report period.
II. Progress of Important Matters, Relevant Influence, and Analysis of Solutions
(1) Related transactions concerning daily operation
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Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
The 3rd Meeting of the 6th Board of Directors of the Company held on March 18, 2014 deliberated and approved
that, in 2014, in order to meet the needs of developing businesses in the electronics market, the Company should
lease a part of the 8th floor of SEG Plaza estate from its controlling shareholder, SEG Group, as the warehouse for
the Company's electronics market business tenants. During the lease term, the Company should pay rent and
property management fee to SEG Group. With related directors avoided in the voting, the Board of Directors
agreed that, for 2014, the Company could have intercompany transactions on the estate lease with SEG Group
based on the market fair value within the limit of RMB 1.2 million Yuan.(This matter can be referred to in the
Public Notice on the Resolutions of the 3rd Meeting of the 6th Board of Directors of Shenzhen SEG Co., Ltd. and
the Public Notice of Shenzhen SEG Co., Ltd. on Estimated Matters Related to Daily Related Transactions
Concerning Operating Activities in 2014 disclosed on the China Securities Journal, the Securities Times, the
Securities Daily, the Hong Kong Commercial Daily and the Cninfo Website on March 20, 2014).
Within the report period, the Company shall pay a total of RMB 146,550 Yuan as the rent and property
management fee to SEG Group.
(2) Progress of the issuance of short-term commercial papers by the Company
The 2nd Provisional General Meeting of the Company in 2012 held on September 24, 2012 deliberated and
adopted the Company's Proposal on Applying for Issuance of Short-term Commercial Papers or Mid-term Notes
from National Association of Financial Market Institutional Investors and approved that the Company could issue
short-term commercial papers or mid-term notes valuing no more than RMB 500 million Yuan within the validity
period of registration with the National Association of Financial Market Institutional Investors (hereinafter
referred to as "Association of Investors") based on the actual capital requirements. (This matter can be referred to
in the Public Notice on the Resolutions of the 2nd Provisional Meeting of Shareholders of Shenzhen SEG Co., Ltd.
in 2012 disclosed on the China Securities Journal, the Securities Times, the Securities Daily, the Hong Kong
Commercial Daily, and the Cninfo Website on September 25, 2012.) The Company had submitted a registration
report to the Association of Investors according to the resolutions of the general meeting of shareholders.
The Company had received the Registration Acceptance Notification ([2013] CP No. 499) from the Association of
Investors in the report period. (This matter can be referred to in the Public Notice of Shenzhen SEG Co., Ltd. on
Registration Approval of Short-term Commercial Papers disclosed on the China Securities Journal, the Securities
Times, the Securities Daily, the Hong Kong Commercial Daily, and the Cninfo Website on January 3, 2014.)
Up to the date of disclosing this report, the Company has not issued any short-term commercial paper. The
Company will issue short-term commercial papers within the registration validity period based on capital
requirements and market interest rate fluctuations and will, as stipulated, disclose relevant information accurately,
completely, and on a timely basis.
(3) Internal control implementation in the first quarter in 2014
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In the report period, the Company carried out the 2013 internal control self-evaluation. The Self-evaluation Report
of Shenzhen SEG Co., Ltd. on the Internal Control in 2013, which was filed, deliberated, and adopted at the 3rd
Meeting of the 6th Board of Directors, was disclosed at the Cninfo Website on March 20, 2014. BDO Dahua CPA
Co., Ltd. (Special General Partnership) hired by the Company conducted the 2013 internal control audit, and
issued the Audit Report of Shenzhen SEG Co., Ltd. on the Internal Control (DA HUA NEI ZI [2014] 000045).
The report holds that the Company has maintained effective internal financial control over every major aspect in
accordance with the Basic Standard for Enterprise Internal Control and relevant rules and regulations on
December 31, 2013. The audit report was disclosed at the Cninfo Website on March 20, 2014.
(4) Matters concerning the Company's investment and participation in the ripening of the land for building
Yantai SEG Times Square Project
According to the development strategy of centering around the operation of professional electronics markets and
developing SEG IT malls with estates owned by the Company, which was formulated in the 12th Five-Year Plan,
the Company planned to invest and set up Yantai SEG Times Square Development Co., Ltd. (hereinafter referred
to as "Yantai SEG" or "Project Company", the name verified by the industry & commerce department shall
prevail) in Yantai, Shandong, to build the Yantai SEG Times Square Project (hereinafter referred to as "the
Project"), so as to enhance the influence of SEG electronics market in Shandong and even North China. Yantai
SEG is jointly founded by the Company and Shandong Huanghai Mingzhu Group Co., Ltd. (hereinafter referred
to as "Shandong Huanghai Mingzhu") with the registered capital totaling RMB 100 million Yuan, where the
Company invests RMB 90 million Yuan, accounting for 90% of the registered capital and Shandong Huanghai
Mingzhu invests RMB 10 million Yuan, accounting for 10% of the registered capital.
The Land and Resources Bureau of Yantai formally released the Public Notice on Public Collection of Investor
Qualifications for Land Ripening of State-Owned Operational Construction Land (hereinafter referred to as
"Public Notice") on Yantai Daily on March 28, 2014 to publicly collect investor qualifications for land ripening of
the (A) plot seated in the east of Qingnian Road and north of West Street in Yantai. The plot needs to be ripened
before its land use rights are transferred. The plot is the land of Yantai SEG Times Square Project planned to be
invested in Zhifu District, Yantai by the Company. Land bidders shall be qualified as land ripening investors
before participating in the early ripening of the plot according to the Public Notice and the Notes and
Requirements. Land bidders who are disqualified as land ripening investors are not allowed to bid for the land use
rights transfer. Therefore, the Project Company planned to participate in the early ripening of the plot. It was
estimated that RMB 890 million Yuan is required for the land ripening, including the land ripening fee of RMB
830 million Yuan, ripening bond of RMB 50 million Yuan, and project start-up capital of RMB 10 million Yuan.
The land ripening capital is sourced from the registration capital of the Project Company and the capital borrowed
from shareholders of the Project Company in the same proportion as the equity proportion of shareholders of the
Project Company. The Company lent RMB 711 million Yuan to Yantai SEG based on the 90% equity owned by
the Company.
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The 10th Provisional Meeting of the 6th Board of Directors held on April 4, 2014 and the 1st Provisional General
Meeting of the Company in 2014 held on April 23, 2014 deliberated and approved that the Company invested
RMB 801 million Yuan, with RMB 90 million Yuan for founding the Project Company and RMB 711 million
Yuan lent to the Project Company for bidding for the land ripening investor qualification. The preceding capital is
financed through the capital self-owned by the Company and bank loans. The investment does not constitute a
major asset reorganization matter specified in the Administrative Measures for the Material Asset Reorganizations
of Listed Companies or a related transaction.
(This matter can be referred to in the Public Notice on Resolutions of the 10th Provisional Meeting of the 6th
Board of Directors of Shenzhen SEG Co., Ltd., and the Public Notice of Shenzhen SEG Co., Ltd. on Investment
and Participation in Land Ripening of Yantai SEG Times Square Project disclosed on April 8, 2014, and the
Public Notice on the Resolutions of the 1st Provisional General Meeting of Shenzhen SEG Co., Ltd. in 2014
disclosed on April 24, 2014 on the China Securities Journal, the Securities Times, the Securities Daily, the Hong
Kong Commercial Daily, and the Cninfo Website.)
On April 28, 2014, the Company participated in the open auction for the qualification of the investor in the above
land ripening, but failed to acquire such a qualification. This failure in auction for the qualification of the investor
in the ripening of this plot will not impact the production and operation of the Company.
Inquiry index for the websites disclosing the
Overview of important matters Disclosure date
temporary reports
1. Relevant information that is not disclosed by
the Company may affect the share price of the
Company. In order to prevent share price Public Notice on Temporary Suspension of Shenzhen
fluctuation of the Company and protect SEG Co., Ltd. disclosed on the China Securities
investors' interest, the Company, according to March 10, 2014 Journal, the Securities Times, the Securities Daily, the
relevant regulations of Shenzhen Stock Hong Kong Commercial Daily, and the Cninfo
Exchange, temporarily suspended trading of the Website
Company's shares at the start of stock market
opening on March 10, 2014 after application.
2. The 9th Provisional Meeting of the 6th Board
Resumption Public Notice, Public Notice on the
of Directors of the Company was held on
Resolutions of the 9th Provisional Meeting of the 6th
March 10, 2014 in a way of communication
Board of Directors of Shenzhen SEG Co., Ltd., and
voting. The Proposal on Signing the Control
Public Notice on Abandonment of the Control Right
Right Arrangement Agreement of Shenzhen March 12, 2014
Over Shenzhen Huakong SEG Co., Ltd. disclosed on
Huakong SEG Co., Ltd. was deliberated and
the China Securities Journal, the Securities Times, the
adopted in the meeting. After application, the
Securities Daily, the Hong Kong Commercial Daily,
trading of the Company's shares was resumed at
and the Cninfo Website
the start of stock market opening on March 12.
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III. Commitments Made by the Company or the Shareholders Holding More Than 5% Shares,
Which Were Made in or Lasted into the Report period
Commitment Commitment
Commitment Promisor Content Fulfillment
date term
Not
Commitment for share reform
applicable
Commitments in the acquisition report Not
and the report of changes on equity applicable
Commitments made at the time of Not
restructuring of major assets applicable
According to Article
Five of the Equity
Transfer Agreement
signed by the
Company with SEG
Group when the
Company was listed,
SEG Group agreed the
Company and its
subsidiaries, and
associated companies
to use the eight
trademarks registered Commitmen
Shenzhen by SEG Group at the ts were
Commitment made at the time of initial Effective in
SEG Group National Trademark July 1, 1996 fulfilled in
public offerings or refinancing the long run
Co., Ltd. Bureau; SEG Group the report
agreed that the period.
Company used the
aforesaid trademarks
or similar signs as the
Company’s logo and
used the trademarks
and signs during its
operation; the
Company did not need
to pay any fees to
SEG Group for using
the aforesaid
trademarks or signs.
Other commitments made to the medium Not
and small shareholders of the Company applicable
Whether commitments were fulfilled on
Yes
time
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Commitment Commitment
Commitment Promisor Content Fulfillment
date term
Reason for un-fulfillment and next-step
None
plan (if any)
IV. Estimation of the Business Performance from January to June in 2014
Warning and reasons for forecasts on losses of the accumulated net profit from the beginning of the year to the
end of the next report period or sharp year-on-year changes in the net profit
□ Applicable √ Not applicable
V. Investment in Securities
Shareholding
Short Shareholding
Initial Shares held proportion at Shares held Ending book Gains and Source
Stock Stock form of proportion at Accounting
investment cost at period period at period value (RMB losses in the of
type code the period end item
(RMB Yuan) beginning beginning end Yuan) report period shares
security (%)
(%)
Financial
Friendship assets Initial
Share 600778 90,405.00 60,683 0.04% 60,683 0.04% 522,480.63 0.00
Group available share
for sale
Long-term
Huakong Initial
Share 000068 279,307,046.38 201,345,033 22.45% 201,345,033 22.45% 100,168,556.18 -2,679,751.86 equity
SEG share
investments
Total 279,397,451.38 201,405,716 -- 201,405,716 -- 100,691,036.81 -2,679,751.86 -- --
Equity of other listed companies held by the Company
□ Applicable √ Not applicable
VI. Registration Form of Receiving Investigations, Communication and Interviews in the
Report Period
Main content of discussion
Time Place Means Type Object
and the materials provided
Inquired whether the
Company made profits or
losses in 2013 and why the
shares of the Company were
Jan. 10, 2014 At the Company Phone call Individual Investor not appreciated. The Company
did not provide any
documents. Investors were
requested to read the 2013
annual report of the Company
15
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Main content of discussion
Time Place Means Type Object
and the materials provided
disclosed on March 20th,
2014.
Asked about information
about SEG GPS (12.5% equity
held by the Company) and
what the main business of the
Jan. 14, 2014 At the Company Phone call Individual Investor
Company was. The Company
provided basic information
about SEG GPS and the
Company.
Asked about the profit
condition of the Company in
2013. The Company did not
provide any documents.
Feb. 10, 2013 At the Company Phone call Individual Investor
Investors were requested to
read the 2013 annual report of
the Company disclosed on
March 20th, 2014.
Inquired why the shares of the
Company were not
appreciated. The Company
Feb. 11, 2014 At the Company Phone call Individual Investor
provided the basic information
and disclosed periodical
reports of the Company.
Inquired what the main
business of the Company was.
Feb. 17, 2014 At the Company Phone call Individual Investor The Company provided the
basic information and the
latest periodical report.
Inquired whether the operation
of the Company was normal.
Feb. 20, 2014 At the Company Phone call Individual Investor The Company provided the
basic information and the
latest periodical report.
Asked about the disclosure
time of the annual report of
the Company. The Company
Feb. 21, 2014 At the Company Phone call Individual Investor
told that the disclosure time of
the annual report was March
20, 2014.
Asked about the reason for the
Mar. 10, 2014 At the Company Phone call Individual Investor
Company's temporary
16
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Main content of discussion
Time Place Means Type Object
and the materials provided
suspension. The Company told
that the trading of the
Company's shares was
assumed on that day and
investors could pay attention
to the resumption public
notice.
Inquired why the Company
gave up the control right over
Huakong SEG. The Company
Mar. 10, 2014 At the Company Phone call Individual Investor
gave replies according to
contents disclosed in the
public notice.
Inquired why the Company
gave up the control right over
Huakong SEG. The Company
Mar. 11, 2014 At the Company Phone call Individual Investor
gave replies according to
contents disclosed in the
public notice.
Inquired why the Company
gave up the control right over
Huakong SEG. The Company
Mar. 12, 2014 At the Company Phone call Individual Investor
gave replies according to
contents disclosed in the
public notice.
Asked about the operation
condition of the Company in
the first quarter. The Company
Mar. 19, 2014 At the Company Phone call Individual Investor requested investors to focus on
the 2014 Q1 report of the
Company to be disclosed
soon.
17
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Chapter 4 Financial Statements
I. Financial Statements
1. Consolidated Balance Sheet
Prepared by: Shenzhen SEG Co., Ltd
Unit: RMB Yuan
Item Period-end balance Period-beginning balance
Current assets:
Monetary capital 381,284,711.27 336,593,493.81
Deposit reservation for balance
Loans to banks and other financial institutions
Trading financial assets
Notes receivable
Accounts receivable 115,866,760.21 204,086,309.32
Prepayments 76,726,729.04 74,002,910.35
Premiums receivable
Reinsurance accounts receivable
Reinsurance deposit receivable
Interest receivable
Dividends receivable
Other receivables 25,397,347.88 25,033,354.72
Redemptory financial assets for sale
Inventory 119,457,250.39 98,000,921.50
Non-current assets due within one year
Other current assets 399,085,832.80 419,925,176.02
Total current assets 1,117,818,631.59 1,157,642,165.72
Non-current assets:
Disbursement of entrusted loans and advances 214,320,676.72 243,871,438.72
Financial assets available for sale 522,480.63 562,531.41
Held-to-maturity investment
Long-term accounts receivable
Long-term equity investments 143,659,386.76 145,898,202.86
Investment properties 476,862,945.39 481,517,481.83
18
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Item Period-end balance Period-beginning balance
Fixed assets 40,978,496.38 41,876,654.83
Under-construction projects
Engineering materials
Disposal of fixed assets
Productive biological assets
Oil & gas assets
Intangible assets 707,161.02 886,901.46
Development expenses
Goodwill 10,328,927.82 10,328,927.82
Long-term expenses to be apportioned 42,930,864.85 44,178,804.04
Deferred income tax assets 8,272,400.40 8,177,489.16
Other non-current assets
Total non-current assets 938,583,339.97 977,298,432.13
Total assets 2,056,401,971.56 2,134,940,597.85
Current liabilities:
Short-term loans 51,000,000.00 70,000,000.00
Loans from the Central Bank
Deposits attracted and accounts due to banks and
other financial institutions
Loans from banks and other financial institutions
Transactional financial liabilities
Notes payable
Accounts payable 96,552,910.78 181,751,142.48
Advances from customers 181,846,072.48 208,684,489.90
Financial assets sold for repurchase
Handling charges and commissions payable
Wages payable 9,041,583.98 17,065,382.28
Taxes payable 33,470,718.22 37,164,892.21
Interest payable
Dividends payable 1,317,296.42 1,317,296.42
Other accounts payable 199,262,598.71 164,189,818.81
Reinsurance accounts payable
Insurance deposit
Acting trading securities
19
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Item Period-end balance Period-beginning balance
Acting underwriting securities
Non-current liabilities due within one year
Other current liabilities
Total current liabilities 572,491,180.59 680,173,022.10
Non-current liabilities:
Long-term loans
Bonds payable
Long-term accounts payable
Special payables
Estimated liabilities
Deferred income tax liabilities 17,909,197.77 18,196,441.90
Other non-current liabilities 593,514.51 762,246.19
Total non-current liabilities 18,502,712.28 18,958,688.09
Total liabilities 590,993,892.87 699,131,710.19
Owners' equity (or shareholders' equity):
Paid-up capital (or share capital) 784,799,010.00 784,799,010.00
Capital reserve 404,573,024.70 404,593,024.05
Less: Treasury shares
Special reserve
Surplus public reserve 102,912,835.67 102,912,835.67
General risk provision
Retained profits -19,630,903.72 -42,080,494.64
Translation difference of the financial statements in
foreign currency
Total owners' equity attributable to the parent company 1,272,653,966.65 1,250,224,375.08
Minority shareholders' equity 192,754,112.04 185,584,512.58
Total owners' equity (or shareholders' equity) 1,465,408,078.69 1,435,808,887.66
Total liabilities and owner's equity (or shareholders'
2,056,401,971.56 2,134,940,597.85
equity)
Legal representative: Wang Li Chief financial officer: Liu Zhijun Person in charge of the accounting institution: Ying Huadong
20
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
2. Balance Sheet of the Parent Company
Prepared by: Shenzhen SEG Co., Ltd.
Unit: RMB Yuan
Item Period-end balance Period-beginning balance
Current assets:
Monetary capital 233,002,896.48 173,141,378.64
Trading financial assets
Notes receivable
Accounts receivable 80,000.00
Prepayments 42,431.80 142,310.00
Interest receivable
Dividends receivable
Other receivables 215,862,748.34 200,493,973.07
Inventory
Non-current assets due within one year
Other current assets 220,000,000.00 301,248,167.86
Total current assets 668,988,076.62 675,025,829.57
Non-current assets:
Financial assets available for sale
Held-to-maturity investment
Long-term accounts receivable
Long-term equity investments 405,362,913.00 407,601,729.10
Investment properties 303,104,961.79 305,731,220.77
Fixed assets 19,858,732.66 19,959,818.75
Under-construction projects
Engineering materials
Disposal of fixed assets
Productive biological assets
Oil & gas assets
Intangible assets 369,126.65 401,813.18
Development expenses
Goodwill
Long-term expenses to be apportioned 4,492,464.37 4,025,337.44
Deferred income tax assets 5,911,941.36 5,992,016.37
Other non-current assets
21
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Item Period-end balance Period-beginning balance
Total non-current assets 739,100,139.83 743,711,935.61
Total assets 1,408,088,216.45 1,418,737,765.18
Current liabilities:
Short-term loans
Transactional financial liabilities
Notes payable
Accounts payable 90,000.00 375,000.00
Advances from customers 53,384,507.16 76,806,434.67
Wages payable 2,686,509.31 7,727,646.55
Taxes payable 21,554,787.87 24,258,147.48
Interest payable
Dividends payable 119,803.29 119,803.29
Other accounts payable 78,831,714.93 71,183,956.83
Non-current liabilities due within one year
Other current liabilities
Total current liabilities 156,667,322.56 180,470,988.82
Non-current liabilities:
Long-term loans
Bonds payable
Long-term accounts payable
Special payables
Estimated liabilities
Deferred income tax liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities 156,667,322.56 180,470,988.82
Owners' equity (or shareholders' equity):
Paid-up capital (or share capital) 784,799,010.00 784,799,010.00
Capital reserve 405,652,893.32 405,652,893.32
Less: Treasury shares
Special reserve
Surplus public reserve 102,912,835.67 102,912,835.67
General risk provision
Retained profits -41,943,845.10 -55,097,962.63
22
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Item Period-end balance Period-beginning balance
Translation difference of the financial statements in
foreign currency
Total owners' equity (or shareholders' equity) 1,251,420,893.89 1,238,266,776.36
Total liabilities and owner's equity (or shareholders'
1,408,088,216.45 1,418,737,765.18
equity)
Legal representative: Wang Li Chief financial officer: Liu Zhijun Person in charge of the accounting institution: Ying Huadong
3. Consolidated Income Statement
Prepared by: Shenzhen SEG Co., Ltd.
Unit: RMB Yuan
Item Amount of the current period Amount of the previous period
1. Total operating revenue 156,296,410.46 133,517,969.30
Include: Operating revenue 145,841,677.48 126,976,198.11
Interest income
Earned premiums 10,437,899.17 6,303,044.92
Handling charge and commission income 16,833.81 238,726.27
2. Total operating cost 121,162,948.72 106,781,707.55
Include: Operating cost 107,920,992.72 93,553,445.30
Interest expenses 912,972.23
Handling charge and commission expenses
Surrenders
Net compensation pay-outs
Net insurance deposit accrued
Insurance dividends
Reinsurance expenses
Operating taxes and surcharges 6,288,053.02 5,495,128.07
Sales expenses 381,151.00 586,727.58
Administrative expenses 7,616,967.07 9,223,655.27
Financial expenses -1,957,187.32 -2,192,428.52
Asset impairment loss 115,179.85
Add: Income from changes in fair value (Loss is
marked with "-")
Investment income (Loss is marked with "-") 5,202,783.84 5,769,732.16
23
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Item Amount of the current period Amount of the previous period
Include: Income from investment in associates
-2,238,816.10 -1,014,925.94
and joint ventures
Income from exchange (Loss is marked with "-")
3. Operating profit (Loss is marked with "-") 40,336,245.58 32,505,993.91
Add: Non-operating revenue 378,109.51 919,996.92
Less: Non-operating expenses 103,735.57 719.94
Include: Loss from disposal of non-current assets
4. Total profit (Total loss is marked with "-") 40,610,619.52 33,425,270.89
Less: Income tax expenses 10,981,390.41 9,110,315.06
5. Net profit (Net loss is marked with "-") 29,629,229.11 24,314,955.83
Include: Net profit of the purchased party realized
before the merger
Net profit attributable to shareholders of the parent
22,449,590.92 20,488,550.91
company
Gains and losses of minority shareholders 7,179,638.19 3,826,404.92
6. Earnings per share -- --
(1) Basic earnings per share 0.0286 0.0261
(2) Diluted earnings per share 0.0286 0.0261
7. Other comprehensive income -30,038.08 -71,454.23
8. Total comprehensive income 29,599,191.03 24,243,501.60
Total comprehensive income attributable to
22,429,591.57 20,440,976.68
shareholders of the parent company
Total comprehensive income attributable to minority
7,169,599.46 3,802,524.92
shareholders
Legal representative: Wang Li Chief financial officer: Liu Zhijun Person in charge of the accounting institution: Ying Huadong
4. Income Statement of the Parent Company
Prepared by: Shenzhen SEG Co., Ltd.
Unit: RMB Yuan
Item Amount of the current period Amount of the previous period
1. Operating revenue 34,948,805.08 36,761,658.79
Less: Operating cost 19,328,224.88 15,708,552.12
Operating taxes and surcharges 1,949,533.93 2,063,583.85
Sales expenses
Administrative expenses 2,911,191.34 4,495,185.27
24
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Item Amount of the current period Amount of the previous period
Financial expenses -4,467,780.55 -1,480,250.41
Asset impairment loss
Add: Income from changes in fair value (Loss is
marked with "-")
Investment income (Loss is marked with "-") 3,062,605.83 4,064,498.55
Include: Income from investment in associates
-2,238,816.10 -1,014,925.94
and joint ventures
2. Operating profit (Loss is marked with "-") 18,290,241.31 20,039,086.51
Add: Non-operating income 5,124.10 83,320.00
Less: Non-operating expenses 10,270.00
Include: Loss from disposal of non-current
assets
3. Total profit (Total loss is marked with "-") 18,285,095.41 20,122,406.51
Less: Income tax expenses 5,130,977.88 5,284,333.11
4. Net profit (Net loss is marked with "-") 13,154,117.53 14,838,073.40
5. Earnings per share: -- --
(1) Basic earnings per share 0
(2) Diluted earnings per share 0
6. Other comprehensive income 0.00
7. Total comprehensive income 13,154,117.53 14,838,073.40
Legal representative: Wang Li Chief financial officer: Liu Zhijun Person in charge of the accounting institution: Ying Huadong
5. Consolidated Cash Flow Statement
Prepared by: Shenzhen SEG Co., Ltd.
Unit: RMB Yuan
Item Amount of the current period Amount of the previous period
1. Cash flow from operating activities
Cash received from sales of goods and rendering of
469,413,208.88 116,765,324.27
services
Net increase of customers' deposits and accounts due
0.00
to banks and other financial institutions
Net increase of loans from the Central Bank 0.00
Net increase of loans from other financial
0.00
institutions
Cash received from premiums of original insurance
0.00
contracts
25
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Item Amount of the current period Amount of the previous period
Net cash received from reinsurance business 0.00
Net increase of deposit of the insured and investment 0.00
Net increase of income from disposal of transaction
0.00
financial assets
Cash received from interest, handling charges, and
13,197,482.98 8,241,020.99
commissions
Net increase of loans from banks and other financial
0.00
institutions
Net increase of redemption capital 0.00
Tax rebates received 3,563,641.53 0.00
Other cash received concerning operating activities 112,183,330.08 138,082,627.30
Subtotal of cash inflow from operating activities 598,357,663.47 263,088,972.56
Cash paid for goods purchased and services received 463,260,003.61 141,753,366.39
Net increase in loans and advances to customers -29,550,762.00 5,698,024.66
Net increase of accounts due from the Central Bank
0.00
and other financial institutions
Cash paid for compensation pay-outs of original
0.00
insurance contracts
Cash paid for interest, handling charges, and
237,331.00 0.00
commissions
Cash paid as insurance dividends 0.00
Cash paid to and on behalf of employees 22,492,493.78 19,031,752.00
Cash paid for taxes and surcharges 38,018,451.62 27,602,715.62
Other cash paid concerning operating activities 103,796,552.39 148,131,797.31
Subtotal of cash outflow for operating activities 598,254,070.40 342,217,655.98
Net cash flow arising from operating activities 103,593.07 -79,128,683.42
2. Cash flow from investment activities
Cash received from withdrawal of investment 609,900,000.00 594,820,000.00
Cash received from investment income 7,441,599.94 6,784,658.10
Net cash received from disposal of fixed assets,
0.00
intangible assets and other long-term assets
Net cash received from disposal of subsidiaries and
0.00
other business units
Other cash received concerning investment activities 0.00
Subtotal of cash inflow from investment activities 617,341,599.94 601,604,658.10
Cash paid for purchase and construction of fixed 3,729,911.54 3,418,600.09
26
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Item Amount of the current period Amount of the previous period
assets, intangible assets, and other long-term assets
Cash paid for investment 553,700,000.00 514,480,070.26
Net increase of mortgage loans 0.00
Net cash paid for acquisition of subsidiaries and
0.00
other operating units
Other cash paid concerning operating activities 0.00
Subtotal of cash outflow for investment activities 557,429,911.54 517,898,670.35
Net cash flow arising from investment activities 59,911,688.40 83,705,987.75
3. Cash flow from financing activities:
Cash received from attraction of investment 0.00
Include: Cash received by subsidiaries from
0.00
investment of minority shareholders
Cash received from borrowings 31,000,000.00 20,000,000.00
Cash received from issuance of bonds 0.00
Other cash received concerning financing activities 0.00
Subtotal of cash inflow from financing activities 31,000,000.00 20,000,000.00
Cash paid for repayment of debts 45,000,000.00 19,000,000.00
Cash paid for distribution of dividends and profit or
1,324,064.01 306,208.89
repayment of interest
Include: Dividends and profit paid by subsidiaries to
0.00
minority shareholders
Other cash paid concerning financing activities 0.00
Subtotal of cash outflow for financing activities 46,324,064.01 19,306,208.89
Net cash flow arising from financing activities -15,324,064.01 693,791.11
4. Influence of exchange rate fluctuation on cash and cash
0.00
equivalents
5. Net Increase of cash and cash equivalents 44,691,217.46 5,271,095.44
Plus: Period-beginning balance of cash and cash
335,593,493.81 453,132,467.18
equivalents
6. Period-end balance of cash and cash equivalents 380,284,711.27 458,403,562.62
Legal representative: Wang Li Chief financial officer: Liu Zhijun Person in charge of the accounting institution: Ying Huadong
6. Cash Flow Statement of the Parent Company
Prepared by: Shenzhen SEG Co., Ltd.
Unit: RMB Yuan
27
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Item Amount of the current period Amount of the previous period
1. Cash flow from operating activities
Cash received from sales of goods and rendering of
23,517,116.05 20,497,611.20
services
Tax rebates received 0.00
Other cash received concerning operating activities 51,124,214.57 38,014,290.84
Subtotal of cash inflow from operating activities 74,641,330.62 58,511,902.04
Cash paid for goods purchased and services received 5,127,754.65 6,949,147.89
Cash paid to and on behalf of employees 9,607,292.80 7,873,492.37
Cash paid for taxes and surcharges 27,217,282.67 19,491,165.63
Other cash paid concerning operating activities 57,766,967.59 136,565,360.84
Subtotal of cash outflow for operating activities 99,719,297.71 170,879,166.73
Net cash flow arising from operating activities -25,077,967.09 -112,367,264.69
2. Cash flow from investment activities
Cash received from withdrawal of investment 523,000,000.00 529,360,000.00
Cash received from investment income 5,301,421.93 5,079,424.49
Net cash received from disposal of fixed assets,
0.00
intangible assets, and other long-term assets
Net cash received from disposal of subsidiaries and
0.00
other business units
Other cash received concerning investment activities 0.00
Subtotal of cash inflow from investment activities 528,301,421.93 534,439,424.49
Cash paid for purchase and construction of fixed
361,937.00 68,818.00
assets, intangible assets, and other long-term assets
Cash paid for investment 443,000,000.00 449,965,751.44
Net cash paid for acquisition of subsidiaries and
0.00
other operating units
Other cash paid concerning operating activities 0.00
Subtotal of cash outflow for investment activities 443,361,937.00 450,034,569.44
Net cash flow arising from investment activities 84,939,484.93 84,404,855.05
3. Cash flow from financing activities:
Cash received from attraction of investment 0.00
Cash received from borrowings 0.00
Cash received from issuance of bonds 0.00
Other cash received concerning financing activities 0.00
Subtotal of cash inflow from financing activities 0.00
28
Full text of 2014 Q1 Report of Shenzhen SEG Co., Ltd.
Item Amount of the current period Amount of the previous period
Cash paid for repayment of debts 0.00
Cash paid for distribution of dividends and profit or
0.00
repayment of interest
Other cash paid concerning financing activities 0.00
Subtotal of cash outflow for financing activities 0.00
Net cash flow arising from financing activities 0.00
4. Influence of exchange rate fluctuation on cash and cash
0.00
equivalents
5. Net Increase of cash and cash equivalents 59,861,517.84 -27,962,409.64
Plus: Period-beginning balance of cash and cash
173,141,378.64 296,491,241.42
equivalents
6 Period-end balance of cash and cash equivalents 233,002,896.48 268,528,831.78
Legal representative: Wang Li Chief financial officer: Liu Zhijun Person in charge of the accounting institution: Ying Huadong
II. Audit Report
Has the Q1 report been audited?
□ Yes √ No
The Q1 report of the Company has not been audited.
29
