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公司公告

粤高速B:2010年半年度报告(英文版)2010-08-09  

						广东省高速公路发展股份有限公司

    Guangdong Provincial Expressway Development Co.Ltd.

    Semi-Annual Report 2010

    (Full Text)

    Stock Abbreviation: Guangdong Expressway A, Guangdong Expressway B

    Stock code: 000429, 200429

    Chairman of board of directors:Zhou Yuming

    August 2010Important Notes

    The board of directors and directors of the Company hereby guarantees that there are no

    false records, misleading representation or important omissions in semi-annual report and

    shall assume joint and several liability for the authenticity, accuracy and completeness of

    the contents hereof.

    All the directors attended and vote the board meeting.

    Chairman of board of directors Mr. Zhou Yuming, General Manager of the Company Mr.

    Li Xiyuan ,Deputy General Manager and Chief Accountant of the Company Mr. Xiao

    Laijiu State: Financial Report in Semi-annual report is true and complete.

    The financial report of the semi-annual report has not been audited.Table of Contents

    I. Basic Information of the Company

    Ⅱ.Highlights of financial data and indicators

    Ⅲ. Change of Share Capital and Shareholding of Principal Shareholders

    Ⅳ. Information about Directors, Supervisors and Senior Executives

    V. Report of the Board of Directors

    VI. Important Events

    VII. Financial Report

    VIII. Documents Available for Inspection

    This report has been prepared in both Chinese and English. In case of any

    discrepancy, the Chinese version shall prevail.Basic Information of the Company

    1

    I Basic Information of the Company

    (I).Legal name of the company

    Name in Chinese:广东省高速公路发展股份有限公司

    Name in English: Guangdong Provincial Expressway Development Co., Ltd.

    English abbreviation: GPED

    (II) Legal Representative:Zhou Yuming

    (III) Secretary of the Board of Directors and Securities affair representative

    Secretary of the Board of Directors

    Securities affair representative

    Name Zuo Jiang Feng Xinwei

    Contact

    Address

    85 Banyun Road, Guangzhou,

    Guangdong Province

    85 Banyun Road, Guangzhou,

    Guangdong Province

    Tel: 020-83731388-230 020-83731388-231

    Fax: 020-83731363 020-83731363

    E-mail zuoj@gdcg.cn fengxw@gdcg.cn

    (IV) Registered address of the Company: 85 Banyun Road, Guangzhou, Guangdong Province

    Office address: 85 Banyun Road, Guangzhou, Guangdong Province

    Postal Code: 510100

    E-mail:zqb@gdcg.cn

    Website: http://www.gpedcl.com

    (V) Designated newspapers for information disclosure: Securities Times,China Secuties,Shanghai

    Secuties Daily and Hongkong Commercial Daily.

    Web address for Publication of semi-annual Report 2010 (appointed by the China Securities

    Regulatory Commission): www.cninfo.com.cn

    Address for Reference of the Semi-annual report 2010: Securities affair Dept of the Company

    (VI) Stock exchange for listing: Shenzhen Stock Exchange

    Stock abbreviation:Guangdong Expressway A, Guangdong ExpresswayBBasic Information of the Company

    2

    Stock code:000429、200429

    (VII) Relevant information

    1. First Registration Date of the Company: February 9, 1993

    Registered Address::4/F, No.503, Dongfeng Zhong Road, Guangzhou, Guangdong Province

    The date of last registration change:December 17,2007

    Registered Address:85 Banyun Road, Guangzhou, Guangdong Province

    2.Company’s Enterprise Legal Business Registration Number::440000400006921

    3.Company’s Tax Registration Number: 440102190352102

    4. Organization Code:19035210-2

    5.Compnay’s Auditors:

    Lixin Yangcheng Certified Public Accountants Co., Ltd.

    Office address:11/F,Yaozhong Plaza, No.3-15 Linhe Xi Road, Tianhe District,GuangzhouHighlights of financial data and indicators

    3

    II Highlights of financial data and indicators

    (I) Highlights of financial data and indicators

    Unit :RMB

    End of the report

    year

    End of the

    previous year

    Increase /Decrease (%)

    Total assets 9,960,028,276.12 8,915,176,490.28 11.72%

    Owners’ equity attributable to shareholders

    of the listed company

    3,710,177,448.48 3,598,233,573.62 3.11%

    Share capital 1,257,117,748.00 1,257,117,748.00 0.00%

    Net assets per share attributable to

    shareholders of the listed

    company(RMB/share)

    2.95 2.86 3.15%

    Report period

    (January-June)

    Same period last

    year

    Increase /Decrease (%)

    Total operating income 501,059,949.79 471,816,749.75 6.20%

    Operating profit 301,783,513.71 300,241,306.83 0.51%

    Total profit 313,151,772.82 300,783,848.17 4.11%

    Net profit attributable to shareholders of the

    listed company

    237,803,790.41 215,914,671.27 10.14%

    Net profit attributable to shareholders of the

    listed company after deducting

    non-recurring gains and losses

    215,914,671.27 212,985,533.11 8.63%

    Basic earnings per share(RMB/share) 0.19 0.17 11.76%

    Diluted earnings per share(RMB/share) 0.19 0.17 11.76%

    Return on equity(%) 6.41% 6.00% 0.41%

    Net cash flow arising from operating

    activities

    328,942,405.14 207,537,355.80 58.50%

    Net cash flow per share arising from

    operating activities (RMB/share)

    0.26 0.17 52.94%

    (II) Non-recurring gain or loss items and related amount

    Unit :RMB

    Items of non-recurring gains and losses Amount

    Notes (if

    applicable

    Gain/loss form disposal of non-current assets 10,114,620.23

    Net amount of non-operating income and expense 1,253,638.88Highlights of financial data and indicators

    4

    except the aforesaid items

    Amount of influence of income tax. -2,812,782.34

    Amount of influence of Minor shareholders’

    equity

    -2,113,268.68

    Total 6,442,208.09 -Change of Share Capital and Shareholding of Principal Shareholders

    5

    III Change of Share Capital and Shareholding of Principal

    Shareholders

    I. Changes in share capital Unit: share

    Before the change Increase/decrease(+,-) After the Change

    Amount Proportio

    n

    Share

    allotment

    Bonus

    shares

    Capitalizati

    on of

    common

    reserve

    fund

    Other Subtotal Quantity Proportion

    I. Share with

    conditional

    subscription

    444,091,390 35.33% -1,843,920 -1,843,920 442,247,470 35.18%

    1.State-owned

    shares

    409,246,518 32.55% 456,200 456,200 409,702,718 32.59%

    2.Staee-owned

    legal person

    shares

    23,468,541 1.87% -435,314 -435,314 23,033,227 1.83%

    3.Other domestic

    shares

    11,173,716 0.89% -1,861,048 -1,861,048 9,312,668 0.74%

    Of which:

    Domestic

    Non-state –owned

    legal person

    shares

    9,390,193 0.75% -1,488,990 -1,488,990 7,901,203 0.63%

    Domestic natural

    person shares

    1,783,523 0.14% -372,058 -372,058 1,411,465 0.11%

    4.Share held by

    foreign investors

    Of which:

    Foreign legal

    person shares

    Foreign natural

    person shares

    5 .Executive

    shares

    202,615 0.02% -3,758 -3,758 198,857 0.02%

    II. Shares with

    unconditional

    subscription

    813,026,358 64.67% 1,843,920 1,843,920 814,870,278 64.82%Change of Share Capital and Shareholding of Principal Shareholders

    6

    1.Common shares

    in RMB

    464,276,358 36.93% 1,843,920 1,843,920 466,120,278 37.08%

    2.Foreign shares

    in domestic

    market

    348,750,000 27.74% 348,750,000 27.74%

    3.Foregin shares

    in overseas market

    4.Other

    III. Total of

    capital shares

    1,257,117,748 100.00% 1,257,117,748 100.00%

    1. In the report period, 39 shareholders repaid 456,200 shares to Guangdong Communication

    Group Co., Ltd. as consideration. 435,314 state legal person shares and 20,886 domestic natural

    person shares were converted into state shares, were still the shares with limited sale conditions.

    2.In the report period, 835,754 domestic legal person shares subject to sale restriction and

    1,004,408 domestic natural person shares subject to sale restriction were listed for trading and

    converted into shares not subject to sale restriction on March 16, 2010. After judicial confirmation,

    653,236 domestic legal person shares were converted into domestic natural person shares, which

    were still subject to sale restriction.

    3.In the report period, Mr. Xiao Laijiu, director and deputy general manager of the Company sold

    3,758 "senior executive shares".

    2.There are 106,641 shareholders as ended June 30, 2010, of which 69,039 are A share

    shareholders, 37,602 are B share shareholders.

    3.Particulars of the shareholding of the top ten shareholders and Top 10 holders of unconditional

    shares as of June 30, 2009

    Unit:Shares

    Total of shareholders 106,641

    Particulars about the shareholding of the top ten shareholders

    Name of shareholder

    Nature of

    shareholder

    Proportion

    (%)

    Total shares Conditional shares Pledged or frozen

    Guangdong

    Communication Group

    Co., Ltd.

    State-owned

    legal person

    40.81% 513,082,460 409,702,718 103,379,742

    Guangdong Expressway

    Co., Ltd

    State-owned

    legal person

    1.56% 19,582,228 19,582,228

    Xinyue Co., Ltd.

    Overseas legal

    person

    1.05% 13,201,086

    Guangdong Yuecai Trust State-owned 0.97% 12,174,345Change of Share Capital and Shareholding of Principal Shareholders

    7

    Investment CO., Ltd legal person

    Chen Haoming

    Domestic

    natural person

    0.28% 3,472,900

    Lu Weiqiang

    Domestic

    natural person

    0.23% 2,888,848

    LSV EMERGING

    MARKETS EQUITY

    FUND,L.P.

    Overseas legal

    person

    0.21% 2,686,000

    KGI ASIA LIMITED

    Overseas legal

    person

    0.21% 2,623,017

    Chen Shukai

    Overseas

    Natural person

    0.21% 2,611,400

    Liu Wanping

    Domestic

    natural person

    0.20% 2,569,407

    Top 10 holders of unconditional shares

    Name of the shareholder Unconditional shares Type of shares

    Guangdong Communication Group Co.,

    Ltd.

    103,379,742 RMB Common shares

    Xinyue Co., Ltd. 13,201,086

    Foreign shares placed in domestic

    exchange

    Guangdong Yuecai Trust Investment

    CO., Ltd.

    12,174,345 RMB Common shares

    Chen Haoming 3,472,900

    Foreign shares placed in domestic

    exchange

    Lu Weiqiang 2,888,848

    Foreign shares placed in domestic

    exchange

    LSV EMERGING MARKETS EQUITY

    FUND,L.P.

    2,686,000

    Foreign shares placed in domestic

    exchange

    KGI ASIA LIMITED 2,623,017

    Foreign shares placed in domestic

    exchange

    Chen Shukai 2,611,400

    Foreign shares placed in domestic

    exchange

    Liu Wanping 2,569,407 RMB Common shares

    Hu Airong 2,528,085 RMB Common shares

    Notes to the related

    relationship between the

    shareholders or their

    concerted action

    Guangdong Communication Group Co., Ltd. is the parent company of Guangdong

    Expressway Co., Ltd., Xinyue Co., Ltd..and Guangdong Communication

    Development Company is subsidiary company of Guangdong Expressway Co., Ltd , It

    is unknown whether there is relationship between other shareholders and whether they

    are persons taking concerted action specified in the Regulations on Disclosure of

    Information about Change in Shareholding of Shareholders of Listed Companies.

    4.There was no change in the Company’s controlling shareholder or actual controller during the

    reporting period.Particulars about the Directors,Supervisors and Senior Executives

    8

    IV Particulars about the Directors, Supervisors and Senior

    Executives

    I. In the report period, Change of Shareholding of Directors, Supervisors and Senior Executives

    Name Position

    Quantity of

    shares held

    at

    beginning

    of year

    Quantity of

    shares

    purchased

    in current

    period

    Quantity of

    shares sold

    in current

    period

    Quantity of

    shares held

    at the end

    of period

    Of which:

    Quantity of

    restricted

    shares

    Quantity of

    share

    options

    held at the

    end of

    period

    Reason for

    change

    Xiao Laijiu

    Director,

    Deputy

    General

    Manager and

    Chief

    accountant

    15,032 0 3,758 11,274 0 0

    Trading

    based on

    price

    competitio

    n

    In the report period, The Company neither exercised stock options nor grant restricted stocks.

    2. Particulars about employment and dismiss ion of directors, supervisors and executives in the

    report period

    The company neither employed nor dismiss of directors, supervisors and executives in the report

    period.Report of the Board of Directors

    9

    V .Report of the Board of Directors

    I. Business situation in the report term

    (I) Operating status of the expressways wholly or partly held by the Company

    In the first half year of 2010, the volume of vehicle traffic and toll income of the expressways

    wholly and partly held by the Company were as follows:

    Traffic volume form Jan

    to June

    2010(million vehicles)

    Increase

    /Decrease(%)

    Toll income from

    Jan to Jun 2010

    (RMB Million

    yuan)

    Increase/Decrease(%)

    Guangfo

    Expressway

    15.61 7.38% 136.95 3.18%

    Fokai

    Expressway

    13.52 -10.88% 337.02 1.64%

    Jiujiang

    Bridge

    3.09 777.96% 20.15 634.17%

    Huiyan

    Expressway

    14.13 9.64% 156.08 7.75%

    Maozhan

    Expressway

    4.92 13.77% 211.61 15.78%

    Jingzhu

    Expressway

    Guangzhu

    Section

    17.31 18.67% 570.14 17.28%

    Guangzhao

    Expressway

    6.28 23.67% 123.06 30.35%

    Guanghui

    Expressway

    12.25 27.87% 749.5 17.45%

    Jiangzhong

    Expressway

    10.33 20.01% 145.68 21.27%

    Kangda

    Expressway

    0.27 37.67% 14.91 31.22%

    With the further improvement of domestic and international economy, the vehicle traffic volume

    and toll income of many expressways increased sharply except that of Guangfo Expressway and

    Fokai Expressway increased by small margin respectively due to shunting of roads in the

    neighborhood and expansion project.

    On May 24, 2010, Jiujiang Bridge Branch of Guangdong Fokai Expressway Co., Ltd. signedReport of the Board of Directors

    10

    Compensation Agreement with International Insurance Dept. of Guangdong Branch of PICC

    Property and Casualty Co., Ltd. Both parties reached agreement on insurance indemnity scheme

    through consultation. After full payment of RMB 111.75 million, the liability of the insurer for

    compensation in respect of this insurance accident will be cancelled according to law. According

    to the provisions of Accounting Standards for Business Enterprises and relevant clauses of the

    insurance contract, Jiujiang Bridge Branch of Guangdong Fokai Expressway Co., Ltd. wrote off

    the net asset value of Jiujiang Bridge with compensation of RMB 97.3250 million for

    reconstruction project and accounted for the compensation of RMB 14.4250 million for expenses

    on disposal of debris as non-operating income for current period.

    (II) Year-on-year increase/decrease of operating income, operating profit and net profit

    Unit:RMB

    January-June 2010 January-June 2009

    Year-on-year

    increase/decr

    ease

    Operating income 501,059,949.79 471,816,749.75 6.20%

    Operating cost 241,612,200.11 167,659,678.25 44.11%

    Operating profit 301,783,513.71 300,113,928.29 0.56%

    Investment income 190,006,307.13 132,758,229.87 43.12%

    Net profit attributable to

    shareholders of the listed

    company

    237,803,790.41 215,914,671.27 10.14%

    Reasons for increasing of Operating income:Jiujiang Bridge was open to traffic after completion

    of repair in June 2009 and Guangfo Expressway was open to traffic after completion of expansion

    at the end of 2009. As a result, toll income increased.

    Reasons for increasing of Operating cost:Jiujiang Bridge was open to traffic after completion of

    repair in June 2009 and Guangfo Expressway was open to traffic after completion of expansion at

    the end of 2009. The original value of expressway assets and vehicle traffic volume increased so

    that the provision for depreciation made on basis of vehicle traffic volume increased.

    Reasons for increasing of Investment income:The net profits of the joint venture companies and

    affiliated companies increased so that the Company's investment income accounted for on equity

    basis increased.

    Reasons for increasing of Net profit attributable to shareholders of the listed company:for all the

    above-mentioned reasons.

    (III). The scope of main operation and its operating status

    The company belongs to the industry of infrastructure construction, with commercial development

    and operation of expressways and large bridges in Guangdong Expressway system. TheReport of the Board of Directors

    11

    expressway industry is an industry with special support form the state, and the Company’s

    operation benefits from the support of the industrial policy of the country. Operating income and

    profit of the main operation for the report period were RMB 501,059,949.79, coming form the toll

    collection on expressways and very large bridges.

    The Status of key business in terms of industry of business and product:

    Unit:RMB’0000

    The Status of key business in terms of industry of business

    In terms of business line

    or product

    Income from

    main operation

    Cost of main

    operation

    Gross profit

    ratio(%)

    Increase/decreas

    e of income

    from main

    operation over

    the previous year

    (%)

    Increase/decrease

    of cost of main

    operation over the

    previous year (%)

    Increase or

    decrease of Gross

    profit ratio from

    main operation

    over the previous

    year (%)

    Highway

    transportation

    49,482.27 23,658.45 52.19% 6.01% 43.83% -12.57%

    Other 252.93 265.88 -5.12% 137.75% 53.44% 57.76%

    The status of key business in terms of product business

    Toll income 49,461.91 23,755.32 51.97% 5.97% 44.42% -12.79%

    Other 273.28 169.00 38.16% 156.89% -2.47% 101.04%

    The status of key business in terms of areas

    Unit:RMB’0000

    Area Income from key business

    Increase/decrease of income

    (%)

    Guangdong 497,35.19 6.31%

    (IV) In the report period, there was no material change in the Company's profit structure, main

    operation or its structure and profitability of main operation.

    (V) The Company did not conduct other business operation activities having material influence on

    the profit for the report period.

    (VI) Particulars about single joint venture generating investment income that exceeded 10% of the

    net profit of the Company

    1.Shenzhen Huiyan Expressway Co., Ltd.: It is mainly engaged in the organization and

    management of the construction of the main line of Shenzhen section of Huiyan Expressway, its

    operation, management and maintenance after its completion, collection of toll and road service

    management, the construction management of road, bridge and culvert projects and engineeringReport of the Board of Directors

    12

    consultation. The net profit of this company for Jan - June 2010 was RMB 79.9813 million. The

    Long-term equity investment income obtained by the Company under Equity method was

    RMB25.9496 million.

    2. Jingzhu Expressway Guangzhu Section Co., Ltd.: It is mainly engaged in the construction,

    operation and management of expressways from Guangzhou to Zhuhai and Jiangmen and

    provision of the services supporting expressway including fueling, salvation, parts and

    components supply. The net profit of this company for Jan - June 2010 was RMB350.4405 million.

    The Long-term equity investment income obtained by the Company under Equity method was

    RMB66.2218 million.

    3.Guangdong Guanghui Expressway Co., Ltd.: It is mainly engaged in the investment in and

    construction of Guanghui Expressway and supporting facilities, the toll collection and

    maintenance management of Guanghui Expressway. The net profit of this company for Jan - June

    2010 was RMB 299.8084 million. The Long-term equity investment income obtained by the

    Company under Equity method was RMB 89.9425 million.

    (VII) Problems and difficulties occurred in operation

    Difficulties confronted by the Company: According to the Regulations on Toll Highway, the toll

    term of a for-profit highway shall be determined according to the principle of investment recovery

    and reasonable return and the longest term shall not exceed 25 years. The longest toll term of a

    state-determined for-profit highway in mid-west provinces, autonomous regions and

    municipalities directly under central government shall not exceed 30 years. The Company will

    face certain operation pressure after the expiry of the toll-based project operation period.

    The countermeasures of the Company mainly include: The Company should make reasonable and

    unified planning for the toll expressway projects that have been put into operation, those that are

    under construction and those to be invested in so as to make the toll terms of the projects orderly

    connect and keep its own ability of continuous operation.

    II. Particulars about investments

    (I) The Company did not use raised fund in the report period.

    (II) The actual progress of important investment projects utilizing non-raised funds

    1. The Company signed the Contract for Share Capital Increase of Ganzhou Gankang Expressway

    Co., Ltd. with Ganzhou Expressway Co., Ltd. in December 2007. The Company is expected to

    invest RMB289.3002 million in 30% equity of Ganzhou Gankang Expressway Co., Ltd. for

    constructing Ganzhou-Dayu expressway (from Maodian to Sanyi section) and Ganzhou highway

    bridge. On January 11, 2008, the first provisional shareholders' general meeting of the Company in

    2008 examined and adopted the resolution concerning this investment. The procedure of industrialReport of the Board of Directors

    13

    and commercial registration of shareholder change of Ganzhou Gankang Expressway Co., Ltd.

    was completed on April 16, 2008. In the report period, The Company invested RMB 45 million to

    Gankang company , As of June 30, 2010, The Company had accumulated increased capital RMB

    210 million in total.

    2. The Company held the 15th meeting of the fifth board of directors on September 10, 2009 to

    review and approve the Motion of Investing in 30% Equity of Guangzhou-Lechang Expressway

    Project. The board of directors consented to invest RMB2,561.914 million in 30% equity of

    Guangzhou-Lechang highway project. Total investment and capital invested by shareholders shall

    be the final accounts approved by the competent government authority. The board of directors

    authorized the management team of the Company to negotiate about and modify the contracts and

    articles related to the project, and deal with other matters that are not mentioned herein. The board

    of directors authorized the chairman to sign the related contracts. The Company held the second

    extraordinary general meeting of shareholders on September 28, 2009 to review and approve the

    preceding motion and its contents. The Company invested RMB 309.9975 million to Guangle

    company ,As of June 30, 2010, The company has invested accumulated RMB 339.9975 million.

    III. Operation performance

    Targets for operating income and operating cost in 2010 were RMB940.1269 million and

    RMB554.6234 million respectively quoted in the 2009 annual report. As of June 30, 2010,

    operating income of the Company was RMB501.0599 million, which accounts for 53.30% of the

    target; operating cost of the Company is RMB241.6122 million, which accounts for 43.563% of

    the target.Important events

    14

    VI Important events

    I. Administrative Position

    In the report period, The Company legally operated and regulated its operation according to the

    requirements of relevant laws and regulations including the Company Law, the Securities Law,

    Guidelines for Governance of Listed Companies, Opinions on Enhancing Quality of Listed

    Companies, Regulations on Information Disclosure of Listed Companies and Stock Listing Rules

    of Shenzhen Stock Exchange. The actual conditions of the corporate governance structure of the

    Company basically complied with the provisions of regulatory documents concerning governance

    of listed companies promulgated by China Securities Regulatory Commission. In the report period,

    audit committee carried out relevant work according to the implementation rules of relevant

    special committees.

    At present, the Company is revising and supplementing relevant internal control systems and

    unceasingly supplement and improve corporate governance structure to form more effective

    restriction relationship between rights, decision making, supervision and executive bodies, further

    enhance its level of standardized operation.

    II. Particulars and execution of profit distribution and capitalizing of common reserves for the

    previous fiscal year

    According to the resolution passed at the annual shareholders’ general meeting 2009, The

    Company's dividend distribution plan for 2009: With the existing total share capital, i.e.,

    1,257,117,748 shares, as the base, cash dividend of RMB 1.00 (including tax) is to be distributed

    for every 10 shares,that is :

    1. Cash dividend of RMB 0.9 is to be actually paid for every 10 shares to individual shareholders

    of A shares, investment funds and qualified foreign institutional investors.

    2. For the shareholders holding B shares that are non-resident enterprises, cash equivalent to RMB

    0.9 will actually be paid for every 10 shares after tax deduction. For the shareholders holding B

    shares that are not non-resident enterprises, income tax shall not be withheld.

    Cash dividend of RMB 125,711,774.80is to be distributed, The undistributed profit was carried

    forward to the

    The Company had implemented this distribution plan on July 20,2010.

    III. In the report period, What the Company was involved in significant lawsuit, arbitrationsImportant events

    15

    The lawsuit happened during the report period:

    (1). On June 30, 2003, China International Economic and Trade Arbitration Commission

    Shenzhen Branch made final award on the lawsuit of the dispute in the contract and additional

    agreement of the China-foreign constructed and operated Fozhan Expressway Dianbai (Magang)

    to Zhanjian (Suixi) that at the September 25, 2001: (1) The arbitral award includes ruling

    Southeast Asia Maofa Co., Ltd. to pay the default fine and part of expenses for handling the

    arbitration case and allocated expenses of each party involved in this arbitration case to the

    Company. total is RMB 4,413,000 and related interest, Our company has submitted 《the

    application of enforcement action> to Guangzhou Intermediate People's Court.In April 2005,

    Guangzhou Municipal Intermediate People's Court made a judgment concerning entirely

    auctioning Maozhan Company’s stocks held by Southeast Asia Maofa Co., Ltd. and made an

    announcement of auction. Guangzhou Municipal Intermediate People's Court submitted this

    enforcement case to Guangdong Higher People's Court for jurisdiction transfer in July 2005

    according to the notice of Guangdong Higher People's Court regarding liquidation of outstanding

    cases beyond the legal time limit of enforcement. On September 2, 2008, Yangjiang Municipal

    Intermediate People's Court made the following ruling: (i) canceling the seizure of 35% of

    Maozhan Company’s stocks and incomes held by Southeast Asia Maofa Co., Ltd. as the party

    subject to enforcement; (ii) freezing the debts of RMB5,334,500 that are due to Maozhan

    Company by Southeast Asia Maofa Co., Ltd. as the party subject to enforcement, and seizing

    RMB5,334,500 that is due to Southeast Asia Maofa Co., Ltd. as the party subject to enforcement

    by Maozhan company for repayment of debts, and serving a notice of Assisting in Enforcement to

    Maozhan Company. This enforcement case has not finally been closed yet.

    (2) Guangdong Expressway technology Investment Co., Ltd. as the holding subsidiary of the

    Company filed a lawsuit with the People’s Court of Yuexiu District of Guangzhou in May 2006,

    requesting Wang Jianji, as the guarantor of Beijing Green Angel Organic Fertilizer Co., Ltd. for

    the RMB8 million entrusted loan purpose, to perform its guarantee liabilities, repay RMB8 million

    and accrued interests and disburse a default fine of RMB 93,716.00. The People’s Court of Yuexiu

    District of Guangzhou made the (2006) YFMEC Zi No. 1708 Judgment of First Instance that the

    Defendant Wang Jianji should repay the principal of the RMB8 million entrusted loan and its

    overdue interests as well as pay a default fine of RMB 93,716.00 to the technology company. The

    Defendant Wang Jianji lodged an appeal against the Judgment of First Instance. Guangzhou

    Municipal Intermediate People's Court made the (2007) SZFMEZ Zi No. 1057 Judgment of

    Second Instance to affirm the original judgment on August 24, 2007.

    Wang Jianji did not accept the civil award of (2007) Suizhongfamingzhong No.1057 by

    Guangdong Guangzhou Intermediate People's Court and applied to Guangdong Provincial

    Higher People's Court for retrial. On November 26, 2007, Guangdong Provincial Higher People's

    Court made (2007) Yegaofaliming No. 1010 award, This case entered the retrial proceedings. On

    September 11, 2008, Guangzhou Municipal Intermediate People's Court issued the (2008)

    SZFSJMZ Zi No. 66 Written Civil Ruling that the (2006) SZFLMZ Zi No. 1146 Written Civil

    Ruling and the (2006) YFMEC Zi No. 1708 Written Civil Ruling made by the People’s Court of

    Yuexiu District of Guangzhou of Guangdong should be rescinded, the (2007) SZFMEZ Zi No.

    1057 Paper of Civil Judgment and the (2006) YFMEC Zi No. 1708 Paper of Civil Judgment madeImportant events

    16

    by the People’s Court of Yuexiu District of Guangzhou of Guangdong should be rescinded and this

    case should be transferred to the People’s Court of Xicheng District of Beijing for processing. On

    September 16, 2009, The case came to trial. In April 2010, the court decided in the first instance

    that the Defendant Wang Jianji should pay the principal of entrusted loan, i.e., RMB 8 million, and

    interest incurred to Guangdong High-tech. The Defendant Wang Jianji lodged an appeal against

    the Judgment of First Instance. The hearings for the second instance of this case was held in

    Beijing First Intermediate People's Court on July 15, 2010. So far, no judgment has been made for

    the trial of second instance.

    (3) On June 15, 2007 morning, the Nanguiji 035 ship owned by Yang Xiong, Foshan Nanhaiyu

    Ship Co., Ltd. heated Jiujiang Bridge on 325 National Road owned by the controlling company of

    the company, and resulted in more than 200 meters of Jiujiang Bridge collapsed.

    On June 19, 2007, The Ministry of Communications, the State Production Safety Supervision

    and Administration Commission issued the JiaoAnWeiming File [2007] No. 8 "Notification on the

    Guangdong"6.15 "Jiujiang Bridge Collision Accident", initially determined the causes of the

    accident are: the incident ship suddenly met heavy fog on the way from Foshan Gaoming to Sunde,

    the captain neglected looking out, did not take proper measures and deviated from the main

    channel, touched the 325 National Road Jiujiang Bridge the non-navigation bridge pier and caused

    the collapsion of part of the Jiujiang bridge. The accident was an unilateral responsibility of the

    ship.

    On July 19, 2007,Fokai Expressway Co., ltd. applied preservation of property to Guangzhou

    Maritime Court. On August 22, 2007, Fokai Company officially prosecuted to Guangzhou

    Maritime Court, asking Foshan South Sea Shipping Company Limited and Yang Xiong to

    undertake the conpensation 25,587,684 yuan for the loss caused by collapsion of Jiujiang Bridge.

    After the court accepted the case, The Court, on November 5, 2007, decided to suspend the

    proceeding. In September 2008, Jiujiang Bridge accident investigation report was officially

    reported and resumed the proceedings. On December 5, 2008, Guangzhou Marine Court opened a

    court trial to proceeded the case. Currently, Guangzhou Haizhu prosecutorial office was intend to

    prosecute the accident captain Shi Guide, therefore, on January 5, 2009, Guangzhou Maritime

    Court ruled the suspension of the case. At present, no further notice related to this case has been

    received from the court and its hearing is still in suspense.

    (4)In November of 2009, Southeast Asia Maofa Co., Ltd. claimed an administrative proceedings

    against Development of Foreign Trade and Economic Cooperation of Guangdong Province for

    rescinding the Approval for Capital Investment of Guangdong Maozhan Expressway Co., Ltd. [No.

    (2008) 425] made by Development of Foreign Trade and Economic Cooperation of Guangdong

    Province to People’s Court of Tianhe District of Guangzhou. The Court notified the Company as a

    third party who will be affected by the result of the case of attending the proceedings. The case

    came to trial on January 18, 2010. On April 15, 2010, Guangzhou Tianhe District People's Court

    made (2010) Tian Fa Xing Chu Zi No.9 administration judgment and rejected the Plaintiff's claim.

    The Plaintiff refused to accept the judgment for the first instance and instituted an appeal. On July

    5, 2010, Guangzhou Intermediate People's Court conducted court inquiry.Important events

    17

    IV. The equity of other listed companies and financial enterprises held by the Company

    Unit:RMB

    Name of

    subjects

    held

    Initial

    investment

    amount

    Number held

    The

    proportion

    to the

    equity of

    the

    company

    Book value at

    period end

    Loss and

    gain in

    the

    reporting

    period

    Changes of

    owner’s

    equity in

    the

    reporting

    period

    Accounting

    calculation

    subjects

    Origin of

    equity

    China

    Everbright

    Bank Co.,

    Ltd.

    528,000,000.00 240,000,000 0.72% 528,000,000.00 0.00 0.00

    Long-term

    equity

    investment

    Subscript

    ion in

    2009

    Huaxia

    Securities

    Co., Ltd.

    5,400,000.00 5,400,000 0.27% 0.00 0.00 0.00

    Long-term

    equity

    investment

    Sharehol

    der

    investme

    nt

    Huazheng

    Assets

    Manageme

    nt Co., Ltd.

    1,620,000.00 1,620,000 0.54% 226,800.00 0.00 0.00

    Long-term

    equity

    investment

    Dividen

    d

    Investm

    ent

    Kunlun

    Securities

    Co., Ltd.

    30,000,000.00 30,000,000 5.74% 0.00 0.00 0.00

    Long-term

    equity

    investment

    Purchas

    ed

    Total 565,020,000.00 277,020,000 - 528,226,800.00 0.00 0.00 - -

    V. Not Material acquisition and disposal of assets and asset reorganization in the report period.

    VI. Not significant acquisition in the report period.

    VII. Significant related transactions

    In the report period, The Company has no Significant Related transactions.

    The 3rd meeting of the sixth board of directors of the Company was held on April 22,2010, The

    meeting examined and adopted the Proposal for Borrowing Entrusted Loan from Guangdong

    Guanghui Expressway Co., Ltd. ,The Company was approved to apply to Guanghui Company for

    an entrusted loan. The amount of loan is RMB One Hundred and Five Million Only (RMB

    105,000,000.00) and the term of loan is half a year. The interest rate of loan is the loan rate quoted

    by People's Bank of China in the same period at 10% discount. The principal and interest of loan

    will be repaid in lump sum on the maturity day. After expiration of the loan, the Company may

    renew the entrusted loan contract with Guanghui Company with loan term and loan interest rate

    remaining unchanged. As of June 30, 2010, The Company has not borrowed the above-mentionedImportant events

    18

    entrusted loan from Guangdong Guanghui Expressway Co., Ltd.

    (2) In the report period, the Company were not involved in related transactions concerning

    assets acquisition and disposal.

    (3) In the report period, the Company and related parties were not involved in material claims

    and debts or guarantee.

    VIII. Important contracts and implementing

    1. In the report period, the Company did not hold in trust or contract for or lease the material

    assets of other companies nor did other companies hold in trust, contract for or lease the material

    assets of the Company.

    2. In the report period, the Company neither provided material guarantee to other companies nor

    provided guarantee to its controlled subsidiaries.

    3. In the report period, the Company did not entrust others to manage its material cash assets

    management

    IX. In the reporting period, there is no significant commitments concerning the Company or the

    shareholders hold 5% share capital for disclosure. However the commitment issues made by the

    shareholders during share equity relocation program were under processing and carried over to the

    report term.

    Guangdong Communication Group Co.,Ltd. as a controlling shareholder of the Company and

    Xinyue Company Limited as its person acting in concert increased part of A stocks and B stocks

    of the Company by Stock Trading System of Shenzhen Stock Exchange on December 11, 2008,

    and promised that they would not reduce their stocks of the Company during the execution of the

    plan of stock increase and within the legal time limit. The plan of increase in purchasing shares

    was complete on December 10, 2009.

    Status of fulfillment:Up to the publishing date of this report, Guangdong Provincial Transport

    Group Co., Ltd. and Xinyue Company Limited as its person acting in concert have not reduced

    their stocks of the Company. Therefore, this promise is still being performed.

    X. The special statement and independent opinions of the independent directors of the Company

    on fund occupation by related parties and external guarantee of the Company

    According to relevant regulations including the Guiding Opinions on Establishment of

    Independent Director System by Listed Companies, Guidelines for Governance of Listed

    Companies and Stock Listing Rules of Shenzhen Stock Exchange, we, as independent directors of

    Guangdong Expressway Development Co., Ltd. ("the Company"), make special statement and

    express independent opinions on the Company's external guarantee on accumulative basis and inImportant events

    19

    current period and status of fund occupation by related parties as follows:

    According to the Circular on Certain Issues Relating to Standardization of Fund Transfer Between

    Listed Companies and Their Related Parties and Guarantees Provided by Listed Companies

    (Zheng Jian Fa (2003) No. 56 Document) and the Circular of Regulating External Guarantees

    Provided by Listed Companies (Zheng Jian Fa (2005) No. 120 Document), we seriously audited

    and confirmed the external guarantees provided by the Company and the status of fund occupation

    by the controlling shareholder and other related parties of the Company with the attitude of being

    responsible to the Company, all shareholders and investors and according to the principle of

    seeking truth from facts.

    1. According to our prudent examination and inspection, the Company strictly complied with

    relevant provisions of the Articles of Association of the Company, seriously implemented the

    provisions of Zheng Jian Fa (2003) No. 56 Document and (2005) No. 120 Document and strictly

    controlled the risk of external guarantee. In the report period, the Company did not provide

    guarantee to the controlling shareholder and related parties or other parties. At the end of the

    report period, there was no external guarantee on accumulative basis.

    2. In the report period, The fund transfers between the Company and related parties were all for

    normal operation. The related parties did not occupy the funds of the Company in violation of

    regulations.

    XI Lixin Yangcheng Certified public Accountants audited the financial report of the Company for

    this Report period. The financial report of the semi-annual report has not been audited.

    XII. In the report period, none of the directors, supervisors, executives, shareholders, substantial

    dominators, buyer of the Company was investigated by relative departments, executed by legal &

    discipline departments, delivered to legal departments, appeared for crime, investigated or

    punished by China Securities Regulatory Commission, restricted to security market, criticized

    publicly, regarded as improper person, punished by other executive departments, or publicly

    condemned by the Stock Exchange.

    XIII. The registration form of acceptance of investigation, communication and interview in the

    report period for future reference

    Date Place Mode Visitor

    Content of discussion and

    materials provided

    April 8,2010 The Company Onsite investigation

    Analyst of Guotai

    Junan Securities,

    Senior-Analyst of

    China Southern

    Fund Management

    1.The vehicle traffic volume

    and toll income of the

    expressways held or partly

    held by the Company in 2010.

    2. Main operation scope andImportant events

    20

    Co., Ltd., Analyst

    of Franklin

    Templeton

    Sealand Fund

    Management Co.,

    Ltd.

    operation Status in 2010.

    3. The difficulties confronted

    by the Company and

    countermeasures.

    4. The Company's investment.

    5. The implementation status

    of the Company's business

    plan. 6. Developmental strategy

    of the company

    April 21,2010 The Company Onsite investigation

    Hachiman Capital

    Singapore Fund

    Manager

    1.The vehicle traffic volume

    and toll income of the

    expressways held or partly

    held by the Company in 2010.

    2. Main operation scope and

    operation Status in 2010.

    3. The difficulties confronted

    by the Company and

    countermeasures.

    4. The Company's investment.

    5. The implementation status

    of the Company's business

    plan. 6. Developmental strategy

    of the companyFinancial Report

    21

    VII Financial Report(Uncensored)

    I. Financial statement

    1.Balance Sheet

    Prepared by: Guangdong Provincial Expressway Development Co., Ltd.

    June 30,2010 Unit: RMB

    Year-end balance Year-beginning balance

    Items

    Consolidated

    Parent Company.

    Consolidated

    Parent Company.

    Current asset:

    Monetary fund 597,399,737.09 224,012,998.01 218,754,995.03 113,474,208.24

    Settlement provision

    Outgoing call loan

    Trading financial assets

    Bill receivable

    Account receivable 25,668,410.95 11,873,742.02

    Prepayments 364,331,582.77 292,435,314.87

    Insurance receivable

    Reinsurance receivable

    Provisions of Reinsurance

    contracts receivable

    Interest receivable 132,750.00 531,000.00

    Dividend receivable 69,459,045.51 89,121,531.88

    Other account receivable 31,525,797.17 4,103,477.58 31,395,116.40 3,397,319.61

    Repurchasing of

    financial assets

    Inventories 275,951.76 220,142.91

    Non-current asset due in 1

    year

    Other current asset 100,000,000.00 400,000,000.00

    Total of current assets 1,088,660,525.25 417,370,757.47 554,679,311.23 517,402,527.85

    Non-current assets:

    Loans and payment on

    other’s behalf

    disbursed

    Disposable financial asset

    Expired investment in

    possess

    Long-term receivable

    Long term share equity 3,086,652,060.79 4,202,305,630.31 2,813,284,533.76 3,928,018,103.28Financial Report

    22

    Year-end balance Year-beginning balance

    Items

    Consolidated

    Parent Company.

    Consolidated

    Parent Company.

    investment

    Property investment 6,240,294.63 5,985,219.93 6,508,675.44 6,217,326.63

    Fixed assets 3,824,298,700.93 5,076,950.38 4,075,251,730.31 4,333,177.25

    Construction in progress 1,881,469,204.85 1,388,953,103.98

    Engineering material

    Fixed asset disposal

    Production physical assets

    Gas & petrol

    Intangible assets 62,581,400.83 66,342,785.41

    R & D petrol

    Goodwill

    Long-germ expenses to be

    amortized

    126,088.84 156,350.15

    Differed income tax asset 10,000,000.00 10,000,000.00

    Other non-current asset

    Total of non-current assets 8,871,367,750.87 4,213,367,800.62 8,360,497,179.05 3,938,568,607.16

    Total of assets 9,960,028,276.12 4,630,738,558.09 8,915,176,490.28 4,455,971,135.01

    Current liabilities

    Short-term loans 500,000,000.00 100,000,000.00 654,000,000.00 100,000,000.00

    Loan from Central Bank

    Deposit received and hold

    for others

    Call loan received

    Trade off financial

    liabilities

    Bill payable

    Account payable 183,443,464.74 550,000.00 159,018,048.20

    Advance payment 7,054,071.62 7,456,276.76

    Selling of repurchased

    financial assets

    Fees and commissions

    receivable

    Employees’ wage payable 2,154,928.28 161,624.36 4,765,766.41 3,744,813.81

    Tax payable 22,647,492.26 195,008.15 4,159,074.15 335,875.55

    Interest Payable 37,371,133.91 31,733,333.33 16,523,915.41 11,373,158.33

    Dividend Payable 144,958,039.81 138,403,877.68 13,205,176.58 13,205,176.58

    Other account payable 173,789,637.34 2,617,578.55 165,005,234.22 2,586,897.36

    Reinsurance fee payable

    Insurance contract

    provisionFinancial Report

    23

    Year-end balance Year-beginning balance

    Items

    Consolidated

    Parent Company.

    Consolidated

    Parent Company.

    Entrusted trading of

    securities

    Entrusted selling of

    securities

    Non-current liability due in

    1 year

    159,000,000.00 150,000,000.00

    Other current liability 53,950,987.42 79,010,228.67

    Total of current liability 1,230,418,767.96 327,612,409.49 1,174,133,491.73 210,256,150.30

    Non-current liabilities:

    Long-term loan 3,675,964,803.54 2,820,874,803.54

    Bond payable 790,435,836.91 790,435,836.91 789,376,380.58 789,376,380.58

    Long-term payable 2,022,210.11 2,022,210.11 2,022,210.11 2,022,210.11

    Special payable

    Expected liabilities

    Differed income tax

    liability

    116,588,405.59 115,352,612.14

    Other non-current

    liabilities

    Total of non-current

    liabilities

    4,585,011,256.15 792,458,047.02 3,727,626,006.37 791,398,590.69

    Total of liability 5,815,430,024.11 1,120,070,456.51 4,901,759,498.10 1,001,654,740.99

    Owners’ equity

    Share capital 1,257,117,748.00 1,257,117,748.00 1,257,117,748.00 1,257,117,748.00

    Capital reserves 1,534,758,715.57 1,534,906,856.32 1,534,906,856.32 1,534,906,856.32

    Less:Shares in stock

    Special reserve

    Surplus reserves 130,342,184.11 130,342,184.11 130,342,184.11 130,342,184.11

    Common risk provision

    Undistributed profit 787,958,800.80 588,301,313.15 675,866,785.19 531,949,605.59

    Different of foreign

    currency translation

    Total of owner’s equity

    belong to the parent

    company

    3,710,177,448.48 3,510,668,101.58 3,598,233,573.62 3,454,316,394.02

    Minor shareholders’ equity 434,420,803.53 415,183,418.56

    Total of owners’ equity 4,144,598,252.01 3,510,668,101.58 4,013,416,992.18 3,454,316,394.02

    Total of liabilities and

    owners’ equity

    9,960,028,276.12 4,630,738,558.09 8,915,176,490.28 4,455,971,135.01Financial Report

    24

    2.Profit statement

    Prepared by: Guangdong Provincial Expressway Development Co., Ltd.

    January-June 2010 Unit:RMB

    Current term Same period last year

    Items

    Consolidated Parent Company Consolidated Parent Company

    I. Total business income 501,059,949.79 6,015,720.00 471,816,749.75 3,600.00

    Incl:Business income 501,059,949.79 471,816,749.75

    Interest income

    Insurance fee earned

    Fee and commission

    received

    II.Total business cost 389,282,743.21 44,248,588.33 304,333,672.79 25,272,882.70

    Incl:Business cost 241,612,200.11 232,106.70 167,659,678.25

    Interest expense

    Fee and commission paid

    Insurance discharge payment

    Net claim amount paid

    Net insurance policy reserves

    Insurance policy dividend

    paid

    Reinsurance expenses

    Business tax and surcharge 17,664,837.45 306,200.15 15,533,972.20 180.00

    Sales expense

    Administrative expense 47,100,615.59 20,286,182.17 47,896,913.39 23,962,124.27

    Financial expenses 82,905,090.06 23,424,099.31 68,856,572.60 1,310,578.43

    Asset impairment loss 4,386,536.35

    Add:Gains from change

    of fir value (“-”for loss)

    Investment gain(“-”for loss) 190,006,307.13 220,193,605.69 132,758,229.87 253,606,591.16

    Incl: investment gains from

    affiliates

    190,006,307.13 190,006,307.13 125,642,159.44 125,944,912.23

    Gains from currency

    exchange(“-”for loss)

    III. Operational profit(“-”for

    loss)

    301,783,513.71 181,960,737.36 300,241,306.83 228,337,308.46

    Add:Non-business income 15,990,763.99 266,710.70 1,019,915.03 34,525.00

    Less:Non business expenses 4,622,504.88 163,965.70 477,373.69

    Incl:Loss from disposal of

    non-current assets

    4,310,379.77 70,692.18

    IV.Gross profit(“-”for loss) 313,151,772.82 182,063,482.36 300,783,848.17 228,371,833.46Financial Report

    25

    Current term Same period last year

    Items

    Consolidated Parent Company Consolidated Parent Company

    Less:Income tax expenses 45,276,305.33 46,465,237.48

    V. Net profit(“-”for net loss) 267,875,467.49 182,063,482.36 254,318,610.69 228,371,833.46

    Net profit attributable to the

    owners of parent company

    237,803,790.41 182,063,482.36 215,914,671.27 228,371,833.46

    Minor shareholders’ equity 30,071,677.08 38,403,939.42

    VI. Earnings per share:

    (I)Basic earnings per

    share

    0.19 0.14 0.17 0.18

    (II)Diluted earnings per

    share

    0.19 0.14 0.17 0.18

    VII. Other comprehensive

    income

    VIII. Total comprehensive

    income

    267,875,467.49 182,063,482.36 254,318,610.69 228,371,833.46

    Total comprehensive income

    attributable to the owner of

    the parent company

    237,803,790.41 182,063,482.36 215,914,671.27 228,371,833.46

    Total comprehensive

    income attributable minority

    shareholders

    30,071,677.08 38,403,939.42Financial Report

    26

    3.Cash flow statement

    Prepared by: Guangdong Provincial Expressway Development Co., Ltd.

    January-June 2010 Unit:RMB

    Current term Same period last year

    Item

    Consolidated Parent Company Consolidated Parent Company

    I. Net cash flow from

    business operation

    Cash received from sales of

    products and providing of

    services

    481,910,013.25 456,566,626.51

    Net increase of customer

    deposits and capital kept for

    brother company

    Net increase of loans from

    central bank

    Net increase of inter-bank

    loans from other financial

    bodies

    Cash received against

    original insurance contract

    Net cash received from

    reinsurance business

    Net increase of client deposit

    and investment

    Net increase of trade

    financial asset disposal

    Cash received as interest,

    processing fee and

    commission

    Net increase of inter-bank

    fund received

    Net increase of

    repurchasing business

    Tax returned

    Other cash received from

    business operation

    477,063,376.90 424,663,023.39 19,592,585.12 468,173,266.49

    Sub-total of cash inflow 958,973,390.15 424,663,023.39 476,159,211.63 468,173,266.49

    Cash paid for purchasing of

    merchandise and services

    33,777,904.47 32,476,288.73

    Net increase of client trade

    and advance

    Net increase of savings n

    central bank and brotherFinancial Report

    27

    Current term Same period last year

    Item

    Consolidated Parent Company Consolidated Parent Company

    company

    Cash paid for original

    contract claim

    Cash paid for interest,

    processing fee and

    commission

    Cash paid for policy

    dividend

    Cash paid to staffs or paid

    for staffs

    54,057,871.21 14,559,140.80 48,317,351.22 10,982,692.41

    Taxes paid 44,794,920.28 338,241.53 57,480,998.53 26,049.52

    Other cash paid for

    business activities

    497,400,289.05 458,664,729.00 130,347,217.35 410,069,752.55

    Sub-total of cash outflow

    from business activities

    630,030,985.01 473,562,111.33 268,621,855.83 421,078,494.48

    Cash flow generated by

    business operation, net

    328,942,405.14 -48,899,087.94 207,537,355.80 47,094,772.01

    II.Cash flow generated by

    investing

    Cash received from

    investment retrieving

    797,000.00

    Cash received as investment

    gains

    202,177,234.59 212,702,046.78 163,117,251.43 193,265,607.66

    Net cash retrieved from

    disposal of fixed assets,

    intangible assets, and other

    long-term assets

    477,817.00 305,800.00 1,200.00

    Net cash received from

    disposal of subsidiaries or

    other operational units

    Other investment-related

    cash received

    306,409,170.00

    Sub-total of cash inflow due

    to investment activities

    202,655,051.59 519,417,016.78 163,915,451.43 193,265,607.66

    Cash paid for construction of

    fixed assets, intangible

    assets and other

    long-term assets

    395,583,707.51 1,278,945.00 446,610,971.81 419,320.00

    Cash paid as investment 355,917,500.00 355,917,500.00 34,500,000.00 34,500,000.00

    Net increase of loan against

    pledge

    Net cash received fromFinancial Report

    28

    Current term Same period last year

    Item

    Consolidated Parent Company Consolidated Parent Company

    subsidiaries and other

    operational units

    Other cash paid for

    investment activities

    2,528.44

    Sub-total of cash outflow

    due to investment

    activities

    751,501,207.51 357,196,445.00 481,113,500.25 34,919,320.00

    Net cash flow generated by

    investment

    -548,846,155.92 162,220,571.78 -317,198,048.82 158,346,287.66

    III.Cash flow generated by

    financing

    Cash received as

    investment

    Incl: Cash received as

    investment from minor

    shareholders

    Cash received as loans 1,378,210,000.00 802,340,000.00

    Cash received from

    bond placing

    Other financing –related

    ash received

    Sub-total of cash inflow

    from financing activities

    1,378,210,000.00 802,340,000.00

    Cash to repay debts 668,120,000.00 300,000,000.00

    Cash paid as dividend,

    profit, or interests

    111,537,594.78 2,778,781.69 121,084,051.88 7,004,588.15

    Incl: Dividend and

    profit paid by subsidiaries to

    minor shareholders

    3,508,270.73

    Other cash paid for financing

    activities

    Sub-total of cash outflow

    due to financing activities

    779,657,594.78 2,778,781.69 421,084,051.88 7,004,588.15

    Net cash flow generated by

    financing

    598,552,405.22 -2,778,781.69 381,255,948.12 -7,004,588.15

    IV.Influence of exchange rate

    alternation on cash and cash

    equivalents

    -3,912.38 -3,912.38 -217.14 -217.14

    V.Net increase of cash and

    cash equivalents

    378,644,742.06 110,538,789.77 271,595,037.96 198,436,254.38

    Add: balance of cash and

    cash equivalents at the

    218,754,995.03 113,474,208.24 350,765,725.76 41,195,556.89Financial Report

    29

    Current term Same period last year

    Item

    Consolidated Parent Company Consolidated Parent Company

    beginning of term

    VI. Balance of cash and cash

    equivalents at the end of term

    597,399,737.09 224,012,998.01 622,360,763.72 239,631,811.27Financial Report

    30

    4. Consolidated Statement of Change in Owners’ Equity

    Prepared by: Guangdong Provincial Expressway Development Co., Ltd.

    June 30,2010 Unit:RMB

    Amount of the Current term

    Owner’s equity Attributable to the Parent Company

    Items

    Share Capital Capital reserves

    Less:

    Shares

    in

    stock

    Specia

    l

    reserv

    e

    Surplus reserves

    Com

    mon

    risk

    provis

    ions

    Attributable profit Other

    Minor

    shareholders’

    equity

    Total of owners’

    equity

    I.Balance at the end of last

    year

    1,257,117,748.00 1,534,906,856.32 130,342,184.11 675,866,785.19 415,183,418.56 4,013,416,992.18

    Add: Change of

    accounting policy

    Correcting of previous

    errors

    Other

    II.Balance at the beginning

    of current year

    1,257,117,748.00 1,534,906,856.32 130,342,184.11 675,866,785.19 415,183,418.56 4,013,416,992.18

    III.Changed in the current

    year

    -148,140.75 112,092,015.61 19,237,384.97 131,181,259.83

    (I) Net profit 237,803,790.41 30,071,677.08 267,875,467.49

    (II)Other misc.income

    Total of (I) and (II) 237,803,790.41 30,071,677.08 267,875,467.49

    (III) Investment or

    decreasing of capital by

    -148,140.75 -771,859.25 -920,000.00Financial Report

    31

    Amount of the Current term

    Owner’s equity Attributable to the Parent Company

    Items

    Share Capital Capital reserves

    Less:

    Shares

    in

    stock

    Specia

    l

    reserv

    e

    Surplus reserves

    Com

    mon

    risk

    provis

    ions

    Attributable profit Other

    Minor

    shareholders’

    equity

    Total of owners’

    equity

    owners

    1. Capital inputted by

    owners

    2.Amount of shares

    paid and accounted as

    owners’ equity

    3. Other -148,140.75 -771,859.25 -920,000.00

    (IV)Profit allotment -125,711,774.80 -10,062,432.86 -135,774,207.66

    1.Providing of surplus

    reserves

    2.Providing of common

    risk provisions

    3.Allotment to the owners

    (or shareholders)

    -125,711,774.80 -10,062,432.86 -135,774,207.66

    4.Other

    (V) Internal transferring

    of owners’ equity

    1. Capitalizing of capital

    reserves (or to capitalFinancial Report

    32

    Amount of the Current term

    Owner’s equity Attributable to the Parent Company

    Items

    Share Capital Capital reserves

    Less:

    Shares

    in

    stock

    Specia

    l

    reserv

    e

    Surplus reserves

    Com

    mon

    risk

    provis

    ions

    Attributable profit Other

    Minor

    shareholders’

    equity

    Total of owners’

    equity

    shares)

    2. Capitalizing of surplus

    reserves (or to capital

    shares)

    3.Making up losses by

    surplus reserves.

    4. Other

    (VI) Special reserves

    1. Provided this year

    2.Used this term

    IV. Balance at the end of

    this term

    1,257,117,748.00 1,534,758,715.57 130,342,184.11 787,958,800.80 434,420,803.53 4,144,598,252.01Financial Report

    33

    Consolidated Statement of Change in Owners’ Equity(Cont’d)

    Prepared by: Guangdong Provincial Expressway Development Co., Ltd.

    June 30,2010 Unit:RMB

    Amount of the previous term

    Owner’s equity Attributable to the Parent Company

    Items

    Share

    Capital

    Capital reserves

    Less:

    Shares

    in

    stock

    Specia

    l

    reserv

    e

    Surplus reserves

    Com

    mon

    risk

    provis

    ions

    Attributable profit Other

    Minor

    shareholders’

    equity

    Total of owners’

    equity

    I.Balance at the end of

    last year

    1,257,117,74

    8.00

    1,534,906,856.32 43,852,074.48 488,675,530.65 453,992,476.96 3,778,544,686.41

    Add: Change of

    accounting policy

    Correcting of previous

    errors

    -12,809.96 -35,837,284.34 -12,170,856.62 -48,020,950.92

    Other

    II.Balance at the

    beginning of current year

    1,257,117,74

    8.00

    1,534,906,856.32 43,839,264.52 452,838,246.31 441,821,620.34 3,730,523,735.49

    III.Changed in the

    current year

    90,202,896.47 -4,149,953.56 86,052,942.91

    (I) Net profit 215,914,671.27 38,403,939.42 254,318,610.69

    (II)Other

    misc.income

    Total of (I) and (II) 215,914,671.27 38,403,939.42 254,318,610.69

    (III) Investment orFinancial Report

    34

    Amount of the previous term

    Owner’s equity Attributable to the Parent Company

    Items

    Share

    Capital

    Capital reserves

    Less:

    Shares

    in

    stock

    Specia

    l

    reserv

    e

    Surplus reserves

    Com

    mon

    risk

    provis

    ions

    Attributable profit Other

    Minor

    shareholders’

    equity

    Total of owners’

    equity

    decreasing of capital by

    owners

    1. Capital inputted

    by owners

    2.Amount of shares

    paid and accounted as

    owners’ equity

    3. Other

    (IV)Profit allotment -125,711,774.80 -42,553,892.98 -168,265,667.78

    1.Providing of surplus

    reserves

    2.Providing of common

    risk provisions

    3.Allotment to the

    owners (or shareholders)

    -125,711,774.80 -42,553,892.98 -168,265,667.78

    4.Other

    (V) Internal transferring

    of owners’ equity

    1. Capitalizing ofFinancial Report

    35

    Amount of the previous term

    Owner’s equity Attributable to the Parent Company

    Items

    Share

    Capital

    Capital reserves

    Less:

    Shares

    in

    stock

    Specia

    l

    reserv

    e

    Surplus reserves

    Com

    mon

    risk

    provis

    ions

    Attributable profit Other

    Minor

    shareholders’

    equity

    Total of owners’

    equity

    capital reserves (or to

    capital shares)

    2. Capitalizing of

    surplus reserves (or to

    capital shares)

    3.Making up losses by

    surplus reserves.

    4. Other

    (VI) Special reserves

    1. Provided this year

    2.Used this term

    IV. Balance at the end of

    this term

    1,257,117,74

    8.00

    1,534,906,856.32 43,839,264.52 543,041,142.78 437,671,666.78 3,816,576,678.40Financial Report

    36

    5. Parent Company Statement on Change in Owners’ Equity

    Prepared by: Guangdong Provincial Expressway Development Co., Ltd.

    June 30,2010 Unit:RMB

    Amount of the Current term

    Items Share Capital Capital reserves

    Less:

    Shares

    in stock

    Special

    reserve

    Surplus reserves

    Commo

    n risk

    provisio

    ns

    Attributable profit

    Total of owners’

    equity

    I.Balance at the end of

    last year

    1,257,117,748.00 1,534,906,856.32 130,342,184.11 531,949,605.59 3,454,316,394.02

    Add: Change of

    accounting policy

    Correcting of previous

    errors

    Other

    II.Balance at the

    beginning of current year

    1,257,117,748.00 1,534,906,856.32 130,342,184.11 531,949,605.59 3,454,316,394.02

    III.Changed in the

    current year

    56,351,707.56 56,351,707.56

    (I) Net profit 182,063,482.36 182,063,482.36

    (II)Other

    misc.income

    Total of (I) and (II) 182,063,482.36 182,063,482.36

    (III) Investment or

    decreasing of capital by

    ownersFinancial Report

    37

    Amount of the Current term

    Items Share Capital Capital reserves

    Less:

    Shares

    in stock

    Special

    reserve

    Surplus reserves

    Commo

    n risk

    provisio

    ns

    Attributable profit

    Total of owners’

    equity

    1. Capital inputted

    by owners

    2.Amount of shares

    paid and accounted as

    owners’ equity

    3. Other

    (IV)Profit allotment -125,711,774.80 -125,711,774.80

    1.Providing of surplus

    reserves

    2.Providing of common

    risk provisions

    3.Allotment to the

    owners (or shareholders)

    -125,711,774.80 -125,711,774.80

    4.Other

    (V) Internal transferring

    of owners’ equity

    1. Capitalizing of

    capital reserves (or to

    capital shares)

    2. Capitalizing of

    surplus reserves (or toFinancial Report

    38

    Amount of the Current term

    Items Share Capital Capital reserves

    Less:

    Shares

    in stock

    Special

    reserve

    Surplus reserves

    Commo

    n risk

    provisio

    ns

    Attributable profit

    Total of owners’

    equity

    capital shares)

    3.Making up losses by

    surplus reserves.

    4. Other

    (VI) Special reserves

    1. Provided this year

    2.Used this term

    IV. Balance at the end of

    this term

    1,257,117,748.00 1,534,906,856.32 130,342,184.11 588,301,313.15 3,510,668,101.58Financial Report

    39

    Parent Company Statement on Change in Owners’ Equity(Cont’d)

    Prepared by: Guangdong Provincial Expressway Development Co., Ltd.

    June 30,2010 Unit:RMB cont.d

    Amount of the previous term

    Items

    Share Capital Capital reserves

    Less:

    Shares

    in stock

    Special

    reserve

    Surplus reserves

    Commo

    n risk

    provisio

    ns

    Attributable profit

    Total of owners’

    equity

    I.Balance at the end of

    last year

    1,257,117,748.00 1,534,906,856.32 91,921,501.73 311,875,238.96 3,195,821,345.01

    Add: Change of

    accounting policy

    Correcting of previous

    errors

    Other

    II.Balance at the

    beginning of current year

    1,257,117,748.00 1,534,906,856.32 91,921,501.73 311,875,238.96 3,195,821,345.01

    III.Changed in the

    current year

    102,660,058.66 102,660,058.66

    (I) Net profit 228,371,833.46 228,371,833.46

    (II)Other

    misc.incomeFinancial Report

    40

    Amount of the previous term

    Items

    Share Capital Capital reserves

    Less:

    Shares

    in stock

    Special

    reserve

    Surplus reserves

    Commo

    n risk

    provisio

    ns

    Attributable profit

    Total of owners’

    equity

    Total of (I) and (II) 228,371,833.46 228,371,833.46

    (III) Investment or

    decreasing of capital by

    owners

    1. Capital inputted

    by owners

    2.Amount of shares

    paid and accounted as

    owners’ equity

    3. Other

    (IV)Profit allotment -125,711,774.80 -125,711,774.80

    1.Providing of surplus

    reserves

    2.Providing of common

    risk provisions

    3.Allotment to the

    owners (or shareholders)

    -125,711,774.80 -125,711,774.80

    4.Other

    (V) Internal transferring

    of owners’ equity

    1. Capitalizing ofFinancial Report

    41

    Amount of the previous term

    Items

    Share Capital Capital reserves

    Less:

    Shares

    in stock

    Special

    reserve

    Surplus reserves

    Commo

    n risk

    provisio

    ns

    Attributable profit

    Total of owners’

    equity

    capital reserves (or to

    capital shares)

    2. Capitalizing of

    surplus reserves (or to

    capital shares)

    3.Making up losses by

    surplus reserves.

    4. Other

    (VI) Special reserves

    1. Provided this year

    2.Used this term

    IV. Balance at the end of

    this term

    1,257,117,748.00 1,534,906,856.32 91,921,501.73 414,535,297.62 3,298,481,403.6742

    Notes to the Financial Statements(January- June 2010)

    (Referring to notes to consolidated financial statements unless separately stated.

    Currency: RMB)

    I. Company Profi le

    1.The Company was es tablished in February 1993, which was or iginally named

    as Guangdong Fokai Expres sway Co., Ltd On June 30, 1993, it was renamed as

    Guangdong Provincial Expressway Development Co. , Ltd. after reorganizat ion

    pursuant to the approval of the Off ice of Joint Examinat ion Group of

    Experimental Units of Share Holding Sys tem wi th YLSB (1993)No. 68 document .

    The share capi tal st ructure after reorganizat ion is as fol lows: Composition of

    state-owned shares: The appraised net value of state-owned assets of Guangdong Jiujiang Bridge

    Co. and Guangfo Expressway Co., Ltd. as of January 31, 1993 confirmed by Guangdong

    State-owned Asset Management Dept., i.e.,RMB 418.2136 million, was converted into 155.025

    million shares. Guangdong Expressway Co. invested cash of RMB 115 million to subscribe for

    35.9375 million shares. Other legal persons invested cash of RMB 286.992 million to subscribe

    for 89.685 million shares. Staff of the Company invested RMB 87.008 million to subscribe for

    27.19 million shares. The total is RMB 307.8375.

    2. Pursuant to the approval of Guangdong Economic System Reform Committee and Guangdong

    Securities Regulatory Commission with YTG (1996) No. 67 document, part of the shareholders of

    non-state-owned legal person shares transferred 20 million non-state-owned legal person shares to

    Malaysia Yibao Engineering Co., Ltd. in June 1996.

    3. Pursuant to the approval of Securities Commission under the State Council with WF (1996) No.

    24 approval document and that of Guangdong Economic System Reform Committee with YTG

    (1996) No. 68 document, the Company issued 135 million domestically listed foreign investment

    shares (B shares) to overseas investors at the price of HKD 3.54 (equivalent to RMB 3.8) with the

    par value of each share being RMB 1 during June to July 1996.

    4. Pursuant to the reply of the Ministry of Foreign Trade and Economic Cooperation of the People’

    s Republic of China with (1996) WJMZYHZ No. 606 document, the Company was approved to be

    a foreign-invested joint stock company limited.

    5.The Company distributed dividends and capitalized capital common reserve for the year 1996 in

    the following manner: The Company paid 1.7 bonus shares f or each 10 shares and capitalized

    capital common reserve on 3.3-for-10 basis.

    6. Pursuant to the approval of China Securities Regulatory Committee (CSRC) with ZJFZ (1997)

    No. 486 and No. 487 document, the Company issued 100 million public shares (A shares) at the

    price of RMB 5.41 in term of “payable in full on application, pro-rate placing and subject to

    refund” with the par value of each share being RMB 1 in January 1998.

    7.In accordance with the Resolutions of the 1999 Shareholders’ General Meeting of the Company

    and pursuant to the approval of Guangzhou Securities Regulatory Office under CSRC with

    GZZJH (2000) No. 99 and that of CSRC with ZJGSZ (2000) No. 98, the Company offered 3

    Rights for every 10 shares of 764.256249 million shares at the price of RMB 11 per

    Right.73,822,250 ordinary shares were actually placed to all43

    8. Pursuant to the reply of the General Office of the People’ s Government of Guangdong

    Province with YBH (2000) No. 574 document, the state-owned shares were transferred to

    Guangdong Communication Group Co., Ltd. (Group Co.) for holding and management without

    compensation.

    9.Pursuant to the approval of Shenzhen Stock Exchange, 53.0205 million staff shares of the

    Company (132,722 shares held by directors, supervisors and senior executives are temporarily

    frozen) were listed on February 5, 2001.As of June 30, 2010, the quantity of the shares subject to

    sale restriction held by senior executives is 198,857.

    10.In accordance with the resolutions of 2000 annual shareholders’ general meeting, the Company

    capitalized capital common reserve into 419,039,249 shares on 5-for-10 basis with the total share

    capital as of the end of 2000, i.e., 838,078,499 shares as base. The date of stock right registration

    was May 21, 2001. The ex-right date was May 22, 2001.

    11. On March 8, 2004,As approved by China Secur it ies Regulatory Commiss ion

    by document Zheng-J ian-Gong-Si -Zi [2003]No.3, the 45,000,000 non-negot iable

    foreign shares were placed in Shenzhen Stock

    12. On December 21, 2005, the Company's plan for share holding structure reform was

    voted through at the shareholders' meeting concerning A shares. On January 26 2006, The

    Ministry of Commerce of PRC issued “The approval on share converting of Guangdong

    Provincial Expressway Development Co., Ltd.” to approve the share equity relocation and

    transformation. On October 9 2006, according to the “Circular about implementing of share

    equity relocation and relative trading” issued by Shenzhen Stock Exchange, the abbreviation

    ID of the Company’s A shares was restored from “G-Expressway” “Expressway A”.

    13. As of June 30, 2010,Registration capital :RMB1,257,117,748,Legal reprwsentative:Zhou

    Yuming,Registration place:No.85, Baiyun Road, Guangzhou, Headquarters Office: No.85, Baiyun

    Road, Guangzhou.,The company has set up: Investment Development Dept, Security Affairs

    Department, Financial Management Dept, Base construction Dept, Audit and Supervise Dept,

    Affairs Dept, Personnel Department , Party Work Dept and Law affairs Dept etc.

    14. The Company is mainly engaged in the construction of expressways, grade highways and

    bridges, tolling and maintenance management of highways and bridges, salvation, repair,

    maintenance and cleaning of automobiles and concurrently engaged in automobile transport and

    warehousing supporting its business.

    15.The Company is mainly engaged in tolling and maintenance of Guangfo Expressway, Fokai

    Expressway and Jiujiang Bridge, investment in technological industries and provision of relevant

    consultation while investing in Shenzhen Huiyan Expressway Co., Ltd., Guangdong Maozhan

    Expressway Co.,Ltd, Guangzhou Guanghui Expressway Co., Ltd.,Jingzhu Expressway Guangzhu

    Co., Ltd.,Guangdong Jiangzhong Expressway Co., Ltd., Zhaoqing Yuezhao Expressway Co.,

    Ltd.,Ganzhou Kangda Expressway , Ganzhou Gankang Expressway Co., Ltd., China Everbright

    Bank, Guangzhou Guangle Expressway Co., Ltd. Huaxia Securities Co., Ltd and Huazheng Asset

    Management Co., Ltd.

    16. Guangdong Communication Group Co., Ltd. is the largest shareholder of the Company. legal

    representative: Zhu Xiaoling. Date of establishment: June 23, 2000. As of June 30,

    2010,Registered capital: RMB 26.8 billion. It is a solely state-owned limited company. Business

    scope:equity management, organization of asset reorganization and optimized allocation, raising

    funds by means including mortgage, transfer of property rights and joint stock system

    transformation, project investment, operation and management, traffic infrastructure construction,

    highway and railway project operation and relevant industries, technological development,

    application, consultation and services, highway and railway passenger and cargo transport, ship44

    industry, relevant overseas businesses.

    II. Principal accounting policies, accounting estimates and early errors

    (1)Basis for Preparing the Financial Statements

    The company prepares the financial statements on the basis of a continuous operation, the actual

    transactions, “Accounting Standards for Enterprises – Basic Standards”, other accounting

    standards & related regulations.

    (2). Statement on the Accounting Standard Followed by the Company

    The financial statements prepared by the Company comply with the requirements of corporate

    accounting standards. They truly and completely reflect the financial situations, operating results,

    equity changes and cash flow, and other relevant information of the company.

    (3)Fiscal Year

    The Company adopts the Gregorian calendar year commencing on January 1 and ending on

    December 31 as the fiscal year.

    (4)Standard currency for bookkeeping

    The Company takes RMB as the standard currency for bookkeeping.

    (5)Accountings for Business Combinations under the Same Control & Business

    Combinations not under the Same Control

    1.Business Combinations under the Same Control

    The assets and liabilities that the company obtains in a business combination shall be measured on

    the basis of their carrying amount in the combined party on the combining date. As for the balance

    between the carrying amount of the net assets obtained by the combining party & the carrying

    amount of the consideration paid by it (or the total par value of the shares issued), the additional

    paid-in capital shall be adjusted. If the additional paid-in capital is not sufficient to be offset, the

    retained earnings shall be adjusted.

    The direct costs for the business combination of the company, including the expenses for audit,

    assessment and legal services, shall be recorded into the profits & losses at the current period.

    The handling fees, commissions & other expenses for the issuance of equity securities for the

    business combination shall be credited against the surplus of equity securities; if the surplus is not

    sufficient, the retained earnings shall be offset.

    Where the accounting policies adopted by the combined parties are different from those adopted

    by the company, the company shall adjust them on the combining date according to the accounting

    policy it adopts, and shall, pursuant to the Accounting Standards for Enterprises, recognize them

    on the basis of such adjustments.45

    2. Business Combinations not under the Same Control

    The assets paid as the consideration for the business combination & the liabilities assumed on the

    acquisition date shall be measured in accordance with the fair value. The difference between the

    fair value & its carrying amount shall be recorded into the profits & losses at the current period.

    The company will distribute the combination costs on the acquisition date.

    The company shall recognize the positive balance between the combination costs & the fair value

    of the identifiable net assets it obtains from the acquiree as Goodwill while it shall record the

    negative balance between the combination costs & the fair value of the identifiable net assets it

    obtains from the acquiree into the profits & losses of the current period.

    As for the assets other than intangible assets acquired from the acquiree in a business combination

    (not limited to the assets which have been recognized by the acquiree), if the economic benefits

    brought by them are likely to flow into the enterprise and their fair values can be measured reliably,

    they shall be separately recognized and measured in light of their fair values. As for any intangible

    asset acquired in a combination, if its fair value can be measured reliably, it shall be separately

    recognized as an intangible asset and shall measured in light of its fair value. As for the liabilities

    other than contingent liabilities acquired from the acquiree, if the performances of the relevant

    obligations are likely to result in any out-flow of economic benefits from the enterprise, and their

    fair values can be measured reliably, they shall be separately recognized and measured in light of

    their fair values. As for the contingent liabilities of the acquiree obtained in a combination, if their

    fair values can be measured reliably, they shall be separately recognized as liabilities and shall be

    measured in light of their fair values.

    (6)Methods for Preparing the Consolidated Financial Statements

    The scope of the consolidated financial statements will be recognized on the basis of controlling.

    All the subsidiaries will be included into the consolidated financial statements.

    The accounting policies & accounting periods adopted by all the subsidiaries that have been

    included into the scope of the consolidated financial statements should be consistent with those

    adopted by the company. If the accounting policies & accounting periods adopted by the

    subsidiaries are different from those adopted by the company, the company shall make necessary

    adjustments according to the accounting policies & accounting periods it adopts when preparing

    the consolidated financial statements.

    After adjusting the long-term equity investments on its subsidiaries according to the equity method,

    the company shall prepare the consolidated financial statements based on the financial statements

    of the company & its subsidiaries, and other related documents.

    The influences of the internal transactions between the company & its subsidiaries, and its

    subsidiaries themselves on the consolidated balance sheet, consolidated profit statement,

    consolidated cash flow statement & consolidated statement of changes in owner’s equity will be

    counteracted at the preparation of the consolidated financial statements.

    If the current losses of a subsidiary’s minority shareholders exceed their ownership interests

    gained at the beginning of the subsidiary, and there are no articles or agreements declaring that the46

    minority shareholders should be obligated to bear all of these, the exceeded part shall be offset

    against the ownership interests of the company. If there are articles or agreements declaring that

    the minority shareholders should bear all of these, the exceeded part shall be offset against the

    interests of the minority shareholders.

    In the report period, If the subsidiary is added through the business combination under the same

    control, the beginning balance of the consolidated balance sheet shall be adjusted. The incomes,

    expenses & profits of the subsidiary incurred from the beginning of the current period to the end

    of the reporting period shall be included into the consolidated profit statement. The cash flow from

    the beginning of the current period to the end of the reporting period shall be included into the

    consolidated cash flow statement.

    In the report period, If the subsidiary is added through the business combination not under the

    same control, the beginning balance of the consolidated balance sheet shall not be adjusted. The

    incomes, expenses & profits of the subsidiary incurred from the acquisition date to the end of the

    reporting period shall be included into the consolidated profit statement. The cash flow from the

    acquisition date to the end of the reporting period shall be included into the consolidated cash flow

    statement.

    In the report period, If the company disposes its subsidiary, the incomes, expenses & profits

    incurred from the beginning of the subsidiary to the disposal date shall be included into the

    consolidated profit statement. The cash flow from the beginning of the subsidiary to the disposal

    date shall be included into the consolidated cash flow statement.

    (7) Recognition Standard of Cash & Cash Equivalents

    The company recognizes its cash in vault & the deposits that are ready for payment at any time as

    cash when preparing the cash flow statement.which are featured with short term (expire within 3

    months since purchased), high liquidity, easy to convert to know cash, low in risk of value change,

    could be recognized as cash equivalents. Equity investment are not recognized as cash equivalents.

    (8)Foreign Currency Transaction

    The foreign currency transaction uses the spot rate at the time of the transaction as the exchange

    rate to convert the currency into CNY for keeping account.

    The balances of the foreign currency monetary items shall be converted according to the spot rate

    on the balance sheet date. Except that the exchange balances on the foreign currency borrowings

    for expenses on the assets eligible for capitalization shall be dealt according to the principle of

    loan expense capitalization, all the other exchange balances shall be included into the profits &

    losses at the current period. The foreign currency non-monetary items measured in historical costs

    shall still be converted according to the spot rate at the time of the transaction. Their account

    standard money amounts shall not be changed. The foreign currency non-monetary items

    measured in fair values shall be converted according to the spot rate on the recognition date of the

    fair values. The exchange balances incurred accordingly shall be recorded into the profits & losses

    at the current period or the additional paid-in capital.

    (9)Financial tools47

    1. Categories of financial Tools

    The Company divides the financial assets into four categories: financial assets measured at fair

    value and their variations are recognized as current gain/loss, including trade financial assets or

    financial liabilities and recognized directly as financial assets measured at fair value and their

    variations are recognized as current gain/loss; Investment hold till expiration; loans and account

    receivable; saleable financial assets .The company divides the financial liabilities into two

    categories: financial liabilities measured at fair value and their variations are recognized as current

    gain/loss; other financial liabilities.

    2. Recognition and measurement of financial tools

    (1) Financial assets and liabilities measured at fair value and their variations are recognized as

    current gain/loss

    The fair value (after deducting of announced but not distributed cash dividend or due but not

    obtained bond interests) is recognized as initial amount when obtained.

    Interests or cash dividends during the period of holding are recognized as investment gains. The

    fair value will be adjusted and accounted as current gain/loss.

    When disposed, the differences between fair value and initial amount are recognized as investment

    gains, and thus adjust the gain/loss of fair value.

    (2) Investment hold till expiration

    The fair value (after deducting of due but not obtained bond interests) plus the related trade

    expenses is recognized as initial amount when obtained.

    Interest gains will be calculated at amortizing of costs and actual interest rate (the face rate is

    adopted when the difference between the actual rate and face rate is minor) during the period of

    holding, and accounted as investment gains. Actual rate is recognized when obtained, and is not

    changed in the predictable holding period or applicable shorter period.

    When disposed, the difference between the obtained price and book value is accounted as

    investment gains.

    If the company sells or reclassifies large-amount due investments before the expired date (large

    amount refers to comparing with the amount before the selling or reclassifying the investments),

    the company will reclassify the rest of the investments as financial assets for sale, and in the

    current accounting period or within two complete accounting years, no financial assets will be

    classified as holding due assets, except for the following situations: the sale date or reclassification

    date is close to the expired date of the investment (such as three months before the expired), and

    the change of interest rate has no significant influence on the fair value of the investment; after all

    the initial principal is mostly recovered according to periodic payments or repay in advance

    regulated in the contract, the rest part will be sold or reclassified; the sale and reclassification is

    caused by the independent events which are uncontrollable

    and unexpected and will not happen any more.

    (3) Account receivable

    The receivable debts of selling goods or providing services, and the credits of other company hold

    by the company not including the debt which has price in active market, including accounts48

    receivable, notes receivable, prepaid accounts, other receivables, long-term receivables, etc. The

    contract or agreement price charging from purchaser should be taken as the initial confirmation

    amount; if it has the nature of financing, it should be confirmed according its current value.

    When retrieved or disposed of, the difference between the actual received amount and the book

    value is accounted as current gain/loss.

    (4) Saleable financial assets

    The fair value (after deducting of announced but not distributed cash dividend or due but not

    obtained bond interests) plus the related trade expenses is recognized as initial amount when

    obtained.

    Interest or cash dividend occurred during the period of holding is recognized as investment gains.

    Change of fair value is accounted as capital reserves (other capital reserves) at the end of term.

    When disposed, the difference between the obtained price and book value is accounted as

    investment gains. Meanwhile, the corresponding part of accumulated change of fair value

    accounted as owners’ equity is transferred into investment gain/loss.

    (5) Other financial liabilities

    Other financial liabilities are recognized initially at the sum of fair value and related trade

    expenses. Successive measurement will be on the basis of amortized costs.

    3. Recognition and measurement basis of financial asset transposition

    When financial asset transposition occurred, the recognition of this particular financial asset is

    terminated if almost all risks and rewards attached to the asset have been transferred to the

    acceptor. If retain all the risks and rewards of ownership of financial assets, the financial assets

    can be confirmed.

    When determine whether the transfer of financial assets meet the conditions of confirmation of the

    above financial assets, the principle of substance being more important than form should be

    adopted. The transfer of financial assets can be divided into overall transfer and part transfer of

    financial assets. If the transfer of financial assets meet the conditions of terminating confirmation,

    the following the difference of the two amounts will be included in the current profit and loss:

    (1) Book value of the financial asset to be transposed;

    (2) The sum of price received due to the transposition, and the accumulation of change in fair

    value originally accounted as owners’ equity (when the asset to be transposed is saleable financial

    asset).

    If part transfer of financial assets meet the conditions of terminating confirmation, the book value

    of the transferred financial assts, the difference between the confirmed part and the unconfirmed

    part (in this case, the service assets retained should be deemed as the part of unconfirmed financial

    assets), should be amortized in accordance with their relative fair value, and the difference

    between the following two amount should be included current profit and loss:

    ① Book value of the confirmed part;

    ②All fair values of financial assets and financial liabilities are recognized with reference to the

    price in the active market.

    If the transfer of financial assets does not meet the conditions of terminating

    confirmation, the financial assets should be confirmed again, the prices received will

    recognized as financial liabilities.49

    4.the conditions to stopping the financial liabilities

    The obligation of financial liabilities are already cancelled which should be stopped confirming

    the financial liability or the part of it. Our company could stop confirming the currently financial

    liability and begin to confirm the newly financial liability if the loaner made an agreement that

    they would assume the new way of financial liability which replace the current one, and make sure

    the newly financial liability is totally different from the old one in contract with our company.

    Stop admitting the financial liability or a part of it, and at mean time we could admit the newly

    financial liability which is in new insertions of contract as the newly financial liability if the

    current financial liability has been revised.

    Stop admitting the balance of value of financial liability and consideration (Including the roll-out

    of non-cash assets or financial liabilities) which could be consider as current profits and losses.

    Stop and continue admitting a part of value, and distribute the value of financial liability, if our

    company repurchased the part of financial liability. And the balance of value of which distributed

    to the part of stopping admitting and paid (Including the roll-out of non-cash assets or financial

    liabilities) which could be consider as current profits and losses.

    5.Recognition basis of financial assets and financial liabilities

    All fair values of financial assets and financial liabilities are recognized with reference to the price

    in the active market(Using valuation technique, etc).

    6. Impairment provision for financial assets

    ①Impairment provision for financial assets for sale:

    If the fair value of financial assets for sale greatly drops at the end of the period, or after

    considering all the relevant factors and expecting decrease trend is non-temporary, the impairment

    should be confirmed, and the accumulative loss formed by the decrease of fair value of owner’s

    equity originally included should be transferred out altogether and confirmed as impairment loss.

    ②Holding the impairment provision of expired investments:

    The measurement of holding the impairment provision of expired investment will be according to

    the method of the measurement of impairment provision for receivables.

    (10)Accounts Receivable

    1. Recognition Standard and Counting & Drawing Method of Bad Debt Reserves for the Accounts

    Receivable Whose Single Amount Is Significant

    Recognition standard of the accounts receivable whose single amount is significant: the accounts

    receivable whose single amount is over RMB 1 million & accounts for over 10% of the accounts

    receivable amount.

    Counting & drawing method of bad debt reserves for the accounts receivable whose single amount

    is significant: Conduct the devalue test separately. Set up the bad debt reserve according to the50

    shortfall of the present value of expected future cash flows against its carrying amount and record

    it into the profits & losses at the current period.

    2. Recognition Basis and Counting & Drawing Method of Bad Debt Reserves for the Accounts

    Receivable Whose Single Amount Is not Significant but Whose Portfolio Risk Is Significant after

    Being Grouped by Credit Risk Features

    Recognition basis of credit risk feature portfolio: the accounts receivable under 5 years of age

    which are not significant without any business connections any more.

    Counting & drawing method according to credit risk feature portfolio: Conduct the devalue test

    separately. Set up the bad debt reserve according to the shortfall of the present value of expected

    future cash flows against its carrying amount and record it into the profits & losses at the current

    period.

    3. Counting & Drawing Method of Bad Debt Reserves for the Other Accounts Receivable besides

    Those Whose Single Amount Is Significant & Those Whose Single Amount Is not Significant but

    Whose Portfolio Risk Is Significant after Being Grouped by Credit Risk Features

    The company adopts the account receivable aging analysis method for the bad debt reserves for

    the other accounts receivable besides those whose single amount is significant & those whose

    single amount is not significant but whose portfolio risk is significant after being grouped by

    credit risk features.

    Based on the actual loss ratio of the anterior-periods receivable accounts with similar credit risks,

    with combination of actual situations, the company recognizes the following proportions of bad

    debt reserves:

    Age Resere proportion for

    accounts receivable (%)

    Reserve Proportion for other

    receivables(%)

    Within 1 year(Including 1

    year)

    0 0

    1-2 years 10 10

    2-3 years 30 30

    3-4 years 50 50

    4-5 years 90 90

    Over 5 years 100 10051

    The counting & drawing of bad debt reserves shall be based on the ending balance of the accounts

    receivable after the deduction of the incomings & outgoings between the subsidiaries within the

    scope of consolidated report forms.

    (11)Investories

    1.Investories class

    The company’s stocks can be classified as: raw materials, inventory goods, low-value

    consumables & other materials, etc.

    2. Valuation method of inventory issued

    The company calculates the prices of its inventories according to the weighted averages method or

    the first-in first-out method.

    3. Recognition Basis of Inventories’ Net Realizable Values and Counting &

    Drawing Method of Obsolete Inventory Reserves

    After taking stock at the end of the period, the company sets up or adjusts the obsolete inventory

    reserves according to the lower of the two indexes – the inventory costs or the inventories’ net

    realizable values.

    In normal production & management, the net realizable values of the merchandise inventories

    including finished goods, inventory goods, etc. which are directly for sale shall be recognized by

    deducting the estimated selling expenses & relevant taxes from the estimated selling price of the

    inventories. In normal production & management, the net realizable values of the material

    inventories which need to be processed shall be recognized by deducting the estimated processing

    costs, the estimated selling expenses & relevant taxes from the estimated selling price of the

    finished goods which have been made of the materials. The net realizable values of the inventories

    for carrying out sales contracts or service contracts shall be calculated based on the contract prices.

    If the inventory number is greater than the ordering amount of the sales contract, the net values of

    the extra inventories shall be calculated based on the common selling prices.

    4. Inventory System

    Adopts the Perpetual Inventory System

    5. Amortizing Method for Low-Value Consumables

    The low-value consumables shall be based on the one-off amortization method.

    (12) Long-term equity investment

    1. Initial measurement

    (1)Long-term equity investment formed by Consolidation

    For Consolidation of enterprise under common control, merger cost is determined on equity

    combination basis. For equity investment paid by the Company in terms of cash, non-monetary

    asset, undertaking of debts, or issuing of equity securities, the initial cost will be the booking value

    of the long-term investment provided by the enterprise to be merged at the day of consolidation.52

    The differences between the initial investment cost of long-term investment and cash paid, the

    non-monetary asset transferred out or book value of debt undertaken and the total face value of

    shares placed, is used to adjust the capital reserves. When the capital reserve is not enough to

    cover the adjustment, the retained gains will be adjusted. All direct expenses attached to the

    Consolidation are included in the gain/loss account of the current term.

    Business combination not under the same control: The combination costs shall be the fair values,

    on the acquisition date, of the assets paid, the liabilities incurred or assumed and the equity

    securities issued by the acquirer in exchange for the control on the acquiree & all relevant direct

    costs incurred for the business combination. For a business combination realized by two or more

    transactions of exchange, the combination costs shall be the summation of the costs of all separate

    transactions. Where any future event that is likely to affect the combination costs is stipulated in

    the combination contract or agreement, if it is likely to occur and its effects on the combination

    costs can be measured reliably, the amount shall also be recorded into the combination costs.

    (2) Long-term equity investment obtained by other ways

    Long-term equity investment obtained by cash payment is recognized for initial investment cost

    according to the price practically paid.

    Long-term equity investment obtained by placing of equity stocks is recognized for initial

    investment cost at the fair value of the stock.

    Long-term equity investment input by investors is recognized for initial investment cost according

    to the investment contract or agreement (less the cash dividend or profit announced but not

    distributed). However when the value in the contract or agreement is not fair value is not adopted.

    The non-monetary asset exchange for a commercial real income and assets or the fair value other

    assets can be reliably measured, the initial investment cost should be determined according to

    long-term equity investment exchanged through the non-monetary asset exchange, unless there is

    evidence showing that for the fair value of assets is more reliable; the non-monetary asset

    exchange which does not meet the above premises, the book value of the exchanged assets to and

    the relevant fees and taxes to be paid should be the initial investment cost of the long-term equity

    investment.

    The initial investment cost of the long-term equity investments obtained through debt restructuring

    should be determined in accordance with fair value.

    2. Follow-up Measurements & Recognitions of Profits or Losses

    (1)Follow-up measurement

    Cost basis is adopted in accounting of long-term equity investment without joint control or major

    influence, and with no quotation in an active market, thus the fair value is not able to be reliably

    measured.

    Equity basis will be adopted for the long-term equity investment with joint control or major

    influence.

    The long-term equity investment that has joint control or significant influences over the invested

    entity shall be measured by employing the equity method. If the initial cost is more than the

    investing enterprise' attributable share of the fair value of the invested entity's identifiable net

    assets for the investment, the initial cost of the long-term equity investment may not be adjusted.

    If the initial cost is less than the investing enterprise' attributable share of the fair value of the53

    invested entity's identifiable net assets for the investment, the difference shall be recorded into the

    profits & losses at the current period.

    The treatment for the other changes of owner’s equity besides net loss and profit of the unit being

    invested: for the other changes of owners’ equity besides net profit and loss of the unit being

    invested, when shareholding ratio remains unchanged, the part shared or undertaken according to

    share ratio, the book value of long-term equity investment should be adjusted, and at the same

    time, the capital surplus (other capital surplus).

    (2)Recognition of Profits or Losses

    Employing the cost method, besides acquiring the actual payment for investing or the dividends /

    profits which have already been declared but not distributed yet, the company shall recognize its

    current investment income by enjoying the dividends / profits declared to be distributed by the

    invested entity.

    The investment income Recognition by cost method is only limited to distribution of accumulated

    net profit after the unit being invested receives investment, the part of profit and cash dividends

    more than the amount will be regarded as initial investment cost recovery.

    The loss which should be confirmed to the unit being invested under equity method should be

    treated in accordance with the following orders: First of all, deduct the book value of long-term

    equity investment. Second, if the book value of long-term equity investment can not be deducted,

    the long-term equity value of the net value of the unit being invested should be further confirmed

    as investment loss and used to deduct the book value of long-term receivables. Finally, after the

    above treatment, the additional liabilities to be undertaken according to investment contract or

    agreement should be confirmed as expected liability according to the expected liability and be

    concluded in the current investment loss.

    If the unit being invested achieves profit in the following period, after deducting the unconfirmed

    liabilities, it should be treated according to the adverse order as described above, the book value of

    the confirmed expected liabilities should be deducted, the book value of the long-term equity

    investment and long-term equity of net assets of the unit being invested should also be resumed,

    and at the same time, the investment income should be confirmed.

    (3) Recognition Basis for the Joint Control & the Significant Influence over the Invested

    Entity

    The control over an economic activity in accordance with the contracts and agreements, which

    does not exist unless the investing parties of the economic activity with one an assent on sharing

    the control power over the relevant important financial & operating decisions, shall be recognized

    as the joint control together with other parties over the invested entity. The power to participate in

    making decisions on the financial & operating policies of a company, but not to control or to do

    joint control together with other parties over the formulation of these policies shall be recognized

    as the significant influence of the investing party on the invested entity.

    (4) Test Method for Impairment and Counting & Drawing Method for Impairment

    Reserves

    As to a long-term equity investment with no significant influence, if there is no offer in the active

    market for it and its fair value cannot be reliably measured, its impairment loss shall be recognized

    according to the difference between its carrying amount & the current value recognized by

    discounting the future cash flow according to the current market return similar to the financial

    asset.54

    Besides the business reputation formed by the business combination, where the measurement

    results of the removable amounts show that the receivable amount of any other long-term equity

    investment is lower than its carrying value, the difference shall be recognized as the impairment

    loss.

    No matter whether there is any sign of possible assets impairment, the business reputation formed

    by the business combination shall be subject to impairment test every year.

    Once any loss of the long-term equity investment impairment is recognized, it shall not be

    switched back any more.

    (13)Commissioned loan

    Commissioned loan should be accounted according to actual commissioned loan amount. Account

    receivable interest rate according to the interest rate stipulated in commissioned loan.

    Make overall inspection on the principal of commissioned loan on the balance sheet date, if there

    is evidence showing that the principal of commissioned loan is higher than the recoverable amount,

    impairment provision should be accounted on the commissioned loan.

    (14)Investment Real Estates

    The term "investment real estates" refers to the real estates held for generating rent and / or capital

    appreciation, including the right to use any land which has already been rented, the right to use

    any land which is held and prepared for transfer after appreciation & the right to use any building

    which has already been rented.

    The company shall make a measurement to the investment real estate through the cost pattern. The

    company shall adopt the same depreciation policy as its fixed assets for the investment real estates

    measured by the cost pattern – buildings for renting & the same amortization policy as its

    intangible assets for the right to use any land for renting. Where any evidence shows that there is

    possible impairment, the recoverable amount of the fixed assets shall be estimated. Where the

    recoverable amount is lower than its carrying value, the corresponding impairment loss shall be

    recognized. Once any loss of the investment real estate impairment is recognized, it shall not be

    switched back any more.

    (15)Fixed asset

    1.Fixed assets standard

    Fixed assets refer to physical assets owned for purpose of production, service providing, leasing or

    management, and operation with service life of more than one year. Fixed assets are recognized

    when all of the following conditions are satisfied:

    (1) Financial benefits attached to the fixed asset is possibly inflowing to the Company;

    (2) The cost of the fixed asset can be reliably measured.

    2. Categories of fixed assets55

    Fixed assets are categorized as: Guangfo Expressway, Fokai Expressway, Jiujiang Bridge, house

    and building, Macnineryand equipment, vehicles, electronic and other equipment.

    Provision for depreciation of highways and bridges is made with work amount method. Estimated

    net residual value rate is zero. Estimated useful life is determined according to the period of

    operation right in respect of charge collection. The concrete calculation method is as follows: The

    amount of provision for depreciation per standard vehicle traffic volume is to be calculated based

    on the estimated total standard vehicle traffic volume within expected useful life of highways and

    bridges and the original value or book value of highways and bridges. Then provision for

    depreciation is made according to the actual standard vehicle traffic volume in each fiscal period.

    The Company regularly rechecks the estimated total standard vehicle traffic volume within the

    remaining operation period of highways and bridges. When there is big difference between actual

    standard vehicle traffic volume and estimated standard vehicle traffic volume, the Company will

    re-estimate future total standard vehicle traffic volume and adjust the provision for depreciation

    per standard vehicle traffic volume to ensure that the book value of relevant highways and bridges

    will be completely amortized within useful life.

    The company adopts the straight line method for the depreciation of fixed assets except highways

    & bridges, and recognizes the depreciation rate according to the fixed asset group, expected useful

    life & the expected net salvage value rate.

    Depreciation ages and ratios of fixed assets:

    Type Service life Predicted retained

    value rate

    Annual depreciation rate

    Highway and Bridge

    Including : Guangfo

    Expressway

    28 years 0% Working flow basis

    Fokai Expressway 30 years 0% Working flow basis

    Jiujiang Bridge 19 years 0% Working flow basis

    House Building 20-30 years 3%—10% 3.17%-4.75%

    Machine Equipment 10 years 3%—10% 9%-9.6%

    Transportation Equipment 5-8 years 3%—10% 11.88%-19%

    Electric Equipment and other

    equipment

    5-15 years 3%—10% 6.33%-19.4%

    3. Test Method for Fixed Asset Impairment and Counting & Drawing Method for Fixed Asset

    Impairment Reserves

    The company shall, at the end of each period, make a judgment on whether there is any sign of

    possible fixed assets impairment.

    Where any evidence shows that there is possible fixed assets impairment, the recoverable amount56

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

    higher one of the net amount of the fair value of the fixed assets minus the disposal expenses &

    the current value of the expected future cash flow of the fixed assets.

    Where a fixed asset's recoverable amount is lower than its carrying value, the carrying value of the

    fixed asset shall be recorded down to the recoverable amount, and the reduced amount shall be

    recognized as the loss of the fixed asset impairment and be recorded into the profits & losses at the

    current period. Simultaneously, the fixed asset impairment reserve shall be made accordingly.

    After the loss of the fixed asset impairment has been recognized, the depreciation expense of the

    impaired fixed asset shall be adjusted accordingly in the future period so as to amortize the

    post-adjustment carrying value of the fixed asset systematically (deducting the expected net

    salvage value) within the residual service life of the fixed asset.

    Once any loss of the fixed asset impairment is recognized, it shall not be switched back in the

    future accounting periods.

    Where there is any evidence indicating a possible impairment of a fixed asset, the company shall,

    on the basis of a single fixed asset, estimate the recoverable amount. Where it is difficult to do so,

    it shall determine the recoverable amount of the group fixed assets on the basis of the fixed asset

    group to which the fixed asset belongs.

    (16)Calculation of Construction-in-process

    1. Calculation of Construction-in-process

    The constructions in process are classified & accounted according to the established projects.

    2. Standard & Time Point for Carrying Constructions in Process Forward to Fixed Assets

    All the expenditures that bring the construction in process to the expected condition for use shall

    be the credit value of the fixed asset. If the fixed asset construction in process has already reached

    the expected condition for use, but hasn’t been made the final account; it shall be carried forward

    to a fixed asset according to its estimated value based on the budget, cost or actual cost of the

    construction starting from the date when it reaches the expected condition for use, and the fixed

    asset shall be depreciated according to the company’s depreciation policy for fixed assets. After

    the final account has been made, the original provisional estimated value shall be adjusted

    according to the actual cost, but the depreciation which has originally been counted & drawn shall

    not be adjusted.

    .3 Test Method for Construction-in-Process Impairment and Counting & Drawing Method

    for Construction-in-Process Impairment Reserves

    The company shall, at the end of each period, make a judgment on whether there is any sign of

    possible constructions-in-process impairment.

    Where any evidence shows that there is possible constructions-in-process impairment, the

    recoverable amount of the constructions-in-process shall be estimated. The recoverable amount

    shall be determined in light of the higher one of the net amount of the fair value of the

    constructions-in-process minus the disposal expenses & the current value of the expected future57

    cash flow of the constructions-in-process.

    Where a construction-in-process's recoverable amount is lower than its carrying value, the

    carrying value of the construction-in-process shall be recorded down to the recoverable amount,

    and the reduced amount shall be recognized as the loss of the construction-in-process impairment

    and be recorded into the profits & losses at the current period. Simultaneously, the

    construction-in-process impairment reserve shall be made accordingly.

    Once any loss of the construction-in-process impairment is recognized, it shall not be switched

    back in the future accounting periods.

    Where there is any evidence indicating a possible impairment of a construction-in-process, the

    company shall, on the basis of a single construction-in-process, estimate the recoverable amount.

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

    constructions-in-process on the basis of the construction-in-process group to which the

    construction-in-process belongs.

    (17)Loan expenses

    1. Recognition principles for capitalizing of loan expenses

    Borrowing expenses occurred to the Company that can be accounted as purchasing or production

    of asset satisfying the conditions of capitalizing, are capitalized and accounted as cost of related

    asset. Other borrowing expenses are recognized as expenses according to the occurred amount,

    and accounted into gain/loss of current term.

    The assets meeting capital conditions refer to the fixed assets, investment real estates and

    inventories which are constructed or produced in a long time to reach the predicted use or sale

    state.

    When a loan expense satisfies all of the following conditions, it is capitalized:

    1. Expenditures on assets have taken place, asset expenditures include the assets used to construct

    or produce the assets which meet the capitalization conditions, and expend by cash or transferring

    non-cash assets or bearing interest debt;

    2. Loan costs have taken place;

    3. The construction or production activities to make assets to reach the intended use or sale of state

    have begun.

    2. Duration of capitalization of Loan costs

    The capitalization period refers to the period from starting capitalization of loan costs to the stop

    of capitalization, the period of the break of capitalization of Loan costs is not included.

    When the construction or production meets the intended use or sale of state of capitalization

    conditions, the Loan costs should stop capitalization.

    When the construction or production meets the conditions of capitalization and can be used

    individually, the capitalization of the loan costs of the assets should be stopped.

    Where each part of a asset under acquisition and construction or production is completed

    separately and is ready for use or sale during the continuing construction of other parts, but it can

    not be used or sold until the asset is entirely completed, the capitalization of the borrowing costs

    shall be ceased when the asset is completed entirely.

    .3 Capitalization Suspension Period58

    Where the acquisition and construction or production of a qualified asset is interrupted

    abnormally and the interruption period lasts for more than 3 months, the capitalization of the

    borrowing costs shall be suspended. If the interruption is a necessary step for making the qualified

    asset under acquisition and construction or production ready for the intended use or sale, the

    capitalization of the borrowing costs shall continue. The borrowing costs incurred during such

    period shall be recorded into the profits & losses at the current period, till the acquisition and

    construction or production of the asset restarts.

    4. Calculation of the amount of capitalization of Loan costs

    Interest expense due to specialized Loan and its auxiliary expenses shall be capitalized before the

    asset which satisfies the capitalizing conditions reaches its useable or saleable status.

    Interest amount of common Loan to be capitalized equals to accumulated asset expense less

    weighted average of specialized loan part of asset expense multiplies capitalizing rate of common

    Loan occupied. Capitalizing rate is determined according to weighted average interest of common

    Loan.

    If the Loan has discount or premium, the discount or premium amount should be determined

    according to actual interests in each accounting period. The interest amount should be adjusted in

    each period.

    (18)Intangible assets

    1. The valuation methods of intangible assets

    (1)The initial measurement is conducted according to the actual cost when the

    intangible assets are acquired

    The cost of the purchased intangible assets includes its buying price,relevant tax and the othe

    expenses that are directly attributed to this assets meeting its predetermined objective and other

    expenses that occur.The buying price of intangible assets is over the deferred payment under

    normal credit conditions,which has the nature of financing materially,the cost of intangible assets

    is determined on the basis of the present value of its buying price.

    We acquire the mortgaged intangible assets from debtors through debt restructuring and determine

    the entry value on the basis of the fair value of the intangible assets,we have the balance between

    the book value of debt restructuring and the fair value of intangible assets used for mortagage

    charged to the current profit and loss.

    The entry value of the non-monetary assets exchanged into by the non-monetary assets are

    determined on the basis of the fair value of the assets exchanged out if the exchange of

    non-monetary assets has commercial nature and the assets exchanged into or out can be reliably

    measured,unless there is authentic evidence indicating that the fair value of assets exchanged into

    are more reliable;if the non-monetary assets that cannot meet the above prerequisite use the book

    value of the assets exchanged out and relevant taxes payable as the cost of the non-monetary

    assets, the profit and loss is not confirmed.

    The entry value of the intangible assets acquired by the absorption merger under the control of one

    company is determined by the book value of the merged party;the entry value of the intangible

    assets acquired by the absorption merger that is not under the control of one company is

    determined by the fair value.

    The cost of the intangible assets developed internally includes the materials consumed in

    developing the assets,cost of service,registration fees,othe patent used in developing,amortization59

    of concession and interest charges meeting the capitalization conditions and othe direct costs that

    occur before the intangible assets meeting the predetermined objective.

    (2)Subsequent measurement

    The Company analyses and makes judgment of its serviceable life when acquiring the intangible

    assets.

    The intangible assets that have limited serviceable life are amortized by the straight-line method

    during the period when the assets can bring about economic interests;The intangible assets are

    deemed as uncertain serviceable life and are not amortized if it is impossible to expect the period

    when the assets could bring about economic interests.

    2. Provision for the depreciation of value of the intangible assets

    The intangible assets that have certain serviceable life are conducted at the ending with the test of

    depreciation of value if the assets indicate obviously that those are depreciating

    For conducting a test of depreciation of value of the intangible assets,it needs to estimate the

    recoverable amount of the assets.The recoverable amount is determined by the higher between the

    net amount obtained through the fair value of intangible assets minus settlement chanrges and the

    present value of the future cash flow expected by the intangible assets.

    When the recoverable amount of intangible assets is below their book value,the book value of

    intangible assets is written down to the recoverable amount and the amount written down is

    confirmed as the loss of depreciation of value of intangible assets and is charged to the current

    profit and loss,while the corresponding provision for the depreciation of value of intangible assets

    is made.

    The depletion of the depreciation of value of intangible assets or the amortization charge in the

    future period will be adjusted accordingly after confirmation of the loss of the depreciation of

    value of intangible assets so that it can systematically allocate the book value of intangible assets

    adjusted in the residual serviceable life of intangible assets(deduction of anticipated net value).

    Upon confirmation of the loss of the depreciation of value of intangible assets,the loss will not be

    reversed in the subsequent accounting period any longer.

    The Company estimates its recoverable amount on the basis of the single intangible assets if there

    is indication that possible loss of depreciation of one item of intangible assets.The Company uses

    intangible assets belonging to the capital group as a basis to confirm the recoverable amount of

    intangible assets.

    (19)Long-term amortizable expenses

    Long-term prepaid expenses refer to that enterprises have already spent, and amortization periods

    of all expenses are more than one year (excluding 1 year), they should be amortized in the

    regulated years.

    (20)Bond payable60

    1. Valuation of payable bonds

    When the company is issuing bonds, the total price issued should be included in the "payable

    bonds" subject.

    2. Amortization method for bond premium or discount

    The difference between bond issuance total amount and the total amount of bond face value

    should be worked as bond premium or discount and be amortized within the bond period

    according to actual interest rate and vertical line method, and be treated according to borrowing

    costs described below.

    (21)Income

    The incomes of the company mainly include: selling products, providing labor services.

    1. The income from goods sale should be confirmed when meeting the following conditions: The

    company had transferred the ownership of the goods to the buyer, and the company did not retain

    the continuing management right relating to ownership right, and did not control the goods sold;

    the economic interests relating to transaction will go into the company; the company can reliably

    measure the related revenue and costs.

    2. Principles for the confirmation of incomes from providing service are as follows:

    The service started and completed in the same accounting year should be confirmed upon the

    completion of labor income. If the beginning and completion of the service belongs to different

    accounting year, when the results of providing service transaction can be reliably estimated, on the

    balance sheet date, the company should confirm the relevant service income according to the

    completion percentage. When all the following conditions can be met, the results of the

    transaction can reliably estimated:

    (1). Total labor revenue and total labor costs can be reliably measured;

    (2). The economic benefits relating to transactions will flow into the enterprise;

    (3). The progress of completion of the service can be reliably identified.

    (22)Government subsidies

    1.Type analyse

    Government subsidies mean that the Company free of charge acquires the monetary assets and the

    non-monetary assets.Government subsidies can be classified into capital-related government

    subsidies and earnings-related one.

    2.The methods of accounting treatment

    The purchasing of the fixed assets,intangible assets and other long-term assets related to

    government subsidies are confirmed as deferred revenue, the revenue is in installments charged to

    the nonoperating earnings in accordance with the serviceable life of assets built or purchased.

    The earning-related government subsidies that are used to compensate the relevant expenses or

    loss are confirmed as deferred earnings when the subsidies are acquired, the deferred earnings are

    charged to the current nonoperating earnings;When the subsidies are used to compensate the

    relevant expenses or loss that occurred,the subsidies are directly charged to the current

    nonoperating earnings.

    (23)Deferred income tax assets and deferred income tax liabilities61

    1. References for confirmation of deferred income tax assets

    The company is likely to determine the deferred income tax assets produced from deductible

    temporary differences with the limit of offsetting the taxable income of temporary difference.

    2.The confirmation basis of deferred income tax liabilities

    The Company confirms the temporary differences of the taxable that is not paid in the current and

    prior periods as the deferred income tax liabilities.However,the goodwill,the transactions formed

    from non-business merger and those will affect either accounting profit or the temporary

    differences of the taxable income when the transactions occur are not included in the deferred

    income tax liabilities.

    (24)Changing of main accounting policies, accounting estimations

    1. Changing of main accounting policies

    No changing of accounting estinations in report term.

    2.Changing of Major accounting estimations

    No changing of accounting estinations in report term.

    (25)Correcting of accounting errors in the prior period

    According to the notice from the Financial Supervisors in the Office of Guangdong province

    (hereinafter referred to as the Supervisor's Office)stationed by the Ministry of Finance, "on

    quality inspection conclusions and the settlement decision of 2008 accounting information from

    Guangdong Provincial Expressway Development Co.Ltd " (Guangdong Finance Supervisors

    stationed by the Ministry of Finance [2009]No. 87 ), the Company conducted a retrospective

    adjustment of prior accounting error proposed by the Office of the Supervisors and made an

    announcement to the public and adjusted the financial data in the comparable period when the

    Company prepared the 2009 financial statement.

    III.Taxation

    (I)Turnover tax ans surcharges

    1.Turnover tax

    Type of taxes Taxable Items Tax ratio

    Business tax Toll income 3%

    Business tax Gains from rents 5%

    Business tax Gains from service providing 5%

    2.Urban Maintenance and construction Tax

    Calculated and paid at 7% or 5% of the turnover tax. Foreign invested enterprise under the

    Company is exempted from urban mairtenance and construction tax according to the regulations.62

    3..Education surcharges

    Calculated and paid at 3% of the turnover tax. Foreign invested enterprise under the Company is

    exempted from education surcharges according to the regulations.

    (II) Enterprise income tax

    According to “Provisional Regulations of Enterprise Income Tax of PRC”, the Company pays

    enterprise income tax at 25%.

    According to “Provisional Regulations of Enterprise Income Tax of PRC”, Guangfo Expressway

    Co., Ltd. pays enterprise income tax. As approved by Guangzhou Tax Bureau Foreign Division

    with Shui-Wai-Fa[1993]1669, Guangfo Expressway Co., Ltd. pays enterprise income tax at 20%

    in 2009.

    According to “Provisional Regulations of Enterprise Income Tax of PRC”, Fokai Expressway Co.,

    Ltd. pays enterprise income tax at 25%.

    According to “Provisional Regulations of Enterprise Income Tax of PRC”, Guangdong

    Expressway Technology Investment Co., Ltd. pays enterprise income tax at 25%.63

    IV.Enterprise Consolidated and Consolidated Financial Statement

    (I)Informationof subsidiaries

    1.The subsidiary acquired through the establishment or investment and other means.

    Unit: RMB

    Name of

    subsidiary

    Type

    Registered

    address

    Business

    nature

    Registered capital Operating scope

    The year end’s

    actual amount of

    capital investment

    Balance of other

    essenfaly

    constituting net

    investment in

    subsidiary

    Equity

    holding

    percent

    age

    Voting

    power

    (%)

    Whe

    ther

    cons

    olida

    te

    finan

    cial

    state

    ment

    Minority

    shareholders’ equity

    Amount

    deduct from

    minority

    shareholders’

    equity

    The balance between current

    losses assumed by minority

    shareholders’ deducted from

    owners’ equity belongs to

    parent company and the

    minority shareholders’

    attributable share of owners’

    equity at the opening balance

    Guangdo

    ng

    Expresswa

    y

    Technolog

    y

    Investmen

    t Co.,

    Ltd.

    Holdi

    ng

    subsid

    iaries

    4/F,Guan

    dong

    Express

    way

    Builidin

    No.83

    Baiyun,

    Yuexiu ,

    Guangzh

    ou

    Holding

    subsidiari

    es

    100,000,000.00

    Investment in

    technical industries

    and provision of

    relevant consulting

    services, research and

    development of

    lighting technology of

    Cicy and Road, energy

    saving and storage

    technology,

    photovoltaic

    technology of solar

    95,920,000.00 100 100 Yes64

    Name of

    subsidiary

    Type

    Registered

    address

    Business

    nature

    Registered capital Operating scope

    The year end’s

    actual amount of

    capital investment

    Balance of other

    essenfaly

    constituting net

    investment in

    subsidiary

    Equity

    holding

    percent

    age

    Voting

    power

    (%)

    Whe

    ther

    cons

    olida

    te

    finan

    cial

    state

    ment

    Minority

    shareholders’ equity

    Amount

    deduct from

    minority

    shareholders’

    equity

    The balance between current

    losses assumed by minority

    shareholders’ deducted from

    owners’ equity belongs to

    parent company and the

    minority shareholders’

    attributable share of owners’

    equity at the opening balance

    energy and production

    and sales of relevant

    products, design,

    production, release

    and agency of all

    kinds of domestic and

    foreign

    advertisements,

    construction and

    maintenance

    management of

    highway projects and

    domestic trade.

    (excluding gold, silver,

    motor vehicles and

    dangerous chemicals)65

    2.The Subsidiary through business combination under the same control

    Name of

    subsidiary

    Type

    Registered

    address

    Business

    nature

    Registered capital Operating scope

    The year end’s

    actual amount of

    capital investment

    Balance of other

    essenfaly

    constituting net

    investment in

    subsidiary

    Equity

    holding

    percent

    age

    Voting

    power

    (%)

    Whet

    her

    cons

    olidat

    e

    finan

    cial

    state

    ment

    Minority

    shareholders’ equity

    Amount

    deduct from

    minority

    shareholders’

    equity

    The balance between current

    losses assumed by minority

    shareholders’ deducted from

    owners’ equity belongs to

    parent company and the

    minority shareholders’

    attributable share of owners’

    equity at the opening balance

    Guangfo

    Expressway

    Co., Ltd.

    Holdi

    ng

    subsi

    diarie

    s

    West

    Shabei,

    Guangzh

    ou

    Limited

    Liability

    Company

    (Taiwan,

    Hongkong

    and Macao

    in

    cooperation

    200,000,000.00

    Construction, tolling,

    maintenance and

    management of

    Guangfo Expressway,

    automobile fueling,

    Form Hengsha

    Guangzhou to Foshan

    xiebian , A total

    length of 15.7 km,

    salvage, maintenance

    and cleaning up.

    242,151,386.98 75 75 Yes 75,815,113.04

    Guangdong

    Fokai

    Expressway

    Co., Ltd.

    Holdi

    ng

    subsi

    diarie

    s

    No.83

    Baiyun

    Road,Yu

    exiu,

    Guangzh

    ou

    Limited

    Liability

    Company

    1,108,000,000.00

    Operation and

    management of Fokai

    Expressway and its

    supporting facilities,

    automobile salvage,

    maintenance and

    cleaning, supply of

    automobile parts and

    1,579,807,995.45 75 75 Yes 358,605,690.4966

    Name of

    subsidiary

    Type

    Registered

    address

    Business

    nature

    Registered capital Operating scope

    The year end’s

    actual amount of

    capital investment

    Balance of other

    essenfaly

    constituting net

    investment in

    subsidiary

    Equity

    holding

    percent

    age

    Voting

    power

    (%)

    Whet

    her

    cons

    olidat

    e

    finan

    cial

    state

    ment

    Minority

    shareholders’ equity

    Amount

    deduct from

    minority

    shareholders’

    equity

    The balance between current

    losses assumed by minority

    shareholders’ deducted from

    owners’ equity belongs to

    parent company and the

    minority shareholders’

    attributable share of owners’

    equity at the opening balance

    components,

    maintenance and

    management of

    Jiujiang Bridge of

    Guangzhan Highway.

    Auto rescue and

    repair (operated by

    subsidiaries). Sales of

    industrial capital

    goods (excluding

    gold, silver, motor

    vehicles and

    dangerous

    chemicals),

    construction

    materials, department

    goods, needles,

    textiles, metals,

    cross-powers.

    3.The Subsidiaries through business combinations not under the same control67

    Name of

    subsidiary

    Type

    Registered

    address

    Business

    nature

    Registered capital Operating scope

    The year end’s

    actual amount of

    capital investment

    Balance of other

    essenfaly

    constituting net

    investment in

    subsidiary

    Equity

    holding

    percent

    age

    Voting

    power

    (%)

    Whe

    ther

    cons

    olida

    te

    finan

    cial

    state

    ment

    Minority

    shareholders’ equity

    Amount

    deduct from

    minority

    shareholders’

    equity

    The balance between current

    losses assumed by minority

    shareholders’ deducted from

    owners’ equity belongs to

    parent company and the

    minority shareholders’

    attributable share of owners’

    equity at the opening balance

    Guangzho

    u Putian

    Zhongzhi

    Owne

    d

    subsi

    diary

    of a

    subsi

    diary

    2011,

    2012

    Room,

    No.201

    Huangp

    u West

    Road,

    Tianhe

    District,

    Guangz

    hou

    Limited

    Liability

    Company

    5,000,000.00

    Research and

    development of

    electronic

    products and

    technical

    service.

    Wholesale

    trade.

    1.00 3,000,000.00 60 60 No68

    (II)There is no business entities sharing the controlling power through specific purpose subjects or

    by entrusted with operation or by leasing in the current period

    (III)There is no change of scope of consolidated in the current periodChange of scope of

    consolidated

    (IV)The subjects newly taken into the consolidation range in the current and the subjects not

    taken into the consolidation range any longer in the current

    1.There is no business entities that are subsidies newly taken into the consolidation range, that

    have specific purpose subjects or that are entrusted with operation or by leasing forming the

    controlling power in the current

    2. The business entities that are not taken into the consolidation range any longer, that have

    specific purpose subjects or that are entrusted with operation or by leasing forming the controlling

    power in the current.

    V. Notes to the major items of consolidated financial stateme

    (I)Monetary Capital

    Amount in year-end Amount in year-begin

    Items Foreign

    currency

    Exchang

    e rate

    RMB

    Foreign

    currency

    Exchang

    e rate

    RMB

    Cash

    RMB 112,723.48 331,104.12

    HKD

    Subtotal 112,723.48 331,104.12

    Bank deposit

    RMB 596,467,709.03 217,935,978.14

    HKD 465,260.19 0.8724 409,652.29 483,566.25 0.8805 425,770.41

    Subtotal 596,877,361.32 218,361,748.55

    Other currency

    RMB 409,652.29 62,142.36

    HKD

    Subtotal 409,652.29 62,142.36

    Total 597,399,737.09 218,754,995.03

    Which restricted the monetary funds as follows:

    Items Amount in year-end Amount in year-begin

    Tolls clearing account funds 12,382,231.81 2,674,425.8769

    Total 12,382,231.81 2,674,425.87

    (2)Account receivable

    1.Type analyse.

    Amount in year-end Amount in year-begin

    Book Balance Bad debt povision Book Balance Bad debt povision

    Type Amount Propo

    rtio(

    %)

    Amount Propo

    rtio(

    %)

    Amount Propo

    rtio(

    %)

    Amount Propo

    rtio(

    %)

    Individually

    significant accounts

    receivable

    23,777,626.01 92.53 11,082,228.16 93.12

    Account

    receivablewhich are

    not individually

    significant but are

    assessed at high risk

    level through credit

    risk combination

    Other non-material

    receivables

    1,918,585.43 7.47 27,800.49 100 819,314.35 6.88 27,800.49 100

    Total 25,696,211.44 100 27,800.49 100 11,901,542.51 100 27,800.49 100

    2.There is no significant amount or the test of depreciation of value of bad debts provision of

    accounts receivable at the ending.

    3.There is no provision for bad debts in full or the provision for bad debts is much high while the

    debts have been fully recovered or reversed,or no recovery or reversal of a large proportion of

    accounts receivable in the current.

    4.There is no recovery of accounts receivable through restructuring in the current.

    5.There is no accounts receivable that were written off in the current.

    6.There was no account receivable due from shareholders with more than 5% (including 5%) of

    the voting shres of the company.

    7.The top 5 arrearage in accounts receivable

    Name

    Relationship

    with the

    Company

    Amount Aging

    Proportion to

    total accounts

    receivalbe(%)

    Guangdong Union Electric toll Co.,

    Ltd.

    No

    relationship

    23,777,626.01 Within 1 year 92.53

    Guangzhou Zhongqiu advertising

    Co., Ltd.

    No relationship 891,672.11 Within 1 year 3.47

    Zhaoqing Yuezhao Highway Co., Ltd. Jiont venture 208,851.50 Within 1 year 0.81

    Guangzhou Xinjushu Culture

    Co., Ltd.

    No relationship 180,000.00 Within 1 year 0.70

    Shenzhen Madison Advertising Co.,

    Ltd.

    No relationship 156,000.00 Within 1 year 0.6170

    Name

    Relationship

    with the

    Company

    Amount Aging

    Proportion to

    total accounts

    receivalbe(%)

    Total 25,214,149.62 98.12

    8. The situation on the accounts receivable from the affiliated parties

    Name

    Relationship

    with the

    Company

    Amount Aging

    Proportion to

    total accounts

    receivalbe(%)

    Zhaoqing Yuezhao Highway Co.,

    Ltd.

    Jiont venture 208,851.50 Within 1 year 0.81

    Guangdong Zhanjiang Bay

    Bridge Co., Ltd.

    Be controlled

    by the same

    parent

    company

    19,756.00 Within 1 year 0.08

    Guangdong Lulutong Co.,Ltd.

    Be controlled

    by the same

    parent

    company

    18,004.85 Within 1 year 0.07

    Total 246,612.35 0.96

    9.There is no accounts receivable that have been terminated to confirm in the current.

    10.There is no accounts receivable as a object of securitization in the current.

    (3)Prepayment

    1.Age analysis

    Balance in year-end Balance in year-begin

    Age

    Amount Proportion Amount Proportion

    Within 1 year 364,161,844.77 99.95 292,135,576.87 99.90

    1-2 years 169,738.00 0.05 299,738.00 0.10

    2-3 years

    Over 3 years

    Total 364,331,582.77 100.00 292,435,314.87 100.0071

    2. The top five companies according to the Prepayment

    Name

    Relationship with

    the Company

    Amount Time

    Reasons for

    pending

    accounts

    Guangdong Nanyue logistics

    Co., Ltd.

    controlled by the

    same parent

    company

    143,352,557.47

    Within 1

    year

    Pending

    accounts

    Guangdong Changda Highway

    Engineering Co., Ltd.

    controlled by the

    same parent

    company

    95,279,811.30

    Within 1

    year

    Pending

    accounts

    China Railway 12 Bureau Group

    Co., Ltd

    No relationship 31,370,213.00

    Within 1

    year

    Pending

    accounts

    Guangdong Guanyueqiao Co.,

    Ltd.

    controlled by the

    same parent

    company

    29,487,527.00

    Within 1

    year

    Pending

    accounts

    Guangdong Jingtong Highway

    Engineering Construction Group

    Co., Ltd.

    controlled by the

    same parent

    company

    22,560,679.00

    Within 1

    year

    Pending

    accounts

    Total 322,050,787.77

    3.There was no Prepayment due from shareholders with nore than 5% (including 5%) of the

    voting shares of the company.

    4.Prepayment from related parties

    Name

    Relationship with

    the Company

    Amount Proportion (%)

    Guangdong Nanyue logistics Co., Ltd.

    controlled by the

    same parent

    company

    143,352,557.47 39.35

    Guangdong Changda Highway

    Engineering Co., Ltd.

    controlled by the

    same parent

    company

    95,279,811.30 26.15

    Guangdong Guanyueqiao Co., Ltd.

    controlled by the

    same parent

    company

    29,487,527.00 8.09

    Guangdong Jingtong Highway

    Engineering Construction Group Co.,

    Ltd.

    controlled by the

    same parent

    company

    22,560,679.00 6.19

    Guangdong Communication

    Development Co., Ltd.

    controlled by the

    same parent

    805,868.80 0.2272

    Name

    Relationship with

    the Company

    Amount Proportion (%)

    company

    Total 291,486,443.57 80.00

    (4) Dividends receivable

    Items

    Amount at

    year

    beginning

    Increase at this

    period

    Decrease at this

    period

    Amount at

    period end

    Reason

    s for

    not

    being

    recove

    red

    Whether

    the

    relevant

    funds

    have

    signs for

    impairme

    nt

    1.The dividends receivable with

    account age less than one year

    271,636,280.10 202,177,234.59 69,459,045.51 No

    Of which: the dividend of

    Shenzhen Huiyan Expressway

    Co., Ltd. in 2009

    60,000,000.00 60,000,000.00

    The dividend of Jungzhu

    Expressway Guangzhu station in

    2007

    113,459,045.51 44,000,000.00 69,459,045.51

    No

    The dividend of Guangdong

    Guanghui Expressway Co., Ltd.

    in 2007

    73,713,657.27 73,713,657.27

    The dividend of Zhaoqing

    Yuezhao Highway Co., Ltd. in

    2009

    24,463,577.32 24,463,577.32

    2. The dividends receivable with

    account age more than one year

    Total 271,636,280.10 202,177,234.59 69,459,045.51

    (5) Other recievable

    1.Type analyse:

    Amount in year-end Amount in year-begin

    Book Balance Bad debt povision Book Balance Bad debt povision

    Type Amount Propo

    rtio(

    %)

    Amount Proport

    io(%)

    Amount Propo

    rtio(

    %)

    Amount Propo

    rtio(

    %)

    Individually

    significant accounts

    receivable

    66,794,504.78 66.81 66,794,504.78 97.58 66,794,504.78 66.90 66,794,504.78 97.58

    Account

    receivablewhich are

    not individually

    significant but are73

    Amount in year-end Amount in year-begin

    Book Balance Bad debt povision Book Balance Bad debt povision

    Type Amount Propo

    rtio(

    %)

    Amount Proport

    io(%)

    Amount Propo

    rtio(

    %)

    Amount Propo

    rtio(

    %)

    assessed at high risk

    level through credit

    risk combination

    Other

    non-materialreceiva

    bles

    33,184,934.91 33.19 1,659,137.74 2.42 33,054,254.14 33.10 1,659,137.74 2.42

    Total 99,979,439.69 100 68,453,642.52 100 99,848,758.92 100 68,453,642.52 100

    2. There is no significant amount or the test of depreciation of value of bad debts provision of

    accounts receivable at the ending.

    Other receivables Book balance Amount of bad debts

    Proportion

    (%)

    Reasons

    Kunlun Securities Co., Ltd. 50,973,424.87 50,973,424.87 100.00% Notes 1

    Beijing Gelin Enze 12,220,079.91 12,220,079.91 100.00% Notes 2

    Guangzhou Putian Zhongzhi 3,601,000.00 3,601,000.00 100.00% Notes 3

    Total 66,794,504.78 66,794,504.78

    Notes1: The parent company once paid RMB33.683,774.79 into KunLun Stock Co, Ltd,

    Guangdong expressway technology investment Co, Ltd once paid RMB18.000,000.00 into

    KunLun Stock Co, Ltd. QingHai Province XiNing City’s intermediate people's court made a

    adjudication under law declared that KunLun Stock Co, Ltd went bankrupt and repaid debt in

    November 11, 2006. On March 2007,My company and Guangdong Expressway Technology

    investment Co, Ltd had switched the money that paid into KunLun Stock Co, Ltd to other account

    receivable, and follow the careful principle to doubtful debts provision.The RMB 710,349.92 credit

    was recovered in 2008, and the provision for bad debt is deducted.

    2. GuangDong Expressway technology investment Co, Ltd should charge Beijing Green EnZhe

    Organic fertilizer Co, Ltd for RMB 12,220,079.91. Eight millions of it was entrust loan, three

    millions was temporary borrowing, the rest of it was advance money for another. Beijing Green

    EnZe Organic fertilizer Co, Ltd’s operating status was bad and had already ceased producing,

    Accordingly, the controlling subsidiary of the company Guangdong Gaoshu Investment Co., Ltd.

    accounted full provision for bad debt RMB 12,220,079.91 Provision .

    3. The amount of other accounts receivable by Guangdong Express Technology Investment Co.,

    Ltd., a controlled subsidiary of the Company, from Guangzhou Putian Zhongzhi Technology

    Industrial Co., Ltd. is RMB 3,601,000.00. RMB 3,301,000.00 is loan for temporary turnover and

    the balance of RMB 300,000.00 is the advanced payment for bankruptcy liquidation. As

    Guangzhou Putian Zhongzhi Technology Industrial Co., Ltd. entered bankruptcy liquidation

    procedure in June 2009, intrabranch elimination was no longer carried out. Guangdong Express

    Technology Investment Co., Ltd.,full provision of RMB 3,601,000.00 for bad debts in respect of

    this sum of money.74

    3.There is no provision for bad debts in full or the provision for bad debts is much high while the

    debts have been fully recovered or reversed,or no recovery or reversal of a large proportion of

    accounts receivable in the current.There is no recovery of accounts receivable through

    restructuring in the current report period.

    4.The cancellation after verification on other accounts receivable in the current

    5.There was no other receivable due from shareholders with more than 5% (including 5%) of the

    voting shares of the Company.

    6.The top five companies in the amount of other receivables and the large amount of other nature

    and content of receivables at the ending.

    Name

    Relationship

    with the

    Company

    Amount Aging

    The

    proportion

    of the total

    of other

    receivables

    (%)

    Nature or

    content

    Kunlun Securities Co.,Ltd

    The subsidiary of

    the Company

    holds its 5.74%

    stake of Kunlun

    50,973,424.87

    Over 5

    years

    50.98

    See

    “V(5)2,Notes

    1

    Beijing Gelin Enze Joint venture 12,220,079.91 1-5 years 12.22

    See

    “V(5)2,Notes

    2

    The Land Resource Office

    of Foshan,Chancheng

    Branch

    No relationship 7,366,300.00

    Within 1

    year

    7.37

    Guarantee

    deposit

    Guangzhou Putian

    Zhongzhi

    The controlling

    grandson company

    3,601,000.00 1-5 years 3.60

    See

    “V(5)2,Notes

    3

    Heshan Finance Bureau No relationship 1,835,391.00

    Within 1

    year

    1.84

    Guarantee

    deposit

    Total 75,996,195.78 76.01

    7.The accounts receivable from the Related parties75

    Name

    Relationship with

    the Company

    Relationship

    with the

    Company

    The proportion

    of the total of

    other

    receivables (%)

    Beijing Gelin Enze Joint venture

    12,220,079.91 12.22

    Guangzhou Putian Zhongzhi

    The controlling

    grandson company

    3,601,000.00 3.60

    Beijing Gelin Enze Joint venture

    500,000.00 0.50

    Guangzhou Putian Zhongzhi Joint venture

    250,000.00 0.25

    Guangdong Gaoda Property

    Development Co., Ltd.

    controlled by the

    same parent

    company

    87,000.00 0.09

    Guangdong Zhanjiang Bay Bridge Co.,

    Ltd.

    controlled by the

    same parent

    company

    11,428.86 0.01

    Guangdong Xinyue Communication

    Investment Co., Ltd.

    controlled by the

    same parent

    company

    2,158.60 0.00

    Total

    16,671,667.37 16.67

    8.There is no accounts receivable that have been terminated to confirm in the current.

    9.There is no accounts receivable as a object of securitization in the current.

    (6)Inventory

    1.Type analyse

    Balance in year-end Balance Items in year-begin

    Book balance

    Bad debt

    povision

    Book Value

    Book balance

    Bad debt

    povision

    Book Value76

    Balance in year-end Balance Items in year-begin

    Book balance

    Bad debt

    povision

    Book Value

    Book balance

    Bad debt

    povision

    Book Value

    Rew

    materials

    70,117.88 70,117.88 73,932.41 73,932.41

    Other 205,833.88 205,833.88 146,210.50 146,210.50

    Total 275,951.76 275,951.76 220,142.91 220,142.91

    2. Inventory and inventory depreciation reserves

    Decrease in the current period

    Type

    Balance in

    year-begin

    Increase in

    the current

    period

    Transferred

    back

    Reselling

    Balance in

    year-end

    Rew materials

    Other

    Total78

    (7) Information of Joint venture and Associated Enterprise

    Name Type

    Registered

    place

    Legal

    Representative

    Property

    Register

    capital

    Proportion

    Voting

    proportion

    End total assets

    End total

    Liabilities

    End total net assets

    Total current

    revenues

    Current 1. Joint

    venture

    1.

    Guangdong

    Guanghui

    Expressway

    Limited

    liability

    Company

    Guangzhou,

    Guangdong

    Liu Gangliang

    Expressway

    Management

    2,351,678,000.00 30% 30% 6,422,755,648.13 3,754,880,758.60 2,667,874,889.53 761,208,182.84 299,80

    2. Zhaoqing

    Yuezhao

    Highway

    Co., Ltd.

    Limited

    liability

    Company

    Zhaoqing ,

    Guangdong

    Wang Jiachen

    Expressway

    Management

    818,300,000.00 25% 25% 2,773,344,536.06 1,990,761,600.64 782,582,935.42 123,376,469.70 41,354,718.66

    3. Beijing

    Gelin Enze

    Limited

    liability

    Company

    Beijing Wang Jianji

    Organic

    fertilizer

    production

    and sell

    20,000,000.00 35% 35% 25,925,805.89 16,707,626.85 9,218,179.04

    2. Affiliated

    company

    1.Shenzhen

    Huiyan

    Expressway

    Limited

    liability

    Company

    Shenzhen,

    Guangdong Xu Xiaoyang

    Expressway

    Management 36,000,000.00 33.33% 33.33% 474,466,718.98 38,016,219.65 436,450,499.33 157,978,521.52 79,981,325.25

    2.Guangdong

    Maozhan

    Expressway

    Co., Ltd.

    Limited

    liability

    Company

    Guangzhou,

    Guangdong

    Li Jinfeng

    Expressway

    Management

    1,120,000,000.00 20% 20% 2,808,445,472.91 2,128,602,831.46 679,842,641.45 211,664,938.00 52,790,651.90

    3.Jingzhu

    Exprwssway

    Guanzhu

    Limited

    liability

    Company

    Guangzhou,

    Guangdong

    Lu Yaxing

    Expressway

    Management

    580,000,000.00 20% 20% 4,343,908,155.79 3,025,248,976.71 1,318,659,179.08 580,258,516.99 350,440,462.19

    4.Guangdong

    Jiangzhong

    Limited

    liability

    Guangzhou,

    Guangdong Lu Yaxing

    Expressway

    Management

    1,045,000,000.00 15% 15% 2,891,910,580.15 1,942,155,739.19 949,754,840.96 153,930,837.49 24,434,986.3479

    Name Type

    Registered

    place

    Legal

    Representative

    Property

    Register

    capital

    Proportion

    Voting

    proportion

    End total assets

    End total

    Liabilities

    End total net assets

    Total current

    revenues

    Current Expressway

    Co., Ltd.

    Company

    5.Ganzhou

    Kangda

    Expressway

    Other

    Limited

    liability

    Company

    Ganzhou,

    Jiangxi

    Yao Diming

    Expressway

    Management 600,000,000.00 30% 30% 1,871,698,819.75 1,565,032,214.75 306,666,605.00 14,906,369.00 -51,729,712

    6.Ganzhou

    Gankang

    Expressway

    Limited

    liability

    Company

    Ganzhou,

    Jiangxi Liu Zequan

    Expressway

    Management 700,000,000.00 30% 30% 2,250,945,156.42 1,550,945,156.42 700,000,000.00

    7.Guangdong

    Guangle

    Expressway

    Limited

    liability

    Company

    Guangzhou,

    Guangdong

    Li Jinfeng

    Expressway

    Management

    500,000,000.00 30% 30% 2,638,699,419.91 1,988,701,919.91 649,997,500.0080

    (8)Long- term s equity investment

    1.Long- term s equity investment

    Name

    Account

    method

    Initial amount

    Balance in

    year-begin

    Increase/decrease

    Balance in

    year-end

    Sharehol

    dding

    percentag

    e(%)

    Voting

    percentag

    e (%)

    Instruction

    Impairment

    proision

    Current

    provision

    Current cash

    dividend

    Guangdong Guanghui Expressway Co.,

    Ltd.

    Equity

    method 705,503,400.00 784,133,616.22 16,228,850.65 800,362,466.87 30% 30% 73,713,657.27

    Zhaoqing Yuezhao Highway Co.,

    Ltd.

    Equity

    method 183,690,616.22 225,653,566.64 -14,487,713.63 211,165,853.01 25% 25% 24,463,577.32

    Beijing Gelin Enze Equity

    method 6,614,483.90 35% 35%

    Shenzhen Huiyan Expressway Equity

    method 14,024,586.42 195,764,733.87 -34,050,397.81 161,714,336.06 33.33% 33.33% 60,000,000.00

    Guangdong Maozhan Expressway Equity

    method 224,000,000.00 125,410,397.91 10,558,130.38 135,968,528.29 20% 20%

    Jingzhu Exprwssway Guanzhu Equity

    method 66,779,449.38 464,974,371.27 -47,237,195.93 417,737,175.34 20% 20% 113,459,045.51

    Guangdong Jiangzhong

    Expressway Co., Ltd.

    Equity

    method 156,750,000.00 138,797,978.21 3,665,247.95 142,463,226.16 15% 15%

    Ganzhou Kangda Expressway

    Equity

    method 165,820,322.53 155,323,069.64 -16,306,894.58 139,016,175.06 30% 30%

    Ganzhou Gankang Expressway

    Co., Ltd.

    Equity

    method 210,000,000.00 165,000,000.00 45,000,000.00 210,000,000.00 30% 30%

    Guangdong Guangle Expressway Equity

    method 339,997,500.00 30,000,000.00 309,997,500.00 339,997,500.00 30% 30%

    Subtotal 2,073,180,358.45 2,285,057,733.76 273,367,527.03 2,558,425,260.79 271,636,280.10

    Huazheng Assets Management Co.

    Ltd.(Notes 1)

    Cost

    method 1,620,000.00 1,620,000.00 1,620,000.00 0.54% 0.54% 1,393,200.00

    Huaxia Securities Co., Ltd.(Notes

    2)

    Cost

    method 5,400,000.00 5,400,000.00 5,400,000.00 0.27% 0.27% 5,400,000.00

    Kunlun Securities Co., Ltd.(Notes

    3)

    Cost

    method

    30,000,000.00 30,000,000.00 30,000,000.00 5.74% 5.74% 30,000,000.00

    Guangzhou Putian

    Zhongzhi(Notes 4)

    Cost

    method

    785,536.35 785,536.35 785,536.35 60% 60% 785,536.3581

    China Everbright Bank

    Cost

    method 528,000,000.00 528,000,000.00 528,000,000.00 0.72% 0.72%

    Subtotal 565,805,536.35 565,805,536.35 565,805,536.35 37,578,736.35

    Total 2,638,985,894.80 2,850,863,270.11 273,367,527.03 3,124,230,797.14 37,578,736.35 271,636,280.1082

    Note1 According to De Wei Ping Gu Zi 2005 No. 88 Appraisal Report issued by Beijing Dewei

    Appraisal Co., Ltd. As the June 30, 2005, the amount of net assets of Huazheng Asset

    Management Co., Ltd. in book was RMB 279.132 million and the appraised value was RMB -

    2299.5486 million ,On October 14, 2005, Jianyin CITIC Asset Management Co., Ltd. issued the

    Letter of Soliciting Opinions on Equity Assignment to the Company. Jianyin CITIC Asset

    Management Co., Ltd. was willing to pay the price of not more than RMB 42 million to acquire

    100% equity of Huazheng Asset Management Co., Ltd. and solicited the Company's opinions. The

    Company replied on December 5, 2005, abandoning the preemptive right under the same

    conditions. The Company made provision of RMB 1.3932 million for impairment in respect of

    this long-term equity investment of RMB 1.62 million.

    Note 2. The owner's equity of Huaxia Securities Co., Ltd. was negative and it entered liquidation

    procedure in December 2005. The Company made full provision for impairment in respect of this

    long-term equity investment of RMB 5.4 million.

    Note 3. The owner's equity of Kunlun Securities Co., Ltd. was negative and it entered liquidation

    procedure in October 2005. Guangdong Express Technology Investment Co., Ltd., a controlled

    subsidiary of the Company, made full provision for impairment in respect of its long-term equity

    investment of RMB 30 million in Kunlun Securities Co., Ltd.

    Note 4. Guangzhou Putian Zhongzhi Technology Industrial Co., Ltd. entered bankruptcy

    liquidation procedure in June 2009. Guangdong Express Technology Investment Co., Ltd., a

    controlled subsidiary of the Company, made full provision for impairment in respect of long-term

    equity investment in Guangzhou Putian Zhongzhi Technology Industrial Co., Ltd.

    (9)Investment real estate

    1. measured by the cost of investment real estate

    Items

    Balance in

    year-begin

    Increase at this

    period

    Decrease at

    this period

    Balance in

    year-end

    1. Original price 12,664,698.25 12,664,698.25

    1.Hoses and building 12,664,698.25 12,664,698.25

    2.Land use right

    II. Accumulated depriciation 6,156,022.81 268,380.81 6,424,403.62

    1.Hoses and building 6,156,022.81 268,380.81 6,424,403.62

    2.Land use right

    III. Net value 6,508,675.44 268,380.81 6,240,294.63

    1.Hoses and building 6,508,675.44 268,380.81 6,240,294.6383

    Items

    Balance in

    year-begin

    Increase at this

    period

    Decrease at

    this period

    Balance in

    year-end

    2.Land use right

    IV. Impairment privision

    1.Hoses and building

    2.Land use right

    V.Total of book value 6,508,675.44 268,380.81 6,240,294.63

    1.Hoses and building 6,508,675.44 268,380.81 6,240,294.63

    2.Land use right

    Notes 1:The current depreciation and the amortized amount in the investment real

    estate is RMB 268,380.81.

    Notes 2: The amont of the current impairement in the investment real estate is RMB

    0.00.

    ( 10) Fixed assets

    1. Fixed assets

    Items

    Balance in

    year-begin

    Increase at this

    period

    Decrease at this

    period

    Balance in

    year-end

    I.Total of Original price 5,780,744,650.11 20,172,923.51 117,026,724.00 5,683,890,849.62

    Including : Guangfo

    Expressway

    1,385,589,775.94 3,370,107.24 1,388,959,883.18

    Fokai Expressway 3,630,421,541.96 17,428,248.00 3,612,993,293.96

    Jiujiang Bridge 322,353,099.76 97,325,000.00 225,028,099.76

    House and Building 178,587,489.55 11,727,739.17 190,315,228.72

    Machine equipment 21,308,088.84 21,308,088.84

    Transportation

    Equipment

    46,186,918.10 2,727,756.00 2,125,546.00 46,789,128.10

    Electricity equipment

    and other

    196,297,735.96 2,347,321.10 147,930.00 198,497,127.06

    II. Total of Accumulated 1,705,492,919.80 157,760,440.82 3,661,211.93 1,859,592,148.6984

    Items

    Balance in

    year-begin

    Increase at this

    period

    Decrease at this

    period

    Balance in

    year-end

    depriciation

    including : Guangfo

    Expressway

    483,827,728.77 61,711,203.10 545,538,931.87

    Fokai Expressway 915,017,695.34 73,282,602.38 1,615,277.93 986,685,019.79

    Jiujiang Bridge 59,276,529.15 8,082,704.49 67,359,233.64

    House and Building 70,266,508.49 4,560,343.30 74,826,851.79

    Machine equipment 9,412,549.58 1,199,351.10 10,611,900.68

    Transportation Equipment 35,253,754.01 1,255,056.25 1,912,991.40 34,595,818.86

    Electricity equipment and

    other

    132,438,154.46 7,669,180.20 132,942.60 139,974,392.06

    III. Total net book value of

    fixed assets

    4,075,251,730.31 20,172,923.51 271,125,952.89 3,824,298,700.93

    including : Guangfo

    Expressway

    901,762,047.17 3,370,107.24 61,711,203.10 843,420,951.31

    Fokai Expressway 2,715,403,846.62 89,095,572.45 2,626,308,274.17

    Jiujiang Bridge 263,076,570.61 105,407,704.49 157,668,866.12

    House and Building 108,320,981.06 11,727,739.17 4,560,343.30 115,488,376.93

    Machine equipment 11,895,539.26 1,199,351.10 10,696,188.16

    Transportation Equipment 10,933,164.09 2,727,756.00 1,467,610.85 12,193,309.24

    Electricity equipment and

    other

    63,859,581.50 2,347,321.10 7,684,167.60 58,522,735.00

    IV. Total of Accumulated

    depriciation

    including : Guangfo

    Expressway

    Fokai Expressway

    Jiujiang Bridge

    House and Building

    Machine equipment

    Transportation Equipment

    V. Total book value of

    fixedassets

    4,075,251,730.31 20,172,923.51 271,125,952.89 3,824,298,700.93

    including : Guangfo

    Expressway

    901,762,047.17 3,370,107.24 61,711,203.10 843,420,951.31

    Fokai Expressway 2,715,403,846.62 89,095,572.45 2,626,308,274.1785

    Items

    Balance in

    year-begin

    Increase at this

    period

    Decrease at this

    period

    Balance in

    year-end

    Jiujiang Bridge 263,076,570.61 105,407,704.49 157,668,866.12

    House and Building 108,320,981.06 11,727,739.17 4,560,343.30 115,488,376.93

    Machine equipment 11,895,539.26 1,199,351.10 10,696,188.16

    Transportation Equipment 10,933,164.09 2,727,756.00 1,467,610.85 12,193,309.24

    Electricity equipment and

    other

    63,859,581.50 2,347,321.10 7,684,167.60 58,522,735.00

    Notes 1:The current depreciation amount is RMB 157,760,440.82.

    Notes 2:The original price of projects under construction transferred to fixed assets

    is RMB 14,806,358.59 .

    ( 11) Construction on process

    1. Construction on process

    Balance in year-begin Balance in year-begin

    Items

    Book balance

    Impai

    rment

    povi

    sion

    Book Value Book Balance

    Impair

    ment

    povis

    ion

    Book Value

    1. The period between

    Xiebian to Sanbao

    extension project of the

    Fokai

    1,867,840,897.50 1,867,840,897.50 1,361,879,924.46 1,361,879,924.46

    2. The comprehensive

    maintenance base project

    of the Gonghe toll

    station in the Fokai

    Expressway

    11,595,384.17 11,595,384.17

    3. The Jiujiang Bridge

    specific

    construction project

    10,081,222.00 10,081,222.00 10,018,262.00 10,018,262.0086

    Balance in year-begin Balance in year-begin

    Items

    Book balance

    Impai

    rment

    povi

    sion

    Book Value Book Balance

    Impair

    ment

    povis

    ion

    Book Value

    4. The Electrical

    improvement project of

    the Gonghe toll station

    in the Fokai Expressway

    3,060,666.00 3,060,666.00 3,060,666.00 3,060,666.00

    5.Other project

    486,419.35 486,419.35 2,398,867.35 2,398,867.35

    Total

    1,881,469,204.85 1,881,469,204.85 1,388,953,103.98 1,388,953,103.9888

    2. The variation in constructing the engineering project and the progress of important work

    Items

    Budget

    (RMB’00

    00)

    Balance in

    year-begin

    Increase at

    this period

    Transfer to

    fixed assets

    Other

    losses

    Engine

    er ing

    input

    account

    Progr

    ess of

    work

    Capitalisati

    on of

    interest

    accumulate

    Including

    :Current

    amount of

    capitalizat

    Capitalisa

    tion of

    interest

    ratio(%)

    Source of

    funds

    Balance in

    year-end

    Rem

    arks

    1. The period

    between Xiebian

    to Sanbao

    extension project

    of the Fokai

    400,200.00 1,361,879,924.46 505,960,973.04 46.67 46.67% 144,634,915.75 45,534,669.71 4.657

    Self-fund,l

    oan

    1,867,840,897.5089

    Items

    Budget

    (RMB’00

    00)

    Balance in

    year-begin

    Increase at

    this period

    Transfer to

    fixed assets

    Other

    losses

    Engine

    er ing

    input

    account

    Progr

    ess of

    work

    Capitalisati

    on of

    interest

    accumulate

    Including

    :Current

    amount of

    capitalizat

    Capitalisa

    tion of

    interest

    ratio(%)

    Source of

    funds

    Balance in

    year-end

    Rem

    arks

    2. The

    comprehensive

    maintenance

    base project of

    the Gonghe toll

    station in the

    Fokai

    Expressway

    1,090.86 11,595,384.17 11,595,384.17 106.29 100% Self fund

    3. The Jiujiang

    Bridge specific

    construction

    project

    2,319.08 10,018,262.00 62,960.00 43.47 95% Self fund 10,081,222.0090

    Items

    Budget

    (RMB’00

    00)

    Balance in

    year-begin

    Increase at

    this period

    Transfer to

    fixed assets

    Other

    losses

    Engine

    er ing

    input

    account

    Progr

    ess of

    work

    Capitalisati

    on of

    interest

    accumulate

    Including

    :Current

    amount of

    capitalizat

    Capitalisa

    tion of

    interest

    ratio(%)

    Source of

    funds

    Balance in

    year-end

    Rem

    arks

    4. The Electrical

    improvement

    project of the

    Gonghe toll

    station in the

    Fokai Expressway

    371.00 3,060,666.00 82.50 95% Self fund 3,060,666.00

    5.Other project

    2,398,867.35 1,396,601.69 3,210,974.42 98,075.27 Self fund 486,419.35

    Total

    1,388,953,103.98 507,420,534.73 14,806,358.59 98,075.27 144,634,915.75 45,534,669.71 1,881,469,204.8592

    (12)Intangible assets

    Items

    Balance in

    year-begin

    Increase at

    this period

    Decrease at

    this period

    Balance in

    year-end

    I.Total cost 137,877,961.00 137,877,961.00

    Jiujiang Bridge management right 66,917,573.76 66,917,573.76

    Jiujiang Land Use right 68,402,029.24 68,402,029.24

    File Management software 200,000.00 200,000.00

    Toll simulation training and

    testingsystm

    180,000.00 180,000.00

    Highways vehicle wireless video

    surveillance system software

    69,000.00 69,000.00

    Office automation system software 480,000.00 480,000.00

    Toll system upgrade software 317,700.00 317,700.00

    Yayao use right 1,311,658.00 1,311,658.00

    II.Total of accumulative amortized 71,535,175.59 3,761,384.58 75,296,560.17

    Jiujiang Bridge management right 35,219,760.00 1,760,988.00 36,980,748.00

    Jiujiang Land Use right 36,001,080.00 1,800,054.00 37,801,134.00

    File Management software 43,333.29 20,000.00 63,333.29

    Toll simulation training and

    testingsystm

    90,300.00 18,000.00 108,300.00

    Highways vehicle wireless video

    surveillance system software

    3,450.00 6,900.00 10,350.00

    Office automation system software 8,000.00 48,000.00 56,000.00

    Toll system upgrade software 5,295.00 31,770.00 37,065.00

    Yayao use right 163,957.30 75,672.58 239,629.88

    III.Total lbook value of intangible

    assets

    66,342,785.41 3,761,384.58 62,581,400.83

    Jiujiang Bridge management right 31,697,813.76 1,760,988.00 29,936,825.76

    Jiujiang Land Use right 32,400,949.24 1,800,054.00 30,600,895.24

    File Management software 156,666.71 20,000.00 136,666.71

    Toll simulation training and

    testingsystm

    89,700.00 18,000.00 71,700.00

    Highways vehicle wireless video

    surveillance system software

    65,550.00 6,900.00 58,650.00

    Office automation system software 472,000.00 48,000.00 424,000.00

    Toll system upgrade software 312,405.00 31,770.00 280,635.00

    Yayao use right 1,147,700.70 75,672.58 1,072,028.12

    IV. Total limpairment provision

    Jiujiang Bridge management right

    Jiujiang Land Use right93

    Items

    Balance in

    year-begin

    Increase at

    this period

    Decrease at

    this period

    Balance in

    year-end

    File Management software

    Toll simulation training and

    testingsystm

    Highways vehicle wireless video

    surveillance system software

    Office automation system software

    Toll system upgrade software

    Yayao use right

    V. Book value Total of intangible

    assets

    66,342,785.41 3,761,384.58 62,581,400.83

    Jiujiang Bridge management right 31,697,813.76 1,760,988.00 29,936,825.76

    Jiujiang Land Use right 32,400,949.24 1,800,054.00 30,600,895.24

    File Management software 156,666.71 20,000.00 136,666.71

    Toll simulation training and

    testingsystm

    89,700.00 18,000.00 71,700.00

    Highways vehicle wireless video

    surveillance system software

    65,550.00 6,900.00 58,650.00

    Office automation system software 472,000.00 48,000.00 424,000.00

    Toll system upgrade software 312,405.00 31,770.00 280,635.00

    Yayao use right 1,147,700.70 75,672.58 1,072,028.12

    Current amortization of RMB 3,761,384.58.

    (13)long term amortize expenses

    Items

    Original

    amount

    Balance in

    year-begin

    Increase in

    this period

    Amortized

    expenses

    Accumulative

    amortized

    Balance in

    year-end

    Surplus

    Amortize

    term

    Property

    insurance 181,567.92 156,350.15 30,261.31 55,479.08

    126,088.

    84

    25 month

    Total 181,567.92 156,350.15 30,261.31 55,479.08

    126,088.

    84

    (14)Deferred income tax assets and deferred income tax liability

    1. Confirmed the deferred income tax assets and deferred income tax liability

    Items Balance in year-end Balance in year-begin

    Deferred income tax assets

    Timing difference between

    accounting and tax

    10,000,000.00 10,000,000.00

    Subtotal 10,000,000.00 10,000,000.00

    Deferred income tax liability94

    Timing difference between

    accounting and tax

    116,588,405.59 115,352,612.14

    Subtotal 116,588,405.59 115,352,612.14

    2. Unconfirmed deferred income tax assets

    Items

    Balance in

    year-end

    Balance in year-begin

    Impairment of assets prepares to deduct

    timing differences

    26,515,044.84 26,515,044.84

    Subtotal 26,515,044.84 26,515,044.84

    Notes:It has uncertainty to gain the taxable income in future; therefore these

    deductible temporary differences have not been confirmed as the deferred tax assets.

    3. The amount of temporary differences corresponding to asset projects which make

    temporary differences:

    Items Balance in year-end

    Timing difference between Fixed assets cost 40,000,000.00

    Timing difference between accumulated

    depreciation

    -466,353,622.36

    Total -426,353,622.36

    (15)Provision for depreciation of assets

    Decreased amount in

    current period

    Items

    Provision for

    depreciation of

    assets

    Increase in

    this period Switch

    back

    Switch

    cancellati

    on

    Balance in

    year-end

    I.Provision for bad debts 68,481,443.01 68,481,443.01

    II.Provision for falling price of

    inventory

    III.Provision for devaluation of

    financial asset available for sales

    IV.Provision for devaluation of held-to

    maturity investment

    V.Provision for devaluation of

    long-term equity investment

    37,578,736.35 37,578,736.3595

    VI.Provision for devaluation of

    investing property

    VII.Provision for devaluation of fixed

    assets

    VIII.Provision for devaluation of

    engineering materials

    IX.Provision for devaluation of

    construction in progress

    X.Provision for devaluation

    Of productive biological asset

    Including:Provision for devaluation

    of mature productive biological asset

    XI. Provision for devaluation of oil

    asset

    XII. Provision for devaluation of

    intangible asset

    XIII. Provision for devaluation of

    goodwill

    XIV.Other

    Total 106,060,179.36 106,060,179.36

    (16)Short –tem loan

    1. Short –tem loan

    Items Balance in year-end Balance in year-begin

    Pledge loan

    Mortgage loan

    Guarantee loan

    Credit loan 500,000,000.00 654,000,000.00

    Total 500,000,000.00 654,000,000.00

    (17)Account payable

    1.Age analyse

    Items Balance in year-end Balance in year-begin

    Within 1 year 168,137,074.66 143,699,450.12

    1-2 years 12,208.00

    2-3 years

    Over 3 years 15,306,390.08 15,306,390.0896

    Total 183,443,464.74 159,018,048.20

    2. There was account payable due from shareholders with more than 5% (including 5%) of the

    voting shres of the company:

    Name Balance in year-end Balance in year-begin

    Guangdong Changda Highway

    Engineering Co., Ltd.

    45,560,410.22 47,471,604.22

    Guangdong Jingtong Enginneering

    Construction Group Co., Ltd.

    17,509,152.00 1,624,000.00

    Guangdong Guanyueluqiao Co., Ltd. 16,035,184.00 19,468,667.00

    Guangdong Expressway Co., Ltd. 13,931,764.11 13,728,261.18

    Guangdong Communication

    Development Company

    7,283,943.00 10,377,100.80

    Guangdong Hualu communication

    Technology Co., Ltd.

    1,545,624.00 1,618,891.00

    Guangdong Guanghui Expressway

    Co.,Ltd.

    900,000.00

    Guangdong East Thinking

    Management Technology

    Development Co., Ltd.

    207,804.00 207,804.00

    Xinyue Communication Investemnt

    Co., Ltd.

    116,662.64 1,516,312.54

    Guangzhou Putian Zhongzhi

    Technology Investry Co., Ltd.

    99,447.00 99,447.00

    Subtotal 103,189,990.97 96,112,087.74

    3.High balance account payable over 1 year has listed below:

    Debtor Amount Not return

    cause

    Remark

    Guangdong Expressway

    Co.,Ltd.

    13,728,261.18

    Not

    settlement

    Expansion End Funds and

    Xiebian Project Funds

    Construction office overhaul 1,578,128.90

    Not

    settlement

    Overhaul project fund

    (18)Advance account

    1.Age analyse97

    Items Balance in year-end Balance in year-begin

    Within 1 year 7,054,071.62 7,456,276.76

    1-2 years

    2-3 years

    Over 3 years

    Total 7,054,071.62 7,456,276.76

    2. There was Advance account due from shareholders with nore than 5% (including 5%)

    of the voting shares of the company.

    Name Balance in year-end Balance in year-begin

    Zhaoqing Yuezhao Highway Co., Ltd. 189,865.00 189,865.00

    Guangdong Expressway Co., Ltd. 1,297,905.64 1,599,744.16

    Total 1,487,770.64 1,789,609.16

    (19)Payable Employee wage

    1. Payable Employee wage

    Items

    Balance in

    year-begin

    Increase in

    this period

    Decrease in

    this period

    Balance in

    year-end

    1.wage,bonuds,subsidy 4,097,648.73 35,489,883.73 39,225,968.97 361,563.49

    2.Employee welfare 2,095,966.21 2,095,966.21

    3.Security insurance 27,118.50 7,480,953.67 6,630,953.67 877,118.50

    Of which:1.Medical insurance 2,288,318.22 2,288,318.22

    2.Basic old-age insurance 4,870,156.12 4,020,156.12 850,000.00

    3.Annuity Payment 8,704.00 8,704.00

    4.Unemployment insurance 74,134.20 74,134.20

    5.Work injury insurance 138,368.61 138,368.61

    6.Maternity insurance 27,118.50 101,272.52 101,272.52 27,118.50

    4. Housing fund 144,785.74 5,084,879.00 5,040,624.00 189,040.74

    5.Termination Welfare

    6. Other 496,213.44 4,564,799.94 4,333,807.83 727,205.55

    Including:Labour union outlay

    and Employee Educatation outlay

    357,424.08 1,136,879.69 905,887.58 588,416.19

    Non-Money Welfare 1,931,188.25 1,931,188.25

    Other 138,789.36 1,496,732.00 1,496,732.00 138,789.36

    Total 4,765,766.41 54,716,482.55 57,327,320.68 2,154,928.28

    Notes:The amount of the staff remuneration payable which belongs to default is RMB0.00.98

    (20)Payable tax

    Items Balance in year-end Balance in year-begin

    Bunsiness tax 3,616,108.19 3,740,410.54

    City construction tax 128,179.75 141,248.61

    Education subjion 78,157.11 83,758.04

    Enterprise income tax 18,112,035.28 -1,956,560.00

    Property tax 1,256.87 233,964.60

    Land use tax 5,533.80 763,404.00

    Defend expense 113,619.52 117,985.69

    Individual income tax 592,601.74 1,034,862.67

    Total 22,647,492.26 4,159,074.15

    (21)Interest payable

    Items Balance in year-end Balance in year-begin

    Pay the interest for long-term loans by

    installments.

    5,637,800.58 4,408,684.58

    Interet of company bonds 31,733,333.33 11,333,333.33

    Payable interest for short-term borrowings 781,897.50

    Total 37,371,133.91 16,523,915.41

    (22)Dividend payable

    Amount Balance in

    year-end

    Balance in year-begin

    Reason of overdue

    for over 1 year

    Dividends for

    shareholders of

    A-share and B-share of

    Guangdong Expressway

    144,958,039.81 13,205,176.58

    Foshan Industry

    Bank Stock

    Exchange

    Department had

    not received

    dividend

    Total 144,958,039.81 13,205,176.58

    (23)Other payable

    1.Age analyse

    Items Balance in year-end Balance in year-begin99

    Within 1 year 165,217,273.10 154,991,038.02

    1-2 years 4,473,616.67 5,852,476.58

    2-3 years 675,754.39 628,754.39

    Over 3 years 3,422,993.18 3,532,965.23

    Total 173,789,637.34 165,005,234.22

    2. There were other receivable from the main shareholders of the Company holding nore than

    5% (including 5%) of the total shares of the Company.

    Name Balance in year-end Balance in year-begin

    Guangdong Changda Highway Engineering

    Co., Ltd.

    53,190,651.59 41,268,881.04

    Guangdong Expressway Co., Ltd. 29,571,684.64 20,500,371.33

    Guangdong Guanyue Luqiao Co., Ltd. 16,902,706.72 16,845,528.02

    Guangdong Jingtong Engineering

    Consturction Group Co., Ltd.

    9,050,844.00 6,408,067.00

    Guangdong Communication Development

    Company

    3,283,357.95 3,238,970.95

    Xinyue Communication Investment Co.,

    Ltd.

    972,872.10 1,783,873.10

    Guanggong Shipping planning and design

    Instifute

    587,876.20 549,279.00

    Guangdong Hualu communication

    Technology Co., Ltd.

    264,900.50 173,633.50

    Guangzhou Putian Zhongzhi 170,923.84 170,923.84

    Guangzhou Xinruan Computer Technology

    Co., Ltd.

    59,100.00 59,100.00

    Shenzhen Huiyan Expressway Co., Ltd. 34,989.00 34,989.00

    Guangdong Xinlu Adverting Co., Ltd. 30,000.00 30,000.00

    Guangdong East Thinking Management

    Technology Development Co., Ltd.

    3,097.00 3,097.00

    Guangdong Tongyi Expressway Services

    Area Co., Ltd.

    1,665.81

    Total 114,124,669.35 91,066,713.78

    3. High balance Other payable over 1 year has listed below

    Name Amount Aging Not Refund cause

    Industrial and commercial

    Bank,Foshan Securities Dept.

    1,036,464.35 Over 3 yares Not receive100

    Name Amount Aging Not Refund cause

    Guangdong Changda

    Engineering Co., Ltd.

    829,573.21 1-2 years Quality

    guarantees

    Guangzhou Huangpu

    Construction engineering Co.,

    Ltd.

    525,319.00 1-2 years

    Performance

    Guarantee fund

    Freedom Law firm 500,000.00 Over 3 years Litigation fees

    Total 2,891,356.56

    4.Large amount of other payyables

    Name Amount Content Remark

    Guangdong Changda Engineering Co.,

    Ltd.

    53,190,651.59

    Project

    account

    Projict Guarantee

    account/ Bid

    deposit/

    performance

    bond/Retention

    money

    Guangdong Expressway Co., Ltd. 29,571,684.64

    Project

    account

    Project Guarantee

    account

    Guangdong Guanyue Luqiao Co., Ltd. 16,902,706.72

    Project

    account

    Project Guarantee

    account and

    performance bond

    Guangdong Jingtong Highway

    Engineering Construction Group Co.,

    Ltd.

    9,050,844.00

    Project

    account

    Project Guarantee

    account

    Zhongtie No.12 Bureau Group Co., Ltd. 8,331,044.00

    Project

    account

    Project Guarantee

    account

    Guangdong Communication

    Development Co., Ltd.

    3,283,357.95

    Project

    account

    Project Guarantee

    account

    Zhongtie No.23 Bureau Group Co., Ltd. 3,271,941.00

    Project

    account

    Project Guarantee

    account

    Guangdong Nengda High Maintenance

    Co., Ltd.

    3,152,139.62

    Project

    account

    Project Guarantee

    account

    Total 126,754,369.52

    (24) Non-current liability due in 1 year

    Items Balance in year-end Balance in year-begin

    Long-term loan 159,000,000.00 150,000,000.00

    Bond payable101

    Items Balance in year-end Balance in year-begin

    Long-term payable

    Total 159,000,000.00 150,000,000.00

    1. Long-loan due in 1 year

    Items Balance in year-end Balance in year-begin

    Pledoe Loan

    Mortgage loan

    Guarantee loan

    Credit loan 159,000,000.00 150,000,000.00

    Total 159,000,000.00 150,000,000.00

    The long-term loans due within one year and belong to overdue loans gain the

    extension amount is RMB 0.00.

    2.Long-term loans due in 1 year top in amount

    Unit

    Date of

    commenceme

    nt of loan

    Loan

    termination

    date

    Curren

    cy

    Interest

    rate

    Balance in

    year-end

    Balance in

    year-begin

    China merchants

    Bank.Guangzhou World

    Trade Building Branch

    2006-5-11 2011-5-11 RMB 5.184% 50,000,000.00

    China merchants Bank

    Guangzhou Baiyun

    Branch

    2008-1-1 2011-1-9 RMB 4.860% 60,000,000.00

    Industrial and commercial

    Bank..Guangzhou

    Fangchun Branch

    2008-6-27 2011-6-16 RMB 4.860% 49,000,000.00

    China merchants

    Bank.Guangzhou World

    Trade Building Branch

    2008-4-24 2010-4-24 RMB 6.804% 100,000,000.00

    China merchants

    Bank.Guangzhou World

    Trade Building Branch

    2005-6-30 2010-6-30 RMB 6.237% 50,000,000.00

    Total 159,000,000.00 150,000,000.00

    (25)Long –term loan

    1.Categories of long-term loans102

    Items Balance in year-end Balance in year-begin

    Pledoe Loan

    Mortgage loan

    Guarantee loan

    Credit loan 3,675,964,803.54 2,820,874,803.54

    Total 3,675,964,803.54 2,820,874,803.54

    2.The top five of long-term loans

    Unit

    Date of

    commence

    ment of

    loan

    Loan

    termination

    date

    Curren

    cy

    Interest

    rate

    Balance in

    year-end

    Balance in

    year-begin

    Constrution

    Bank ,Guangzhou

    Liwan Branch

    2003-12-29 2013-9-28 RMB 5.346% 578,324,803.54 578,324,803.54

    Communications

    Bank ,Foshan

    Branch 2008 2015 RMB 5.346% 300,000,000.00 300,000,000.00

    China merchants

    Bank.Guangzhou World

    Trade Building Branch

    2008 2023 RMB 5.346% 300,000,000.00 300,000,000.00

    China merchants

    Bank.Guangzhou World

    Trade Building Branch

    2008-6-10 2023-6-10 RMB 5.184% 200,000,000.00 200,000,000.00

    Industrial and

    commercial

    Bank..Guangzhou

    Second Branch

    2010-2-5 2023-8-31 RMB 5.346% 200,000,000.00

    Total 1,578,324,803.54 1,378,324,803.54

    (26)Bonds payable103

    Name

    Par

    Value

    Date of

    Issued

    Bond

    s

    term

    Issue

    d

    amou

    Interest payable

    in

    year-beginning

    Interest payable

    in this period

    Interest

    paid in

    this period

    Interest payable

    in year-end

    Balance in

    year-end

    09

    Guangdong

    Expressway

    debt

    100.00 2009-9-21 5

    0.8bil

    lion

    11,333,333.33 20,400,000.00 31,733,333.33 790,435,836.91

    Total 11,333,333.33 20,400,000.00 31,733,333.33 790,435,836.91

    (27)Long-term payable

    Items Balance in year-end Balance in year-begin

    Non-operating assets of payable 2,022,210.11 2,022,210.11

    Total 2,022,210.11 2,022,210.11

    (28)Capital stocks

    Balance in year-begin Changed(+,-) Balance in year-end

    Items

    Amount

    Propo

    rtion

    %

    Share

    allot

    ment

    Bon

    us

    shar

    es

    Capitali

    zation

    of

    commo

    n

    reserve

    fund

    Other Subtotal Amount

    Proport

    ion%

    1.Shares with conditional

    subscription

    1.State-owned shares 409,246,518 32.55 456,200 456,200 409,702,718 32.59

    2.State –owned legal

    person shares

    23,468,541 1.87 -435,314 -435,314 23,033,227 1.83

    3.Other domestic shares 11,173,716 0.89 -1,861,048 -1,861,048 9,312,668 0.74

    Including:

    Domestic non-state

    ovened legal person

    shares

    9,390,193 0.75 -1,488,990 -1,488,990 7,901,203 0.63

    Domestic natural person

    shares

    1,783,523 0.14 -372,058 -372,058 1,411,465 0.11104

    Balance in year-begin Changed(+,-) Balance in year-end

    Items

    Amount

    Propo

    rtion

    %

    Share

    allot

    ment

    Bon

    us

    shar

    es

    Capitali

    zation

    of

    commo

    n

    reserve

    fund

    Other Subtotal Amount

    Proport

    ion%

    Executives shares

    (4). Foreign shares

    Including:

    Foreign legal person

    shares

    Domestic natural person

    shares

    202,615 0.02 -3,758 -3,758 198,857 0.02

    Total Shares with

    conditional subscription

    444,091,390 35.33 -1,843,920 -1,843,920 442,247,470 35.18

    2.Shares with

    uncounditional

    subscription

    (1). Common shares in

    RMB

    464,276,358 36.93 1,843,920 1,843,920 466,120,278 37.08

    (2).foreign shares in

    domestic market

    348,750,000 27.74 348,750,000 27.74

    (3).Foreign shares in

    overseas market

    (4)other

    Total Shares with

    uncounditional

    subscription

    813,026,358 64.67 1,843,920 1,843,920 814,870,278 64.82

    3..Total of capital shares 1,257,117,748 100 1,257,117,748 100

    Notes : (1) In the report period, 39 shareholders repaid 456,200 shares to Guangdong

    Communication Group Co., Ltd. as consideration. 435,314 state legal person shares and 20,886

    domestic natural person shares were converted into state shares, were still the shares with limited

    sale conditions.

    (2) In the report period, 835,754 domestic legal person shares subject to sale restriction and

    1,004,408 domestic natural person shares subject to sale restriction were listed for trading and

    converted into shares not subject to sale restriction on March 16, 2010. After judicial confirmation,

    653,236 domestic legal person shares were converted into domestic natural person shares, which

    were still subject to sale restriction.105

    (3) In the report period,senior executive of the Company sold 3,758 "senior executive shares".

    (29)Capital reserves

    Items

    Balance in

    year-begin

    Increase in

    this period

    Decrease in

    this period

    Balance in year-end

    Share capital premium 1,534,759,970.60 148,140.75 1,534,611,829.85

    Other capital reserves 146,885.72 146,885.72

    Total 1,534,906,856.32 148,140.75 1,534,758,715.57

    Notes:The company acquisited 5% interest of Guangdong Expressway Technology Co., Ltd.On

    May 28, 2010, Lastly obtained long-term Equity investment on stocks capitalized cost and

    calculated the difference of identiy net assets portion from the beginning of consolidation under

    lastly shareholding ratio,adjust consolidation financial statement's capital reserve.

    (30)Surplus reserves

    Items

    Balance in

    year-begin

    Increase in this

    period

    Decrease in this

    period

    Balance in

    year-end

    Statutory Surplus

    reserves

    130,342,184.11 130,342,184.11

    Statutory

    commonweal fund

    Repertory fund

    Enterprise

    Development fund

    Other Surplus reserves

    Total 130,342,184.11 130,342,184.11

    (31)Retained profit

    Items Amount Extraction or distribution of the ratio

    Before adjustment: Ratained profit at the

    end of last year 675,866,785.19

    Adjustment: Ratained profit at the

    beginning of current year

    After Adjustment: Ratained profit at the

    beginning of current year

    Add:Net profit attributable to the owners

    of parent company

    237,803,790.41

    Less : Withdrawing statutory surplus

    public reserve106

    Items Amount Extraction or distribution of the ratio

    Withdrawing statutory Discretionary

    surplus public reserve

    Common stock dividend payable

    125,711,774.80

    RMB 1.00 is to be paid for every

    10 shares (Including tax )

    Transferring into capital

    Retained profit at the end of this term 787,958,800.80

    (32)Operating income and operating cost

    Report period Same period of the previous year

    Items

    Income Cost Income Cost

    Main operation 497,351,944.58 239,243,285.93 467,835,596.38 166,221,106.86

    Other operation 3,708,005.21 2,368,914.18 3,981,153.37 1,438,571.39

    Total 501,059,949.79 241,612,200.11 471,816,749.75 167,659,678.25

    1.Main operating (Industry)

    Report period Same period of the previous year

    Items Income for main

    operation

    Cost for main

    operation

    Income for main

    operation

    Cost for main

    operation

    Highway

    Transportation

    494,822,677.00 236,584,493.23 466,771,765.00 164,488,334.30

    Other 2,529,267.58 2,658,792.70 1,063,831.38 1,732,772.56

    Total 497,351,944.58 239,243,285.93 467,835,596.38 166,221,106.86

    2.Main operating(Product)

    Report period Same period of the previous year

    Items Income for main

    operation

    Cost for main

    operation

    Income for main

    operation

    Cost for main

    operation

    Toll income 494,619,117.00 237,553,243.76 466,771,765.00 164,488,334.30

    Other 2,732,827.58 1,690,042.17 1,063,831.38 1,732,772.56

    Total 497,351,944.58 239,243,285.93 467,835,596.38 166,221,106.86

    3. Main operating (Area)

    Report period Same period of the previous year

    Items Income for main

    operation

    Cost for main

    operation

    Income for

    main

    operation

    Cost for main

    operation

    Guangfo Expressway 138,148,247.00 91,196,692.55 132,732,823.00 44,984,731.03

    Fokai Expressway 337,523,145.00 130,637,074.33 331,564,121.00 112,971,489.81

    Jiujiang Bridge 19,947,725.00 15,115,028.20 2,474,821.00 6,532,113.46107

    Report period Same period of the previous year

    Items Income for main

    operation

    Cost for main

    operation

    Income for

    main

    operation

    Cost for main

    operation

    Other 1,732,827.58 2,294,490.85 1,063,831.38 1,732,772.56

    Total 497,351,944.58 239,243,285.93 467,835,596.38 166,221,106.86

    4. The revenue of our company’s main business is transport tolls; it is

    inapplicable for the top 5 clients’ operating income.

    (33)Business tax and subjoin

    Items

    Report period

    Same period of the

    previous year

    Standard

    Business tax 15,863,674.51 14,470,361.50 3%、5%

    Urban construction tax 752,414.04 724,075.36 7%

    Education surcharge 311,105.33 311,364.59 3%

    Other 737,643.57 28,170.75

    Total 17,664,837.45 15,533,972.20

    (35)Management expenses

    Items

    Report period

    Same period of the previous

    year

    Total Management expenses 47,100,615.59 47,896,913.39

    Management expenses rate 9.40% 10.15%

    (36)Financial Expenses

    Items Report period Same period of the previous

    Interest expense 83,770,286.09 70,327,489.21

    Less:Interest income 1,207,277.05 1,526,537.90

    Exchange Income and loss 3,912.38 217.14

    Other 338,168.64 55,404.15

    Total 82,905,090.06 68,856,572.60

    (37)Investment income

    1. Investment income108

    Items

    Report period

    Same period of the

    previous year

    Long-term equity investment income by costing

    Long-term equity investment income by equity method 190,006,307.13 125,642,159.44

    Dispose the investment income from the long-term equity

    investments

    7,116,070.43

    Hold the investment income which gained from the

    transactional financial assets

    Gain the investment income from the held-to-maturity

    investment

    Hold the investment income during from

    available-for-sale financial assets

    Dispose the investment income from the transactional

    financial assets

    Dispose the investment income from the held-to-maturity

    investment

    Dispose the investment income from the available-for-sale

    financial assets

    Other

    Total 190,006,307.13 132,758,229.87

    2. long-term equity investment incomes confirmed by equity method include:

    Unit

    Report period

    Same period of

    the previous

    year

    Reason to increase or decrease

    Guangdong Maozhan

    Expressway Co., Ltd. 10,558,130.38 1,262,018.02

    Increase in net profit affiliated

    company

    Guangdong Guanghui

    Expressway Co., Ltd. 89,942,507.92 65,725,653.99

    Increase in net profit joint

    venture

    Zhaoqing Yuezhao Highway Co.,

    Ltd. 9,975,863.69 -269,974.56

    Increase in net profit joint

    venture

    Guangzhou Xinlu -302,752.79

    Previous term equity

    transfer

    Shenzhen Huiyan Expressway 25,949,602.19 27,255,734.23

    Decrease in net profit affiliated

    company

    Jingzhu Expressway Guangzhu 66,221,849.58 50,786,607.06

    Increase in net profit affiliated

    company109

    Unit

    Report period

    Same period of

    the previous

    year

    Reason to increase or decrease

    Guangdong Jiangzhong

    Expressway 3,665,247.95 -97,377.19

    Increase in net profit affiliated

    company

    Ganzhou Kangda Expressway -16,306,894.58 -18,717,749.32

    Decrease in net profit affiliated

    company

    Total 190,006,307.13 125,642,159.44

    3. Dispose the investment income from the long-term equity investments

    Unit

    Report period

    Same period

    of the

    previous year

    Reason to increase or

    decrease

    Guangzhou Xinlu 28,932.90

    Previous term equity

    transfer

    Guangzhou Putian Zhongzhi 7,087,137.53

    Previous term

    liquidation

    Total 7,116,070.43

    4. There were no significant limits on investment income of the Company.

    (37)Loss for depreciation of assets

    Items

    Report period

    Same period of the previous

    year

    1.Loss for bad debts 3,601,000.00

    2.Loss for falling price of Inventory

    3.Loss for devaluation of financial

    asset available for sales

    4.Loss for devaluation of held-to

    maturity investment

    5.Loss for devaluation of long-term

    equity investment

    785,536.35

    6.Loss for devaluation of investing

    property

    7.loss for devaluation of fixed assets

    8.loss for devaluation of

    engineering materials

    9.loss for devaluation of

    construction in progress110

    Items

    Report period

    Same period of the previous

    year

    10.loss for devaluation

    Of productive biological asset

    11.loss for devaluation of oil asset

    12.loss for devaluation of intangible

    asset

    13.loss for devaluation of goodwill

    14.other

    Total 4,386,536.35

    (39)Non-operation income

    1. Non-operation income

    Items

    Report period

    Same period of the

    previous year

    1. Total profits of non-current

    assets disposal 401,983.70

    Including:Fixed asset disposal

    profits

    401,983.70

    Intangible asset

    disposal profits

    Debt restructuring profits

    Non-monetary assets exchange

    profit

    Donation income

    Government Subsidy 50,000.00

    Check income

    Road permits claims income 1,026,052.59 908,097.53

    Insurance claims

    income

    14,425,000.00

    Other 87,727.70 111,817.50

    Total 15,990,763.99 1,019,915.03

    2. Governmental subsidy details

    Items

    Report period

    Same period

    of the

    previous year

    Explanation

    Big tax-payer

    rewards

    50,000.00

    Our company had received the big

    tax-payer rewards from Guangzhou

    Baiyun District People’s Government

    (40)Non-Operation expense111

    Items

    Report period

    Same period of the

    previous year

    Total of non-current asset

    Disposition loss

    4,310,379.77 70,692.18

    Incl: loss of fixed assets disposition 4,310,379.77 70,692.18

    Loss of Intangible assets

    disposition

    Debt restructuring loss

    .External donor expenditure

    Donations for public welfare

    spending

    Special loss

    Check loss

    Fines and late fees expenses 187,686.92 81.28

    Other 124,438.19 406,600.23

    Total 4,622,504.88 477,373.69

    (40)Income tax expenses

    Items

    Report period

    Same period of the

    previous year

    The current income tax calculated

    by the tax law and the relevant

    regulations

    44,040,511.88 36,091,369.92

    Adjustment of Deferred income tax 1,235,793.45 10,373,867.56

    Total 45,276,305.33 46,465,237.48

    (41)Calculation of Basic earnings per share and Diluted earnings per share

    Earnings per share

    Profit of the report period Basic earnings per

    share

    Diluted gains per

    share

    Net profit attributable to the Company’s shareholders with

    ordinary shares

    0.19 0.19

    January- June

    2010

    Net profit attributable to the company’s shareholders with

    ordinary shares after deductiong extraordinary gains or

    losses

    0.18 0.18112

    Net profit attributable to the company’s shareholders with

    ordinary shares

    0.17 0.17

    January- June

    2009

    Net profit attributable to the company’s shareholders with

    ordinary shares after deductiong extraordinary gains or

    losses

    0.17 0.17

    Earnings per share-basis

    Earnings per share-basis =P0÷S

    S=S0+S1+Si×Mi÷M0–Sj×Mj÷M0-Sk

    Of which:P refers to net profit attributable to shareholders holding ordinary shares or net

    profitattributable to shareholders holding ordinary shares after deducting non-recurring gains and

    lossesl S weighted average number of ordinary shares issued out; S0 refers to total number of

    shares at the period-begin; S1 refers to the number of shares increased due to transferring capital

    reserve into share capital or dividend distribution of shares during the report period; Si referrs to

    the number of shares incueased due to issuance of new shares or debt for equity swap during the

    report period; Sj refers to the number of shares decreased due to stock repurchase during the report

    period; Sk refers to the number of split-share during the report period; M0 refers to the number of

    months during the report period; Mi refers to the number of months from the next monthe to the

    end of the report period for increase of sharesl Mj refers to the number of months from the next

    month to the end of the report period for decrease of shares.

    Earnings per share-diluted

    EPS-diluted=[P+(Potential diluted interests of ordinary shares recognized as expense-Transfer

    fee)×(1-income tax rate)]/(S0+S1+Si×Mi÷M0-Sj×Mj÷M0-Sk+weighted average amount of

    ordinary shares increased due to warrant , share options, convertible bood.

    Of whichA:P refers to net profit attributable to shareholders holding ordinary shares or net profit

    attributable to shareholders holding ordinary shares after deducting non-recurring gains and losses;

    The Company shall consider all influence on potential diluted interests of ordinary shares when

    the company calculated diluted earnings per share, till to minimum diluted EPS .

    (42)Note Cash flow statement

    1. Other cash received from business operation

    Items Report period

    Newwork received toll income 461,281,517.68

    Quality Guarantee Fund,Deposit 10,449,214.10

    Interest income 1,207,277.05

    Non-Operation income 1,096,682.29

    Other 3,028,685.78

    Total 477,063,376.90113

    2. Other cash paid for business activities

    Items Report period

    Newwork received toll income 452,117,958.73

    Quality Guarantee Fund,Deposit 21,106,494.77

    Management expense 12,190,270.93

    Current Account payments 5,542,226.00

    Other 6,443,338.62

    Total 497,400,289.05

    (43)Supplement Information of Cash flow statement

    1. Supplement Information of Cash flow statement

    Supplement Information

    Report period

    Same period of the

    previous year

    I.Adjusting net profit to net cash flow in operating

    activities

    Net profit 267,875,467.49 254,318,610.69

    Add: Asset devaluation reserve provided 4,386,536.35

    Fixed assets depreciation,Oil and gas depreciation,

    Produce matter depreciation 158,028,821.63 78,119,555.53

    Amortization of intangible assets 3,761,384.58 3,561,042.00

    Amortization of long-term expenses to be

    amortized 30,261.31 759,053.65

    The loss from the disposal of fixed assets,

    intangible assets and other long-term assets 3,908,396.07 70,692.18

    Loss from scrapping of fixed assets

    Loss from fair change

    Financial expenses 83,770,286.09 70,327,489.21

    Investment loss -190,006,307.13 -132,758,229.87

    decrease of deferred tax assets 572,270.05

    Increase of deferred tax Liabilities 1,235,793.45 9,801,597.51

    Decrease of inventories -55,808.85 156,956.53

    Decrease of operating accounts receivable -85,821,617.60 -208,619,293.13

    Increase of operating accounts payable 86,215,728.10 126,841,075.10

    Other

    Net cash flow generated from operating activities 328,942,405.14 207,537,355.80

    II.Investment and financing activities not involving

    cash receipts and expenditure

    Transferring debts to capital

    Convertible corporate bond to mature within one

    year

    Leasing fixed assets through financing114

    Supplement Information

    Report period

    Same period of the

    previous year

    III、Net increase of cash and cash equivalent

    Balance of cash at the end of the period 597,399,737.09 622,360,763.72

    Less: Balance of cash at the beginning of the period 218,754,995.03 350,765,725.76

    Add: Balance of cash equivalent at the end of the

    period

    Less: Balance of cash equivalent at the beginning of

    the period

    Net increase of cash and cash equivalent 378,644,742.06 271,595,037.96

    2. Relevant information of subsidiaries and other business units obtained or disposed in current

    period

    Items

    Report period

    Same period of the

    previous year

    I. Relevant information on obtaining subsidiaries and other

    business units

    1.Price on obtaining subsidiaries and other business units

    2.Cash and cash equivalents paid for obtaining subsidiaries

    and other business units

    Less :Cash and cash equivalents held by subsidiaries and

    other business units

    3.Net cash paid by obtaining subsidiaries and other business

    units

    4.Net assets from obtaining subsidiaries

    Current assets

    Non- Current assets

    Current Liabilities

    Non- Current Liabilities

    II. Relevant information on disposing subsidiaries and other

    business units

    1.Price on disposing subsidiaries and other business units

    2.Cash and cash equivalents received by disposing subsidiaries

    and other business units

    Less :Cash and cash equivalents held by subsidiaries and

    other business units

    2,528.44

    3.Net cash received by disposing subsidiaries and other

    business units

    -2,528.44

    4.Net assets by disposing subsidiaries -6,614,226.51

    Current assets 500,612.69

    Non- Current assets 30,449.88

    Current Liabilities 4,145,289.08

    Non- Current Liabilities 3,000,000.00115

    3. Composition of cash and cash equivalents:

    Items Balance in year-end

    Balance in

    year-begin

    I. Cash 597,399,737.09 218,754,995.03

    Incl:Stock cash 112,723.48 331,104.12

    Bank deposits which can be used at any time 584,495,129.51 215,687,322.68

    Other monetary funds which can be used at any time 409,652.29 62,142.36

    Money kept in central bank which can be used

    Money deposited in same industry

    Money separated in same industry

    II. Cash equivalent

    Incl :Bond investment due in three months

    III. Balance of cash equivalent at the end of the period 597,399,737.09 218,754,995.03

    Incl:Parent company and subsidiaries in the group used the

    limited ash and cash equivalents

    12,382,231.81 2,674,425.87

    Notes: Ending cash and cash equivalents balance include the clearing account fund of

    use-restricted tolls were RMB 12,382,231.81.

    VI. Related parties and related transactions

    1. Related parties

    (1).Particulars about the parent company of the Company

    Name

    Related

    parties

    Tyep

    Registered

    address

    Legal

    represen

    tative

    Nature

    Registrat

    ed

    capital

    The

    parent

    company

    of the

    Compan

    y's

    sharehol

    ding

    ratio

    The parent

    company of

    the

    Company’s

    vote ratio

    The

    ultimate

    controllin

    g party of

    the

    Company

    Orga

    nizati

    on

    Code

    Guangdong

    communica

    tion Group

    Co., Ltd

    Parent

    Compan

    y

    State

    owned

    Co., Ltd.

    No. 27,

    Baiyyun

    Road,Yuexiu

    District ,

    Guangzhou.

    Zhu

    Xiaolin

    g

    Equity

    management,

    traffic

    infrastructur

    e

    2,680,000 40.81% 40.81%

    Guangdo

    ng

    communi

    cation

    Group

    72383

    8552116

    Name

    Related

    parties

    Tyep

    Registered

    address

    Legal

    represen

    tative

    Nature

    Registrat

    ed

    capital

    The

    parent

    company

    of the

    Compan

    y's

    sharehol

    ding

    ratio

    The parent

    company of

    the

    Company’s

    vote ratio

    The

    ultimate

    controllin

    g party of

    the

    Company

    Orga

    nizati

    on

    Code

    construction

    and railway

    project

    operation

    Co., Ltd

    Guangdong Communication Group Co., Ltd. is the largest shareholder of the Company. legal

    representative: Zhu Xiaoling. Date of establishment: June 23, 2000. As of June 30,

    2010,Registered capital: RMB 26.8 billion. It is a solely state-owned limited company. Business

    scope:equity management, organization of asset reorganization and optimized allocation, raising

    funds by means including mortgage, transfer of property rights and joint stock system

    transformation, project investment, operation and management, traffic infrastructure construction,

    highway and railway project operation and relevant industries, technological development,

    application, consultation and services, highway and railway passenger and cargo transport, ship

    industry, relevant overseas businesses.118

    2.Particulars of the subsidiaries

    Name

    Related

    parties

    Tyep Registered address

    Legal

    representative

    Nature

    Registrated

    capital

    The

    subsidiar

    ies of the

    Compan

    y's

    sharehol

    ding

    ratio

    The

    subsidiar

    ies of the

    Company’

    s vote

    ratio

    Organiza

    tion

    Code

    Guangfo

    Expressway Co.,

    Ltd.

    Subsidiary

    Limited liability

    Company(Taiwan,

    Hong Kong and

    Macao and in

    cooperation)

    Shabei

    West,Guangzhou

    Zhou Yuming

    Expressway

    Management

    20,000 75% 75%

    61740143-

    7

    Fokai Expressway

    Co., Ltd.

    Subsidiary

    Limited liability

    Company

    No.83, Baiyun Road,

    Yuexiu

    District ,Guangzhou

    Li Xiyuan

    Expressway

    Management

    110,800 75% 75%

    23112431-

    8

    Guangdong

    Expressway

    Technology

    Investment

    Co., Ltd.

    Wholly-Owne

    d subsidiary

    Limited liability

    Company

    (Foreign-invested

    enterprises and domestic

    join

    4/F,Guangdong Expressway

    Building, No.85, Baiyun

    Road, Yuexiu District,

    Guangzhou

    Xiao Laijiu

    Investment in

    technical industries

    and provision of

    relevant consulting

    services

    10,000 100% 100%

    73145698-

    4119

    Name

    Related

    parties

    Tyep Registered address

    Legal

    representative

    Nature

    Registrated

    capital

    The

    subsidiar

    ies of the

    Compan

    y's

    sharehol

    ding

    ratio

    The

    subsidiar

    ies of the

    Company’

    s vote

    ratio

    Organiza

    tion

    Code

    Guangzhou

    Putian Zhongzhi

    A subsidiary

    wholly-owned

    subsidiary

    Limited liability

    Company

    2011, 2012 Room,

    No.201Huangpu West

    Road, Tianhe District,

    Guangzhou Cao Jianhong

    Research and

    development of

    electronic

    products and

    technical service.

    Wholesale trade.

    500 60% 60%

    71243167-

    7120

    3. Infornation of Joint venture and Affiliated company

    Name Type

    Regist

    rated

    addres

    s

    Legal

    represen

    tative

    Nature

    Registrated

    capital

    Held

    share

    proporti

    on (%)

    Voting

    proportion(%)

    End total assets

    End total

    liabilities

    End total net assets

    Total current

    revenues

    Current

    net

    profit

    Related

    parties

    orgabuzat

    uib code

    I. Joint

    venture

    1.Guangdong

    Guanghui

    Expressway

    Co., Ltd.

    Limited

    liability

    Compa

    ny

    Guang

    zhou,

    Guang

    dong

    Liu

    Ganglia

    ng

    Expres

    sway

    Manag

    ement

    2,351,678,000.00 30 30 6,422,755,648.13 3,754,880,758.60 2,667,874,889.53 761,208,182.84

    299,808,3

    59.74

    Joint venture 70768541-0

    2. Zhaoqing

    Yuezhao

    Highway Co.,

    Ltd.

    Limited

    liability

    Compa

    ny(Tai

    wan,

    Hong

    Kong

    and

    Macao

    and in

    coopera

    tion)

    Zhaoq

    ing,

    Guang

    dong

    Wang

    Jiachen

    Expres

    sway

    Manag

    ement

    818,300,000.00 25 25 2,773,344,536.06 1,990,761,600.64 782,582,935.42 123,376,469.70

    41,354,71

    8.66

    Joint venture 70815700-3

    3.Beijing Gelin

    Enze

    Limited

    liability

    Compa

    ny

    BeiJin

    g

    Wang

    Jianji

    Organi

    c

    fertiliz

    er

    produc

    tion

    and

    sell

    20,000,000.00 35 35 25,925,805.89 16,707,626.85 9,218,179.04 Joint venture 75941162-2121

    Name Type

    Regist

    rated

    addres

    s

    Legal

    represen

    tative

    Nature

    Registrated

    capital

    Held

    share

    proporti

    on (%)

    Voting

    proportion(%)

    End total assets

    End total

    liabilities

    End total net assets

    Total current

    revenues

    Current

    net

    profit

    Related

    parties

    orgabuzat

    uib code

    II. Affiliated

    company

    1.Shenzhen

    Huiyan

    Expressway

    Co., Ltd.

    Limited

    liability

    Compa

    ny

    Shenz

    hen,

    Guang

    dong

    Xu

    Xiaoyan

    g

    Expres

    sway

    Manag

    ement

    36,000,000.00 33.33 33.33 474,466,718.98 38,016,219.65 436,450,499.33 157,978,521.52

    79,981,32

    5.25

    Affiliate

    d

    company

    19220379-2

    2.Guangdong

    Maozhan

    Expressway

    Co., Ltd.

    Limited

    liability

    Compa

    ny

    Guang

    zhou,

    Guang

    dong

    Li

    Jinfeng

    Expres

    sway

    Manag

    ement

    1,120,000,000.00 20 20 2,808,445,472.91 2,128,602,831.46 679,842,641.45 211,664,938.00

    52,790,65

    1.90

    Affiliate

    d

    company

    70766863-7

    3. Jingzhu

    Expressway

    Guanzhu

    Limited

    liability

    Compa

    ny(Tai

    wan,

    Hong

    Kong

    and

    Macao

    and in

    coopera

    tion)

    Guang

    zhou,

    Guang

    dong

    Lu

    Yaxing

    Expres

    sway

    Manag

    ement

    580,000,000.00 20 20 4,343,908,155.79 3,025,248,976.71 1,318,659,179.08 580,258,516.99

    350,440,4

    62.19

    Affiliate

    d

    company

    61740144-5

    4.Guangdong

    Jiangzhong

    Expressway

    Co., Ltd.

    Limited

    liability

    Compa

    ny

    Guang

    zhou,

    Guang

    dong

    Lu

    Yaxing

    Expres

    sway

    Manag

    ement

    1,045,000,000.00 15 15 2,891,910,580.15 1,942,155,739.19 949,754,840.96 153,930,837.49

    24,434,98

    6.34

    Affiliate

    d

    company

    74296235-6

    5.Ganzhou

    Kangda

    Expressway

    Other

    Limited

    liability

    Compa

    Ganzh

    ou,

    Jiangx

    i

    Yao

    Diming

    Expres

    sway

    Manag

    ement

    600,000,000.00 30 30 1,871,698,819.75 1,565,032,214.75 306,666,605.00 14,906,369.00

    -51,729,7

    12.25

    Affiliate

    d

    company

    77239039-5122

    Name Type

    Regist

    rated

    addres

    s

    Legal

    represen

    tative

    Nature

    Registrated

    capital

    Held

    share

    proporti

    on (%)

    Voting

    proportion(%)

    End total assets

    End total

    liabilities

    End total net assets

    Total current

    revenues

    Current

    net

    profit

    Related

    parties

    orgabuzat

    uib code

    ny

    6.Ganzhou

    Gankang

    Expressway

    Co., Ltd.

    Limited

    liability

    Compa

    ny

    (State

    -owned

    holding

    )

    Ganzh

    ou,

    Jiangx

    i

    Li

    Zequan

    Expres

    sway

    Manag

    ement

    700,000,000.00 30 30 2,250,945,156.42 1,550,945,156.42 700,000,000.00

    Affiliate

    d

    company

    79946719-6

    7.Guangdong

    Guangle

    Expressway Co.,

    Ltd.

    Limited

    liability

    Compa

    ny

    (Foreig

    n-investe

    d

    enterpris

    es and

    domestic

    joint

    ventures

    )

    Guang

    zhou,

    Guang

    dong

    Li

    Jinfeng

    Expres

    sway

    Manag

    ement

    500,000,000.00 30 30 2,638,699,419.91 1,988,701,919.91 649,997,500.00

    Affiliate

    d

    company

    69693015-X124

    4. Other Related parties

    Name

    Relation with the Company

    Organization Code

    Guangdong Expressway Co., Ltd.

    Fully owned subsidiary of the

    parent company

    190330413

    Guangdong Jingtong Enginneering

    Construction Group Co., Ltd.

    Fully owned subsidiary of the

    parent company

    23111091X

    Guangdong Nanyue Logistics Co.,

    Ltd.

    Fully owned subsidiary of the

    parent company

    719285123

    Guangdong Changda highway Co., Ltd.

    Fully owned subsidiary of the

    parent company

    190334510

    Guangdong Guanyue Luqiao Co., Ltd.

    Fully owned subsidiary of the

    parent company

    231129768

    Guangdong Hualu communication

    Technology Co., Ltd.

    Fully owned subsidiary of the

    parent company

    736195293

    Guangdong Shipping Planning and

    Design Institute

    Fully owned subsidiary of the

    parent company

    45585776-4

    Guangdong Xinyue Communication

    Investment Co., Ltd.

    Fully owned Grandson

    Company of the parent

    company

    707656521

    Guangdong Gaoda Property

    Development Co., Ltd.

    Fully owned Grandson

    Company of the parent

    company

    707685592

    Guangdong East Thinking Management

    Technology Development Co., Ltd.

    Fully owned Grandson

    Company of the parent

    company

    724762107

    Guangzhou Xinruan Computer

    Technology Co., Ltd.

    Fully owned Grandson

    Company of the parent

    company

    725017352

    Guangdong Communication

    Development Company

    Fully owned Grandson

    Company of the parent

    company

    190324937

    Guangdong Tongyi Expressway Services

    Area Co., Ltd.

    Fully owned Grandson

    Company of the parent

    company

    724795996

    Guangdong Lulutong Co., Ltd. Fully owned Grandson 231125505125

    Name

    Relation with the Company

    Organization Code

    Company of the parent

    company

    Guangdong Zhanjiang Bay Bridge Co.,

    Ltd.

    Fully owned Grandson

    Company of the parent

    company

    74083612-9

    Guangdong Xinlu Adverting Co., Ltd.

    Fully owned Grandson

    Company of the parent

    company

    74707234-4

    (II) Related transactions.

    1. The transactions among the subsidiaries that have controlling relations and have

    been incorporated into the consolidated accounting statements of the Company and

    the transactions among the parent companies and subsidiaries have been offset.126

    2 Related transactions on purchasing goods and receiving services

    Number happened in current

    period

    Number happened in last

    period

    Related parties

    Types of

    related

    transactions

    Content of

    related

    transaction

    Pricing

    principle of

    related

    transactions

    Amount

    (RMB)

    Proportion

    (%)

    Amount

    (RMB)

    Proportion

    (%)

    1. Operating

    costs

    Guangdong

    Guanghui

    Expressway

    Receiving

    labor

    Project

    fund

    Market

    price

    900,000.00 0.37 750,000.00 0.45

    Guangdong

    Changda

    highway Co.,

    Ltd.

    Receiving

    labor

    Project

    fund

    Market

    price

    19,387,567.00 8.02 21,701,488.00

    12.94

    Guangdong

    Shipping

    Planning and

    Design

    Institute

    Receiving

    labor

    Project

    fund

    Market

    price

    1,800,000.00 0.74

    Guangdong

    Guanyue

    Luqiao Co.,

    Ltd.

    Receiving

    labor

    Project

    fund

    Market

    price

    3,988,324.00 1.65 5,058,153.40 3.02

    Guangdong

    Jingtong

    Enginneering

    Construction

    Group Co.,

    Ltd.

    Receiving

    labor

    Project

    fund

    Market

    price

    1,385,698.00 0.83

    Subtotal of

    Operating

    costs

    26,075,891.00 10.78 28,895,339.40 17.24

    2. Management

    expenses

    Guangdong

    Gaoda

    Property

    Development

    Co., Ltd.

    Receiving

    labor

    Rent

    management

    Fee

    Market

    price

    1,056,148.08 2.24 528,074.04 1.10127

    Number happened in current

    period

    Number happened in last

    period

    Related parties

    Types of

    related

    transactions

    Content of

    related

    transaction

    Pricing

    principle of

    related

    transactions

    Amount

    (RMB)

    Proportion

    (%)

    Amount

    (RMB)

    Proportion

    (%)

    Subtotal of

    Management

    expenses

    1,056,148.08 2.24 528,074.04 1.10

    3. Construction

    on process

    Guangdong

    Guanyue

    Luqiao Co.,

    Ltd.

    Receiving

    labor

    Project

    fund

    Market

    price

    39,385,426.00 7.76 2,581,113.00 0.74

    Guangdong

    Changda

    highway Co.,

    Ltd.

    Receiving

    labor

    Project

    fund

    Market

    price

    131,801,028.00 25.97 77,849,162.00 22.46

    Guangdong

    Expressway Co.,

    Ltd.

    Receiving

    labor

    Project

    fund

    Market

    price

    12,259,411.91 3.54

    Guangdong

    Hualu

    communication

    Technology

    Co., Ltd.

    Receiving

    labor

    Project

    fund

    Market

    price

    480,252.00 0.14

    Subtotal of

    Construction on

    process

    171,186,454.00 33.73 93,169,938.91 26.88

    Total 198,318,493.08 122,593,352.35

    3. Related transactions on sale goods and receiving services

    Number happened in

    current period

    Number happened in last

    period

    Related parties

    Types of

    related

    transactions

    Content of

    related

    transaction

    Pricing

    principle of

    related

    transactions

    关联交易定

    价方式及决

    策程序

    Amount

    (RMB)

    Proportion

    (%)

    Amount

    (RMB)

    Proportion

    (%)

    1. Operating128

    Number happened in

    current period

    Number happened in last

    period

    Related parties

    Types of

    related

    transactions

    Content of

    related

    transaction

    Pricing

    principle of

    related

    transactions

    关联交易定

    价方式及决

    策程序

    Amount

    (RMB)

    Proportion

    (%)

    Amount

    (RMB)

    Proportion

    (%)

    income

    Guangdong

    Expressway Co.,

    Ltd.

    Receiving

    labor

    Project

    fund

    Market

    price

    301,838.52 0.06

    Zhaoqing

    Yuezhao

    Highway Co.,

    Ltd.

    Receiving

    labor

    Project

    fund

    Market

    price

    445,158.00 0.09

    Guangdong

    Guanyue Luqiao

    Co., Ltd.

    lease

    Lease

    exprese

    Market

    price

    133,860.00 0.03

    Total 880,856.52 0.18

    4.Other Relationships Transactions

    (1)The 3rd meeting of the sixth board of directors of the Company was held on April

    22,2010, The meeting examined and adopted the Proposal for Borrowing Entrusted

    Loan from Guangdong Guanghui Expressway Co., Ltd. ,The Company was approved

    to apply to Guanghui Company for an entrusted loan. The amount of loan is RMB

    One Hundred and Five Million Only (RMB 105,000,000.00) and the term of loan is

    half a year. The interest rate of loan is the loan rate quoted by People's Bank of China

    in the same period at 10% discount. The principal and interest of loan will be repaid in

    lump sum on the maturity day. After expiration of the loan, the Company may renew

    the entrusted loan contract with Guanghui Company with loan term and loan interest

    rate remaining unchanged. As of June 30, 2010, The Company has not borrowed the

    above-mentioned entrusted loan from Guangdong Guanghui Expressway Co., Ltd.

    (2)Our controlled subsidiary company guang-fo highway Co., Ltd. is building an extension for

    the section from yayao to xiebian. May 20, 2005,Guang-fo highway Co., Ltd. and Guangdong

    province highway Co.,Ltd. had signed 《the agreement of construction and management

    entrustment in Guang-fo highway extension project for the section from yayao to xiebie》in

    Guangzhou. This agreement and its complementary agreement had been approved and made

    effective by the resolutions of the 2nd provisional shareholders’ meeting held by our company in

    Feb. of 2008. According to above agreement, Guang-fo highway Co.,Ltd. will entrust the

    construction and management of Guang-fo highway extension project for the section from yayao

    to xiebie to Guangdong province highway Co.,Ltd. and will pay the construction & management

    Fee of entrustment. As of June 30, 2009,Our controlled subsidiary company guang-fo highway Co.,

    Ltd. should pay construction & management Fee of entrustment to Guangdong Expressway

    Co.,Ltd. This extension project has been finished and was commissioning in December

    23,2009.129

    (3)Our controlled subsidiary company Guangdong province fo-kai highway Co.,Ltd. is planning to

    carry out expansion & reconstruction for the section from xiebian to sanbao. On May 20,

    2005,Guangdong province fo-kai highway Co.,Ltd. and Guangdong province highway Co.,Ltd.

    had signed《the agreement of construction and management entrustment in fo-kai highway

    extension project for the section from xiebian to sanbao》. This agreement and its complementary

    agreement had been approved and made effective by the resolutions of the 2nd provisional

    shareholders’ meeting held by our company in Feb. of 2009. According to the above agreement,

    Guangdong province fo-kai highway Co.,Ltd. will entrust the construction and management of

    fo-kai highway extension project for the section from xiebian to sanbao to Guangdong province

    highway Co.,Ltd. and Guangdong province fo-kai highway Co.,Ltd. will pay the construction &

    management Fee of entrustment to Guangdong province highway Co.,Ltd.

    (4)On June 15, 2007,The 325 Jiujiang Bridge collapsed for “Yueguijii 035” collision owned by

    the controlling subsidiary of the company Guangdong Fokai Expressway Company and the

    un-collapsed part has serious damage in structure. One of the shareholders of Guangdong Fokai

    Expressway Company, Guangdong Provincial Expressway Company, established National Road

    325 Jiujiang Bridge Restoration Project Office on June 18,2007, responsible for the repair works

    of Jiujiang Bridge and related management work. The restoration has been finished and was

    open in June 10, 2009.

    5. Payables and receivables of the related party

    Name Related party Amount at year end

    Amount at year

    beginning

    Account

    receivable Guangdong Lulutong Co., Ltd. 18,004.85 18,004.85

    Guangdong Zhanjiang Bay Bridge Co., Ltd. 19,756.00 19,756.00

    Zhaoqing Yuezhao Highway Co., Ltd. 208,851.50

    Subtotal 246,612.35 37,760.85

    Prepayment Guangdong Guanyue Luqiao Co., Ltd. 29,487,527.00 29,487,527.00

    Guangdong Changda Highway Engineering

    Co., Ltd. 95,279,811.60 100,633,122.60

    Guangdong Nanyue Logistucs Co., Ltd. 143,352,557.47 70,456,772.62

    Guangdong Jingtong Highway Engineering

    Comapny 22,560,679.00 28,958,024.00

    Guangdong Communication Development

    Company 805,868.80

    Subtotal 291,486,443.87 229,535,446.22

    Other receivable Guangdong Guanghui Expressway Co., Ltd. 500,000.00 500,000.00

    Xinyue Communication Investment

    Co., Ltd.

    2,158.60 2,158.60

    Guangdong Gaoda Preperty

    Development Co., Ltd.

    87,000.00 91,500.00130

    Name Related party Amount at year end

    Amount at year

    beginning

    Beijing Gelin Enze 12,220,079.91 12,220,079.91

    Guangdong Tongyi Expressway

    Services Area Co., Ltd.

    38,044.18

    Zhaoqing Yuezhao Highway Co., Ltd. 250,000.00 250,000.00

    Guangzhou Putian Zhongzhi 3,601,000.00 3,601,000.00

    Guangdong Zhanjiang Bay Bridge Co., Ltd.

    11,428.86 11,428.86

    Subtotal 16,671,667.37 16,714,211.55

    Account

    payable

    Guangdong Changda highway Co., Ltd. 45,560,410.22 47,471,604.22

    Guangdong Jingtong Enginneering

    Construction Group Co., Ltd.

    17,509,152.00 1,624,000.00

    Guangdong Guanyue Luqiao Co., Ltd. 16,035,184.00 19,468,667.00

    Guangdong Expressway Co., Ltd. 13,931,764.11 13,728,261.18

    Guangdong Communication

    Development Co., Ltd.

    7,283,943.00 10,377,100.80

    Guangdong Hualu communication

    Technology Co., Ltd.

    1,545,624.00 1,618,891.00

    Guangdong Guanghui Expressway Co.,

    Ltd. 900,000.00

    Guangdong East Thinking Management

    Technology Development Co., Ltd.

    207,804.00 207,804.00

    Xinyue Communication Investment

    Co., Ltd.

    116,662.64 1,516,312.54

    Guangzhou Putian Zhongzhi 99,447.00 99,447.00

    Subtotal 103,189,990.97 96,112,087.74

    Advance

    account

    Zhaoqing Yuezhao Highway Company 189,865.00 189,865.00

    Guangdong Expressway Co., Ltd. 1,297,905.64 1,599,744.16

    Subtotal 1,487,770.64 1,789,609.16

    Other payable Guangdong Changda highway Co., Ltd. 53,190,651.59 41,268,881.04

    Guangdong Expressway Co., Ltd. 29,571,684.64 20,500,371.33

    Guangdong Guanyue Luqiao Co., Ltd. 16,902,706.72 16,845,528.02

    Guangdong Jingtong Enginneering

    Construction Group Co., Ltd.

    9,050,844.00 6,408,067.00131

    Name Related party Amount at year end

    Amount at year

    beginning

    Guangdong Communication

    Development Company

    3,283,357.95 3,238,970.95

    Xinyue Communication Investment

    Co., Ltd.

    972,872.10 1,783,873.10

    Guangdong Shipping Planning and

    Design Institute

    587,876.20 549,279.00

    Guangdong Hualu communication

    Technology Co., Ltd.

    264,900.50 173,633.50

    Guangzhou Putian Zhongzhi 170,923.84 170,923.84

    Guangzhou Xinruan Computer

    Technology Co., Ltd.

    59,100.00 59,100.00

    Shenzhen Huiyan Expressway Co., Ltd. 34,989.00 34,989.00

    Guangdong Xinlu Adverting Co., Ltd. 30,000.00 30,000.00

    Guangdong East Thinking Management

    Technology Development Co., Ltd.

    3,097.00 3,097.00

    Guangdong Tongyi Expressway

    Services Area Co., Ltd.

    1,665.81

    Subtotal 114,124,669.35 91,066,713.78

    VII. Contingency

    (1)Pending aciton or arbitrationformative or indebted

    There is no event happened in this accounting period.

    (2)The contingent liabilities formed by the debt guarantee provided by related parties and other

    units

    There is no event happened in this accounting period.

    (3)Other Events

    There is no event happened in this accounting period.

    VIII. Commitment events .

    (I) The foreign investment contracts which had signed but not fulfilled or not completely fulfilled

    and the related financial expenditure.

    1. The controlling Subsidiary of the Company Fokai Expressway Co., Ltd is expanding the

    construction of Yayao Xiebian Yayao – Xiebian. On May 22, 2007, Guangdong Development &

    Reform Commission issued Gaijiaoyun [2007] No.1119 File, the Official Reply to the approval of

    the project of Guangdong Xiebian-Sanbao Highway Expansion Construction from State

    Development and Reform Commission: Approved the expansion project of Xiebian- Sanbao132

    Highway, with the investment of the project for 3.71 billion Yuan, of which: the capital 1.47

    billion Yuan by the Guangdong Fokai Expressway Co., Ltd, the remaining funds 2.24 billion Yuan

    by loans from domestic banks. On April 3, 2008, State Highway Traffic Department released TAC

    [2008]No. 16th, : the total budget approved as RMB 4,002,409,114.00, total construction period of the

    project is (since the date of opening) four years.

    2. The Company held the second provisional Shareholders’ General meeting on September 28, 2009 ,

    The meeting examined and adopted to review and approve the Motion of Investing in 30% Equity of

    Guangzhou-Lechang Expressway Project. The board of directors consented to invest RMB2,561.914

    million in 30% equity of Guangzhou-Lechang highway project. Total investment and capital invested

    by shareholders shall be the final accounts approved by the competent government authority. As of

    June 30, 2010, The company has invested accumulated RMB 339.9975 million.

    3. On September 18, 1998, the company signed the Contract on Cooperative Construction &

    Operation of JingZhu Expressway (Tangtang-Taihe) with Guangdong Road & Bridge Construction

    & Development Company, Dajian Industrial Co., Ltd, Guangdong Communications Department

    and the Office of Introduction of Foreign Capital, the four parties, and cooperated to establish

    Jingzhu(Tangtang –Taihe) Expressway Co., Ltd, and cooperated to construct, operate, manage the

    Jingzhu expressway and its supporting facilities. The total investment of the first phase of the

    project is about 2600.00 million Yuan, the registered capital of the first phase of the cooperation

    company is 910 million Yuan. The capital proportion of the Company is 25%, the investment

    amount 227.50 million Yuan. This contract is awaiting approval from the relevant Government

    Department. As of June 30, 2010, the fund of the Company has not invested yet.

    4. In May 2000, the Company signed the Contract on Construction & operation of the Expressway

    of Ji ngzhu Major Route Xiaotang-Gantang, and cooperated to establish Guangdong Jingzhu

    North Expressway Co., Ltd to construct and operate the expressway of Jingzhu Major Route

    Xiaotang-Gantang. The total investment of the project is 5657million Yuan, the registered capital

    566.70 million Yuan. The capital of the project( including the registered capital)is 35% of the

    general investment, namely 1,979.95 million Yuan, the investment proportion of the Campany

    10%. The capital other project shall be paid according to the investment proportion. The

    investment amount of the project of the company is 1,979.95 million Yuan. Guangdong

    Expressway Co., Ltd is responsible for the construction of the project. This contract is awaiting

    approval from the relevant Government. As of June 30, 2010, Department. the fund of the

    Company has not invested yet.

    (II)Contingent liability formed by providing debt guarantee to other unit and its influence on

    finance

    The controlling subsidiary of the company Guangdong Expressway Technology Investment Co.,

    Ltd. signed the  and related supplementary

    agreements with Guangdong Guanghui Expressway Co., Ltd., Guangdong Expressway

    Technology Investment Co., Ltd. leased advertisement position from Guangdong Guanghui

    Expressway Co., Ltd. the total rental fee reduced to 25.20 million Yuan, the leasing period from

    July 1, 2006 to June 30, 2016.

    IX. Post-balance-sheet issues.

    No post-balance-sheet issue with the company up to the date of this report.133

    X. Other events

    1.Fokai Expressway has operated Jiujiang Bridge’s management and maintain,2007, June 15 early

    in the morning, The No. 035 Sand ship owned by Yang Xiong and operated by Foshan Nanhai

    Yuhang Ship Co., Ltd. collided Jiujiang Bridge on 325 State Road which owned by the controlling

    subsidiary Fokai Company. due to the deviation channel of the sand delivering ship in Jiujiang

    channel and straightly hit Jiujiang Bridge, leading the 200m height bridge’s partial collapsed that

    block the transportation on the bridge. Up to the deadline for submitting reports, Jiujiang Bridge

    was still closed to transportation. On June 10, 2009, Jiujiang Bridge opened to traffic has been

    restored.

    On June 19,2007, The Ministry of Communications, the State Production Safety Supervision and

    Administration Commission issued the JiaoAnWeiming File [2007] No. 8 "Notification on the

    Guangdong"6.15 "Jiujiang Bridge Collision Accident", initially determined the causes of the

    accident are: the incident ship suddenly met heavy fog on the way from Foshan Gaoming to Sunde,

    the captain neglected looking out, did not take proper measures and deviated from the main

    channel, touched the 325 National Road Jiujiang Bridge the non-navigation bridge pier and caused

    the collapsion of part of the Jiujiang bridge. The accident was an unilateral responsibility of the

    ship.

    On July 19,2007,Fokai Company applied preservation of property to Guangzhou Maritime

    Court.On August 22,2007,Fokai Company officially prosecuted to Guangzhou Maritime Court,

    asking Foshan South Sea Shipping Company Limited and Yang Xiong to undertake the

    conpensation 25,587,684 yuan for the loss caused by collapsion of Jiujiang Bridge. On August 28,

    2007, Guangzhou Maritime Court accepted the case. According to the (2007)-Canton Haifa No.

    332 ruling book issued by Guangzhou Maritime Court, the proceeding of the case was suspended.

    After the court accepted the case, the incident investigation team of Guangdong Provincial

    Government had not made the final report of Jiujiang Bridge accident. The Court, on November 5,

    2007, decided to suspend the proceeding. In September 2008, Jiujiang Bridge accident

    investigation report was officially reported and resumed the proceedings. On December 5, 2008,

    Guangzhou Marine Court opened a court trial to procceeded the case. Currently, Guangzhou

    Haizhu prosecutorial office was intend to prosecute the accident captain Shi Guide, therefore, on

    January 5, 2009, Guangzhou Maritime Court ruled the suspension of the case.

    On May 24, 2010,Jiujiang Bridge Branch of Guangdong Fokai Expressway Co., Ltd.

    signed Compensation Agreement with International Insurance Dept. of Guangdong

    Branch of PICC Property and Casualty Co., Ltd. Both parties reached agreement on

    insurance indemnity scheme through consultation. After full payment of RMB 111.75

    million, the liability of the insurer for compensation in respect of this insurance

    accident will be cancelled according to law. According to the provisions of

    Accounting Standards for Business Enterprises and relevant clauses of the insurance

    contract, Jiujiang Bridge Branch of Guangdong Fokai Expressway Co., Ltd. wrote off

    the net asset value of Jiujiang Bridge with compensation of RMB 97.3250 million for

    reconstruction project and accounted for the compensation of RMB 14.4250 million

    for expenses on disposal of debris as non-operating income for current period.

    2. On August 23, 2001,the Company signed the Agreement on Transferring the Investment Equity of

    Guangdong Maozhan Expressway Co., Ltd with Guangdong Transportation Industry Investment Co.,

    Ltd, transferring all the actual investment of Guangdong Maozhao Expressway Co., Ltd held by the

    Company, the price of transfer RMB 228.50 million, the date of transfer August 1, 2001. Guangdong

    Transportation Industry Investment Co., Ltd paid the transfer fund RMB 114.25 million in advance134

    according to the Agreement. The Agreement comes into force upon the agreement of Decision-making

    Institutions and the Management Department of the both parties and after being approved by

    Guangdong Foreign Trade & Economic Cooperation Department.

    In March 18, 2002, the Company signed the Supplementary Agreement of Agreement on Transferring

    the Investment Equity of Guangdong Maozhan Expressway Co., Ltd, reached the following agreement:

    (1) The company paid the Reduction Pre-payment Fund RMB 79.975 million to Guangdong

    Transportation Industry Investment Co., Ltd. After the reduction, the actual Pre-payment fund received

    is RMB 34.275 million ; (2) If the Agreement of Transfer is not approved by the relevant Government

    Department, the Company will pay the actual fund back to Guangdong Transportation Industry

    Investment Co., Ltd, and according the Income Reduction of this time, pay the fund, paying the interest

    of the actual received fund according to the bank interest in the same period. (3) If the Agreement of

    Transfer is eventually approved by the relevant Government Department, then Guangdong

    Transportation Industry Investment Co., Ltd need to pay the transfer fund RMB 194.225 million to the

    Company 15 day after the Transfer of Agreement being in effect.

    On December 27, 2002, the Company signed the Supplementary Agreement(II)of Agreement on

    Transferring the Investment Equity of Guangdong Maozhan Expressway Co., Ltd, reached the

    following agreement: the Company pays Reduction Pre-payment fund RMB 20.00 million to

    Guangdong Transportation Industry Investment Co.,Ltd.

    After returning the Pre-received fund according to the agreements in the Supplementary Agreement, the

    Company received the original value of Pre-payment fund RMB 14,275,000.00 .

    On April 21, 2008, according to  [Guangdong DFTEC 2008 No. 425] made by Department of Foreign Trade and Economic

    Co-operation of Guangdong Province. The court noticed our company to participate the lawsuit as

    the third party which has stake in the result of this case. This lawsuit held a hearing on Jan.

    18th ,2010, there is no judgment was made till now. On April 15, 2010, Guangzhou Tianhe

    District People's Court made (2010) Tian Fa Xing Chu Zi No.9 administration

    judgment and rejected the Plaintiff's claim. The Plaintiff refused to accept the

    judgment for the first instance and instituted an appeal. On July 5, 2010, Guangzhou

    Intermediate People's Court conducted court inquiry.

    3. On Fubruary 23, 2009,As the common applicant, Guangdong Expressway Technology

    Investment Co., Ltd. and Guangzhou branch of CHINA MINSHENG BANKING CORP.,LTD.

    had lodged a lawsuit in the Guangzhou municipal Intermediate People's Court against Guangzhou

    Putianzhongzhi Technology Industrial Co., Ltd. and applied for the bankruptcy and liquidation in

    Guangzhou Putianzhongzhi Technology Industrial Co., Ltd. as it can’t pay back the due debts, On

    Jun. 3rd, 2009, the court made the judgment and accept the bankruptcy and liquidation application

    from applicant and appointed Guangdong Guangda Law Firm as the custodian of Guangzhou

    Putianzhongzhi Technology Industrial Co., Ltd. The custodian had provided  on Nov.16th,

    2009 and applied to the court for closing the case. On Nov. 30th, 2009, Guangzhou municipal

    Intermediate People's Court made the civil ruling paper (Guangdong IPC civil bankruptcy 2009

    No. 4-8), (1) This judgment will end the bankruptcy and liquidation procedures on Guangzhou

    Putianzhongzhi Technology Industrial Co., Ltd. (2) The custodian of Guangzhou Putianzhongzhi

    Technology Industrial Co., Ltd. should take this judgment to its original registration authority for

    cancelling its registration. the registration cancellation of Guangzhou Putianzhongzhi Technology

    Industrial Co., Ltd. is in processing.

    XI. Parent company financial statements

    (1)Other receivables

    1. Type analyse:

    Amount in year-end Amount in year-begin

    Book Balance Bad debt povision Book Balance Bad debt povision

    Type Amount Propo

    rtio(

    %)

    Amount Proport

    io(%)

    Amount Propo

    rtio(

    %)

    Amount Propo

    rtio(

    %)

    Individually

    significant accounts

    receivable

    33,198,382.12 85.21 33,198,382.12 95.24 33,198,382.12 86.78 33,198,382.12 95.24

    Account

    receivablewhich are

    not individually

    significant but are

    assessed at high risk

    level through credit

    risk combination

    Othe 5,762,049.38 14.79 1,658,571.80 4.76 5,055,891.41 13.22 1,658,571.80 4.76136

    Amount in year-end Amount in year-begin

    Book Balance Bad debt povision Book Balance Bad debt povision

    Type Amount Propo

    rtio(

    %)

    Amount Proport

    io(%)

    Amount Propo

    rtio(

    %)

    Amount Propo

    rtio(

    %)

    non-materialreceiva

    bles

    Total 38,960,431.50 100 34,856,953.92 100 38,254,273.53 100 34,856,953.92 100

    2. There is no significant amount or the test of depreciation of value of bad debts provision of

    accounts receivable at the ending.

    Other receivables Book balance Amount of bad

    debts

    Proportion

    (%)

    Reasons

    Kunlun Securities Co.,

    Ltd.

    33,198,382.12 33,198,382.12 100.00% Notes

    Total 33,198,382.12 33,198,382.12

    Notes : For the balance amount of our company’s security trading settlement funds RMB

    33.68377479 million deposited in Kunlun Securities Co., Ltd., The Xi’Ning municipal

    Intermediate People's Court of Qinghai Province had made the judgment in accordance with the

    law and declared on Nov. 11st, 2006 that Kunlun Securities Co., Ltd. was bankrupted for debt

    payment. In Mar. of 2007, the liquidating group of Kunlun Securities preliminary judged the

    relationship between our company and Kunlun Securities Co., Ltd. is debtor creditor relationship.

    As Kunlun Securities Co., Ltd. was bankrupted for debt payment and it is in serious insolvency,

    our company had moved the security trading settlement funds deposited in Kunlun Securities Co.,

    Ltd., to other receivables account for reflection, we also have made full amount provision for bad

    debts based on conservatism principle. The recovered debt amount in 2008 is RMB 485,392.67

    which had been offset from the provision for bad debts.

    3. The cancellation after verification on other accounts receivable in the current

    4. The top five companies in the amount of other receivables and the large amount of other nature

    and content of receivables at the ending.

    Name

    Relationship

    with the

    Company

    Amount Aging

    The proportion

    of the total of

    other

    receivables (%)

    Nature or content

    Kunlun Securities Co.,Ltd

    No

    relationship

    33,198,382.12

    Over 5

    years

    85.21

    “XI(I)2, Notes”

    Heshan Transportation real

    estate Development

    Company

    No

    relationshi

    p

    1,470,000.00

    Over 5

    years

    3.77

    Current account

    Guangdong Xingyu Law No 1,278,604.11 Within 2 3.28 Advance by the Equity137

    Name

    Relationship

    with the

    Company

    Amount Aging

    The proportion

    of the total of

    other

    receivables (%)

    Nature or content

    office relationshi

    p

    years Transfer fee and stamp of

    shareholders to payable

    associated costs

    Guangdong Finance No

    relationship

    1,030,997.04

    Within 2

    years

    2.65

    Advance by the Equity and

    transaction fees of

    shareholders to payable

    associated costs

    Yixing Jinchen Gift Co., Ltd’

    No

    relationship

    283,200.00

    Within 1

    years

    0.73

    Current account

    Total 37,261,183.27 95.64

    5. There was no other receivable due from shareholders with more than 5% (including 5%) of the

    voting shares of the Company.

    6.The accounts receivable from the Related parties

    Name

    Relationship

    with the

    Company

    Relationship with

    the Company

    The proportion of the total of

    other receivables (%)

    Guangdong Gaoda Property

    Development Co., Ltd.

    The

    controlling

    grandson

    company

    87,000.00 0.22

    Total 87,000.00 0.22138

    (II) Long- term s equity investment

    Name

    Account

    method

    Initial amount

    Balance in

    year-begin

    Increase/decreas

    e

    Balance in

    year-begin

    Shareholdd

    ing

    percentage(

    %)

    Voting

    percentage

    (%)

    Instruction

    Impairment

    proision

    Current

    provisi

    on

    Current cash

    dividend

    Guangdong Guanghui Expressway

    Co., Ltd.

    Equity

    method

    705,503,400.00 784,133,616.22 16,228,850.65 800,362,466.87 30% 30%

    73,713,657.27

    Zhaoqing Yuezhao Highway

    Co., Ltd.

    Equity

    method

    183,690,616.22 225,653,566.64 -14,487,713.63 211,165,853.01 25% 25%

    24,463,577.32

    Shenzhen Huiyan

    Expressway

    Equity

    method

    14,024,586.42 195,764,733.87 -34,050,397.81 161,714,336.06 33.33% 33.33%

    60,000,000.00

    Guangdong Maozhan

    Expressway

    Equity

    method

    224,000,000.00 125,410,397.91 10,558,130.38 135,968,528.29 20% 20%

    Jingzhu Expressway Guanzhu

    Equity

    method

    66,779,449.38 464,974,371.27 -47,237,195.93 417,737,175.34 20% 20%

    113,459,045.51

    Guangdong Jiangzhong

    Expressway Co., Ltd.

    Equity

    method

    156,750,000.00 138,797,978.21 3,665,247.95 142,463,226.16 15% 15%

    Ganzhou Kangda Expressway

    Equity

    method

    165,820,322.53 155,323,069.64 -16,306,894.58 139,016,175.06 30% 30%

    Ganzhou Gankang

    Expressway Co., Ltd.

    Equity

    method

    210,000,000.00 165,000,000.00 45,000,000.00 210,000,000.00 30% 30%

    Guangdong Guangle Expressway

    Equity

    method

    339,997,500.00 30,000,000.00 309,997,500.00 339,997,500.00 30% 30%139

    Name

    Account

    method

    Initial amount

    Balance in

    year-begin

    Increase/decreas

    e

    Balance in

    year-begin

    Shareholdd

    ing

    percentage(

    %)

    Voting

    percentage

    (%)

    Instruction

    Impairment

    proision

    Current

    provisi

    on

    Current cash

    dividend

    Subtotal of Equity method 2,066,565,874.55 2,285,057,733.76 273,367,527.03 2,558,425,260.79 -- -- -- 271,636,280.10

    Guangfo Expressway

    Cost

    method

    154,982,475.25 154,982,475.25 154,982,475.25 75% 75% 19,662,486.37

    Guangdong Fokai Expressway

    Cost

    method

    864,939,211.85 864,939,211.85 864,939,211.85 75% 75% 10,524,812.19

    Guangdong Expressway

    Technology Investment Co.,

    Ltd.

    Cost

    method

    94,811,882.42 94,811,882.42 920,000.00 95,731,882.42 100% 100%

    Huazheng Asset Management

    Co., Ltd.(Notes1)

    Cost

    method

    1,620,000.00 1,620,000.00 1,620,000.00 0.54% 0.54%

    1,393,200.00

    Huaxia Securities Co.,

    Ltd(Notes 2)

    Cost

    method

    5,400,000.00 5,400,000.00 5,400,000.00 0.27% 0.27%

    5,400,000.00

    China Everbright Bank Cost

    method

    528,000,000.00 528,000,000.00 528,000,000.00 0.72% 0.72%

    Subtotal of cost method

    1,649,753,569.52 1,649,753,569.52 920,000.00 1,650,673,569.52 -- -- -- 6,793,200.00 30,187,298.56

    Total

    3,716,319,444.07 3,934,811,303.28 274,287,527.03 4,209,098,830.31 -- -- -- 6,793,200.00 301,823,578.66

    Note1 According to De Wei Ping Gu Zi 2005 No. 88 Appraisal Report issued by Beijing Dewei Appraisal Co., Ltd. As the June 30, 2005, the amount of net

    assets of Huazheng Asset Management Co., Ltd. in book was RMB 279.132 million and the appraised value was RMB - 2299.5486 million ,On October 14,140

    2005, Jianyin CITIC Asset Management Co., Ltd. issued the Letter of Soliciting Opinions on Equity Assignment to the Company. Jianyin CITIC Asset

    Management Co., Ltd. was willing to pay the price of not more than RMB 42 million to acquire 100% equity of Huazheng Asset Management Co., Ltd. and

    solicited the Company's opinions. The Company replied on December 5, 2005, abandoning the preemptive right under the same conditions. The Company made

    provision of RMB 1.3932 million for impairment in respect of this long-term equity investment of RMB 1.62 million.

    Note 2. The owner's equity of Huaxia Securities Co., Ltd. was negative and it entered liquidation procedure in December 2005. The Company made full

    provision for impairment in respect of this long-term equity investment of RMB 5.4 million.141

    (III) Operating income and operating cost

    Items Report period

    Same period of the

    previous year

    Main Operating income

    Other operating income 6,015,720.00 3,600.00

    Operating cost 232,106.70

    Total 5,783,613.30 3,600.00

    (IV) Investment income

    1. Investment income

    Items Report period

    Same period of the

    previous year

    Long-term equity investment income by costing 30,187,298.56 127,661,678.93

    Long-term equity investment income by equity

    method

    190,006,307.13 125,944,912.23

    Dispose the investment income from the

    long-term equity investments

    hold the investment income which gained from the

    transactional financial assets

    Gain the investment income from the

    Hold the investment income during from

    Dispose the investment income from the

    transactional financial assets

    Dispose the investment income from the

    held-to-maturity investment

    Dispose the investment income from the

    available-for-sale financial assets

    Other

    Total 220,193,605.69 253,606,591.16142

    2. long-term equity investment incomes confirmed by Cost method include:

    Unit

    Report period

    Same period of

    the previous year

    Reason to increase or

    decrease

    Guangfo Expressway

    19,662,486.37 86,417,103.78

    Decrease the cash

    dividend distribution

    subsidiary

    Guangdong Fokai Expressway

    10,524,812.19 41,244,575.15

    Decrease the cash

    dividend distribution

    subsidiary

    Total 30,187,298.56 127,661,678.93

    3. long-term equity investment incomes confirmed by equity method include:

    Unit

    Report period

    Same period of

    the previous year

    Reason to increase

    or decrease

    Guangdong Maozhan

    Expressway

    10,558,130.38 1,262,018.02

    Increase in net

    profit affiliated

    company

    Guangdong Guanghui

    Expressway

    89,942,507.92 65,725,653.99

    Increase in net

    profit joint

    venture

    Zhaoqing Yuezhao Highway

    Co.,Ltd.

    9,975,863.69 -269,974.56

    Increase in net

    profit joint

    venture

    Shenzhen Huiyan Expressway 25,949,602.19 27,255,734.23

    Increase in net

    profit affiliated

    company

    Jingzhu Expressway Guangzhu 66,221,849.58 50,786,607.06

    Increase in net

    profit affiliated

    company

    Guangdong Jiangzhong

    Expressway

    3,665,247.95 -97,377.19

    Increase in net

    profit affiliated143

    Unit

    Report period

    Same period of

    the previous year

    Reason to increase

    or decrease

    company

    Ganzhou Kangda Expressway -16,306,894.58 -18,717,749.32

    Decrease in net

    profit affiliated

    company

    Total 190,006,307.13 125,944,912.23

    4. There were no significant limits on investment income of the Company.

    (V). Supplement Information of Cash flow statement

    Supplement Information

    Report period

    Same period of

    the previous year

    I.Adjusting net profit to net cash flow in operating activities

    Net profit 182,063,482.36 228,371,833.46

    Add: Asset devaluation reserve provided

    Fixed assets depreciation,Oil and gas depreciation, Produce

    matter depreciation

    699,545.27 716,137.75

    Amortization of intangible assets

    Amortization of long-term expenses to be amortized

    The loss from the disposal of fixed assets, intangible assets

    and other long-term assets

    -238,066.70

    Loss from scrapping of fixed assets

    Loss from fair change

    Financial expenses 23,853,357.57 1,652,609.24

    Investment loss -220,193,605.69 -253,606,591.16

    Decrease of deferred tax assets

    Increase of deferred tax Liabilities

    Decrease of inventories

    Decrease of operating accounts receivable -706,157.97 28,241,192.41

    Increase of operating accounts payable -34,377,642.78 41,719,590.31

    Other

    Net cash flow generated from operating activities -48,899,087.94 47,094,772.01

    II.Investment and financing activities not involving cash receipts144

    XII.Supplement Information

    (1) Items of Non-recurring Gains & Losses

    Items Amount Explanation

    Gain/loss form disposal of non-current assets and Provision

    for impairment of assets including the preparation of the

    write-off part .

    10,114,620.23

    The

    compensation

    for the expenses

    on disposal of

    debris of

    Jiujiang Bridge

    was accounted

    for as

    non-operating

    income in

    current period.

    Non-operating

    expenses

    increased due to

    Fokai

    Expressway’s

    removal of two

    old fly-over

    bridges for

    expansion and

    abandonment of

    net asset value.

    Tax refund, deduction and exemption that is examined and

    approved by authority exceeding or has no official approval

    and expenditure

    Transferring debts to capital

    Convertible corporate bond to mature within one year

    Leasing fixed assets through financing

    III、Net increase of cash and cash equivalent

    Balance of cash at the end of the period 224,012,998.01 239,631,811.27

    Less: Balance of cash at the beginning of the period 113,474,208.24 41,195,556.89

    Add: Balance of cash equivalent at the end of the period

    Less: Balance of cash equivalent at the beginning of the

    period

    Net increase of cash and cash equivalent 110,538,789.77 198,436,254.38145

    document.

    Governmental Subsidy accounted as current gain/loss, except

    for those subsidies at with amount or quantity fixed by the

    national government and closely related to the Company’s

    business operation.

    Capital occupation fee collected from non-financial

    organizations and accounted as current gain/loss.

    Gain/loss generated when the consolidation costs is less then

    the recognizable fair value attributable to the Company.

    Non-monetary asset exchange gain/loss.

    Gain/loss investment of Commission

    Asset impairment provisions for force major such as natural

    disasters

    Gain/loss from debt reorganization

    Enterprise reorganization expenses, such as payment to stuff

    placement and consolidation expenses

    Gain/loss from trades obviously departed from fair value

    Net gain/loss of current term from consolidation of

    subsidiaries under common control from beginning of term to

    the consolidation date

    Gain/loss from debt forcasting without connection to the

    main business operation

    In addition to normal business with the company effective

    hedging related business, holders of tradable financial assets,

    transactions and financial liabilities arising from changes in

    fair value gains and losses, as well as the disposal of trading

    of financial assets, trading financial liabilities and

    available-for-sale financial assets gains return on investment;

    Single impairment test for impairment of receivables

    transferred back to preparation

    Commissioned external loans by the Gain/loss

    (The use of fair value measurement model of follow-up to

    the fair value of real estate investment gains and losses

    arising from changes

    According to tax, accounting and other laws, regulations, the

    requirements of the current Gain/loss for a one-time

    adjustment of the impact of the current Gain/loss;

    Entrusted with the operating of the trust to obtain fee income

    Net amount of non-operating income and expense except the

    aforesaid items

    1,253,638.88

    Other non-recurring Gains/loss items

    Amount of influence of minority interests -2,812,782.34146

    Amount of influence of income tax -2,113,268.68

    Total 6,442,208.09

    Notes : Non-current items listed by before tax amount

    (2)Return on net assets and earnings per share

    Earnings per share(RMB)

    Profit of the report period

    Return on net assets,

    Weighted (%) Fully diluted Weighted average

    Net profit attributable to the

    owners of Company. 6.43% 0.19 0.19

    Net profit attributable to the

    owners of Company after

    deducting of non-recurring

    gain/loss.

    6.26% 0.18 0.18

    1.Calculation process

    The following data is calculated by these formula:

    Weighted average return on equity

    Weighted average return on equity=P0/(E0+NP÷2+Ei×Mi÷M0–Ej×Mj÷M0±Ek×Mk

    ÷M0)

    Of which:Po Refers to Net profit attributable to common shareholder of the Company or netprofit

    after deducting non-recurring gains and losses attributable to common shareholder of the

    Company; NP refers to net profit attributable to common shareholders of the Company; EO refers

    to net assets at the period-begin attributable to common shareholders of the company; Ei refers to

    net assets increased due to issuance of new share ordebts for equity swap or attributable to

    common shareholders of the Company; EJ is the net profit, which is about repurchase

    during the report or cash dividend reduce, and belongs to company common

    shareholders.Mo refers to the number of months during the report period; Mi refers to the

    number of months from the next month when net assets decreased to the end of the reort period;

    Ek refers to change of increase/decrease of net assets due to other transaction events; Mk refers to

    the number of months from the next month when other net assets changed the end of the report

    period.

    Under the same control with business combination during the report, when calculated

    the weighted average net assets yields, the net profit of the combined party has

    weighted from the beginning of the report; when calculated the deducting after

    non-recurring gains and losses weighted average return on equity, the net profit of the147

    combined party started weighted from the next month of the merger date. When

    calculated the weighted average net assets return on equity during the period, the net

    profit of the combined party and the net asset started on weighted from the beginning

    of the comparative period; when calculated the deducting weighted average return on

    equity of non-recurring gains and losses from the comparative period, the net asset of

    the combined party not weighted. (The weight is zero)

    (3)Earnings per share-basis

    Earnings per share-basis

    Earnings per share-basis=P0÷S

    S=S0+S1+Si×Mi÷M0–Sj×Mj÷M0-Sk

    Of which:Po refers to net profit attributable to shareholders holding ordinary shares or net

    profitattributable to shareholders holding ordinary shares after deducting non-recurring gains and

    lossesl S weighted average number of ordinary shares issued out; S0 refers to total number of

    shares at the period-begin; S1 refers to the number of shares increased due to transferring capital

    reserve into share capital or dividend distribution of shares during the report period; Si referrs to

    the number of shares incueased due to issuance of new shares or debt for equity swap during the

    report period; Sj refers to the number of shares decreased due to stock repurchase during the report

    period; Sk refers to the number of split-share during the report period; M0 refers to the number of

    months during the report period; Mi refers to the number of months from the next monthe to the

    end of the report period for increase of sharesl Mj refers to the number of months from the next

    month to the end of the report period for decrease of shares.

    Earnings per share-diluted

    Earnings per share-diluted=P1/(S0+S1+Si×Mi÷M0–Sj×Mj÷M0–Sk+ weighted average

    amount of ordinary shares increased due to warrant , share options, convertible bood.

    Of whichA:P1 refers to net profit attributable to shareholders holding ordinary shares or net profit

    attributable to shareholders holding ordinary shares after deducting non-recurring gains and losses;

    The Company shall consider all influence on potential diluted interests of ordinary shares when

    the company calculated diluted earnings per share, till to minimum diluted EPS .

    2. It has no dilutive at present but it may have dilutive potential common shares after.

    There is no event happened in this accounting period.

    3. Between the date of the balance sheet to the approved date of financial report, the company

    issued the number of common shares or potential common shares have a great variation.148

    There is no event happened in this accounting period.

    (3)The anomalies and the explanation of our main financial statements project

    1. The unusual amount or the abnormal changes in the comparative period in the financial

    statement project

    Items

    Balance in

    year-end

    Balance in

    year-begin

    Percentage

    in total

    asset

    Variable

    Ratio

    Alteration reason

    Money fund 597,399,737.09 218,754,995.03 6.00% 173.09%

    The net cash inflow from

    operating activities and

    financing activities is greater

    than the net cash outflow

    from investing activities.

    Account receivable 25,668,410.95 11,873,742.02 0.26% 116.18%

    Guangdong United

    Electronic Charging Co.,

    Ltd. failed to timely make

    transfer so that the accounts

    receivable at the end of

    current period increased.

    Dividends receivable 69,459,045.51 0.70%

    Dividends receivable from

    Jingzhu Expressway

    Guangzhu Section Co., Ltd.

    that was not received

    increased in current period.

    Prepayments 364,331,582.77 292,435,314.87 3.66% 24.59%

    Due to expansion of Fokai

    Expressway, the prepayment

    for engineering materials

    increased at the end of

    period.

    Long-term equity

    investments

    3,086,652,060.79 2,813,284,533.76 30.99% 9.72%

    Investment totaling RMB

    355 million was made into

    Ganzhou Gankang

    Expressway Co., Ltd.,

    Guangdong Guangle149

    Items

    Balance in

    year-end

    Balance in

    year-begin

    Percentage

    in total

    asset

    Variable

    Ratio

    Alteration reason

    Expressway Co., Ltd. in

    current period.

    Fixed assets 3,824,298,700.93 4,075,251,730.31 38.40% -6.16%

    Net fixed assets decreased in

    current period due to receipt

    of compensation for project

    reconstruction that wrote off

    fixed assets and provision

    for depreciation of fixed

    assets.

    Construction-in-progress 1,881,469,204.85 1,388,953,103.98 18.89% 35.46%

    The expansion project of

    Fokai Expressway was not

    completed in current period

    so that construction in

    progress increased.

    Short-term loans 500,000,000.00 654,000,000.00 5.02% -23.55%

    The amount of repayment of

    short-term loans is greater

    than the amount borrowed.

    Account payable 183,443,464.74 159,018,048.20 1.84% 15.36%

    Due to the expansion of

    Fokai Expressway , payable

    payment for projects

    increased.

    Staff Remuneration

    Payables

    2,154,928.28 4,765,766.41 0.02% -54.78%

    The remuneration for which

    provision was made in the

    previous year was paid in

    current period.

    Tax payable

    22,647,492.26 4,159,074.15 0.23% 444.53%

    Unpaid taxes for which

    provision was made

    increased.

    Interest payable

    37,371,133.91 16,523,915.41 0.38% 126.16%

    Long-term loans increased in

    current period so that

    end-of-period interest

    payable increased.150

    Items

    Balance in

    year-end

    Balance in

    year-begin

    Percentage

    in total

    asset

    Variable

    Ratio

    Alteration reason

    Dividends payable 144,958,039.81 13,205,176.58 1.46% 997.74%

    The dividends of the

    Company for 2009 has not

    been paid.

    Long-term loans 3,675,964,803.54 2,820,874,803.54 36.91% 30.31%

    Due to the expansion of

    Fokai Expressway, long-term

    loans increased

    correspondingly.

    2.The unusual amount or the abnormal changes in the items of the income statement

    Items

    Balance in

    year-end

    Balance in

    year-begin

    Percentage

    in total

    asset

    Variable

    Ratio

    Alteration reason

    Operating

    income

    501,059,949.79 471,816,749.75 160.01% 6.20%

    Jiujiang Bridge was open to

    traffic after completion of

    repair in June 2009 and

    Guangfo Expressway was

    open to traffic after completion

    of expansion at the end of

    2009. As a result, toll income

    increased.

    Operating costs 241,612,200.11 167,659,678.25 77.15% 44.11%

    Jiujiang Bridge was open to

    traffic after completion of

    repair in June 2009 and

    Guangfo Expressway was

    open to traffic after completion

    of expansion at the end of

    2009.The original value of

    expressway assets and vehicle

    traffic volume increased so151

    Items

    Balance in

    year-end

    Balance in

    year-begin

    Percentage

    in total

    asset

    Variable

    Ratio

    Alteration reason

    that the provision for

    depreciation made on basis of

    vehicle traffic volume

    increased.

    Administrative

    expenses

    47,100,615.59 47,896,913.39 15.04% -1.66%

    The administrative expenses in

    two periods were basically the

    same.

    Financial

    expenses

    82,905,090.06 68,856,572.60 26.47% 20.40%

    The Company issued corporate

    bonds in September 2009 so

    that the financial expenses on

    corporate bonds increased year

    by year.

    Investment

    income

    190,006,307.13 132,758,229.87 60.68% 43.12%

    The net profits of the joint

    venture companies and

    affiliated companies increased

    so that the Company's

    investment income accounted

    for on equity basis increased.

    Non-operating

    income

    15,990,763.99 1,019,915.03 5.11% 1467.85%

    The compensation for the

    expenses on disposal of debris

    of Jiujiang Bridge was

    accounted for as non-operating

    income in current period.

    Non-operating

    expenses

    4,622,504.88 477,373.69 1.48% 868.32%

    Fokai Expressway removed 2

    old fly-over bridges for

    expansion and abandoned net

    asset value so that152

    Items

    Balance in

    year-end

    Balance in

    year-begin

    Percentage

    in total

    asset

    Variable

    Ratio

    Alteration reason

    non-operating expenses

    increased.

    Income tax

    expense 45,276,305.33 46,465,237.48 14.46% -2.56%

    Current income tax expense

    remains the same as last term.

    XIII. The approval of financial reports

    The report of the financial statements was approved by all directors of the board

    of directors of the Company on August 6 ,2010.Documents Available for Inspection

    153

    VIII. Documents Available for Inspection

    1. The interim report text with signatures of the president.

    2.The financial report text with the signatures and stamps of the unit principal ,the

    principal in charge of accounting , and the principal of the accounting Department .

    3. Text of all the documents that disclosed on the newspapers and websites designated

    in the Company Rule within the report period.

    4. Other relevant materials.

    The Board of Directors of Guangdong Provincial Development Co., Ltd.

    August 6, 2010.