Guangdong Provincial Expressway Development Co.,Ltd. The First Quarterly Report 2012(Full text) §I Important Statement 1.1 The Board of Directors , Supervisory Committee ,Directors , Supervisors, Senior Executives of the Company guarantee that there are no significant omissions, fictitious or misleading statements carried in the Report and we will accept individual and joint responsibilities for the truthfulness, accuracy and completeness of the Report. 1.1 1.2 The First quarterly financial report of the Company is not audited . 1.3 Chairman of board of directors Mr.Zhou Yuming, General Manager of the Company Mr. Li Xiyuan and Chief Accountant of the Company Mr.Xiao Laijiu State: we guarantee the authenticity and completeness of the Financial Report in this quarterly report. §2 Basic Information 2.1 Main accounting Highlights and financial indexes Unit: RMB At the period-end of last At the period-end of this Increase /decrease(%) year Total assets(RMB) 12,472,713,217.76 11,802,427,175.92 5.68% Owner’s equity attributable to the shareholders of 4,167,585,213.87 4,115,126,105.45 1.27% the listed company (RMB) Stock capital(Shares) 1,257,117,748.00 1,257,117,748.00 0.00% Net assets per share attributable to the shareholders of the listed company 3.32 3.27 1.53% (RMB/shares) Amount of the same period Amount of current period Increase /decrease(%) in last year Total turnover(RMB) 268,377,836.84 248,954,619.04 7.80% Net profit attributable to owners of parent 59,659,108.43 66,164,194.62 -9.83% company(RMB) Net cash flow arising from operating 163,716,399.47 148,498,597.12 10.25% activities(RMB) Net cash flow per share arising from 0.13 0.12 8.33% operating activities(RMB/share) Basic earnings per share(RMB/share) 0.05 0.05 0.00% Diluted earnings per share(RMB/share) 0.05 0.05 0.00% 1 Weighted average return on equity(%) 1.44% 1.53% -0.09% Weighted average return on equity after 1.43% 1.94% -0.51% deducting non-recurring gains and losses(%) Items of non-current gains and losses √ applicable □ not applicable Unit:RMB Amount (Year-beginning to the Non-recurring gain and loss items Notes(If applicable) end of the report period.) Other non-operating income and expense other than above-mentioned 388,150.75 Amount of influence of income tax -97,037.68 Total 291,113.07 - 2.2 Top 10 shareholders and top 10 holders of unconditional shares Unit:Shares Total number of shareholders at the end of report 97,571 period Particulars about the shares held by the top ten tradable shareholders with unrestricted conditions Amount of tradable shares with Full name of shareholder unrestricted conditions held at the end of Type of shares report period Guangdong Communication Group Co., Ltd. 103,379,742 RMB Foreign shares placed in domestic Xinyue Co., Ltd. 13,201,086 exchange Guangdong Yuecai Trust Investment Co., Ltd. 12,174,345 RMB common shares China Merchants Securities. Customer Credit 11,364,490 RMB common shares Guarantee securities account Shanxi Huiteng International Freight Forwarding 3,696,200 RMB common shares Co., Ltd. Foreign shares placed in domestic STICHTING PGGM DEPOSITARY 3,599,861 exchange Haerbin Daoli District, Treasury Services Dept. 2,981,482 RMB common shares Foreign shares placed in domestic Lu Weiqiang 2,888,848 exchange Foreign shares placed in domestic Chen Shukai 2,803,000 exchange Foreign shares placed in domestic Lin Mingtan 2,575,508 exchange §3 Significant Events 3.1 Particular about large-margin change of main accounting statement item and financial index and its reason. √ Applicable □ Not applicable (I)Items of balance sheet as compared with the beginning of this year. 1.Monetary capital The ending balance of monetary capital increased mainly due to net cash inflow from financing activities. 2. Accounts receivable increased by RMB 25.19 million and 142.12% over the beginning of the year mainly due to increase of toll 2 income receivable from United Electronic Toll Center by Guangfo Expressway Co., Ltd. and Guangdong Fokai Expressway Co., Ltd. 3. Prepayments increased by RMB 116 million and 79.73% over the beginning of the year mainly due to increased by RMB 117 million of prepayment for materials and works for expansion project of Guangdong Fokai Expressway Co., Ltd. 4. Dividends receivable decreased by RMB 68 million and 75.01% over the beginning of the year due to recovery of partial dividends for previous years by the parent company. 5. The wages and benefits payable to staff and workers increased by 0.84 million and 42.18% over the beginning of the year mainly due to increase of ending balance. 6. Taxes and levies payable increased by RMB 13.54 million and 103.61% over the beginning of the year mainly due to increase of balance of income tax payable. 7. Interest payable increased by RMB 27 million and 72.66% over the beginning of the year mainly due to provision for corporate bond interest of RMB 10.20 million and medium term note interest of RMB 16.95 million in the current season. (II) Items of profit statement as compared with the same period of the previous year Financial expenses increased by RMB 32.91 million and 70.37% year on year mainly due to (1) increase of loan principal; (2) The interest rate of partial original loans rose from the beginning of the report year and the new interest rate that came into effect on July 7, 2011 applied. 2. Non-operating expenses decreased by RMB 32.07 million and 99.99% year on year mainly for the following reason: Guangdong Fokai Expressway Co., Ltd. suffered loss of RMB 31.84 million from disposal of fixed assets as a result of dismantling an intercommunication fly-over bridge along the line for the purpose of expansion in the same period of previous year while there was no such loss in current period. 3.Income tax expenses increased by RMB 6.58 million and 71.57% year on year mainly due to year-on-year increase of total profit made by Guangdong Fokai Expressway Co., Ltd. for current period. (III) Notes of main items of cash flow statement 1. Other cash received from business operation This item mainly calculates the toll income received and paid through liquidation accounts of Guangfo Expressway Co., Ltd. and Guangdong Fokai Expressway Co., Ltd., and other cash receipt including project quality security (bid security / performance bond), income from fines, rental income from real estates for investment and other income from governmental subsidy except tax refund. The transaction amount of this item decreased by RMB 186 million year on year mainly due to change of accounting method. Reason: Guangfo Expressway Co., Ltd. and Guangdong Fokai Expressway Co., Ltd. are in networking toll collection area in west Guangdong. Except the toll income from the main section, the toll income received through toll liquidation account includes the toll income of other sections in the collection area. 2Before the second quarter of 2011, it will be accounted for under this item at the time of receipt, which is shown as cash inflow. After receipt of account splitting instruction from the United Electronic Toll Collection Center, the income from other sections shall be transferred out, which is accounted for under the time "other cash payment related to operating activities" and shown as cash outflow. From the second quarter of 2011, the net balance of all to-be-split toll income received through liquidation account minus the income transferred to other sections is shown under this item. 2. Cash paid for goods and services is mainly the payment for special works, maintenance costs and networking paid service fees. The year-on-year decrease by RMB 12.34 million is mainly due to year-on-year decrease of payment for project made by Guangdong Fokai Expressway Co., Ltd. in current period by RMB 18.48 million. 3. The item of "the cash paid to and for staff and workers" mainly calculates the wages, bonuses, miscellaneous allowances and subsidies actually paid to staff and workers in current period. The year-on-year increase by RMB 12.11 million is mainly due to the change of expenditure from labor cost. 4. The item of "other cash payment related to operating activities" mainly calculates the project quality security (bid security/performance bond) paid by the Company, expenses from engaging intermediaries, office expenditure, etc. The amount for current period decreased by RMB 198 million year on year mainly due to the above point 1. 5. The item of "cash received from returns on investment" mainly calculates the cash dividends received by the Company for equity investment. In current period, the Company received the remaining unpaid dividends of RMB 38 million for 2010 distributed by Jingzhu Expressway Guangzhu Section Co., Ltd. and cash dividends of RMB 30 million for the third quarter of 2011 distributed by Guangdong Guanghui Expressway Co., Ltd. The year-on-year decrease by RMB 48.90 million is due to the decrease of dividends received from subsidiaries in current period. In current period, Guangdong Fokai Expressway Co., Ltd. paid RMB 180 million for expansion project of Xiebian-Sanbao Section according to its progress. Guangfo Expressway Co., Ltd. paid about RMB 27 million for Yayao-Xiebian expansion project and other works. The year-on-year increase by RMB 42.78 million is due to the increase of investment in the above-mentioned projects in current period. 6. Cash paid for construction of fixed assets, intangible assets and other long-term assets In current period, Guangdong Fokai Expressway Co., Ltd. paid RMB 180 million for expansion project of Xiebian-Sanbao Section according to its progress. Guangfo Expressway Co., Ltd. paid about RMB 27 million for Yayao-Xiebian expansion project and other works. The year-on-year increase by RMB 42.78 million is due to the increase of investment in the above-mentioned projects in current period. 7. Cash paid as investment In current period, the Company did not pay cash for external investment, In the same period of previous year, the parent company contributed capital of RMB 70 million to Guangdong Guangle Expressway Co., Ltd. Therefore, the amount of this item decreased by 3 RMB 70 million year on year. 8. Cash received as investment In current period, Guangdong Fokai Expressway Co., Ltd. received capital payment of RMB 67.94 million from minority shareholders, which increased by RMB 37.94 million year on year due to increase of capital payment by minority shareholders. 9. Cash received from obtaining loans It mainly includes: (1) In the current period, the parent company renewed the borrowing of entrusted loan with principal of RMB 105 million from Guangdong Guanghui Expressway Co., Ltd. and obtained short-term loans of RMB 161 million from banks. (2) Guangfo Expressway Co., Ltd. borrowed RMB 240 million from banks in current period. (3) Guangdong Fokai Expressway Co., Ltd. borrowed RMB 433 million from banks in current period. The year-on-year increase by RMB 603 million is due to increase of principal of bank loans borrowed by the parent company and controlled subsidiaries in current period. 10. Cash paid for debt repayment It mainly includes: (1) In current period, the parent company repaid entrusted loan principal of RMB 105 million to Guangdong Guanghui Expressway Co., Ltd. and bank loans of RMB 111 million. (2) Guangdong Fokai Expressway Co., Ltd. repaid bank loans of RMB 218 million in current period. The amount of principal repayment increased by RMB 220 million year on year due to increase of principal of due loans. 11. Cash paid for distribution of dividends or profits or interest reimbursement It mainly includes payment of RMB 77.77 million by the parent company, Guangdong Fokai Expressway Co., Ltd. and Guangfo Expressway Co., Ltd. including bank loan interests. The year-on-year increase by RMB 24.68 million is mainly due to increase of loan principal and rise in interest rate. 3.2 The progress of significant events and influence, as well as the analysis and explanation on resolving proposal reason. 3.2.1 Non-standard Opinion □applicable √ not applicable 3.2.2 The Company provided funds to its controlling shareholder or related parties and provided guarantees in violation of established procedures. □applicable √ not applicable 3.2.3 Signing and performance of significant contracts for daily operation □applicable √ not applicable 3.2.4 Other □applicable √ not applicable 3.3 The fulfillment of the commitment made by the Company , shareholders and the actual controller Commitments made by the listed company and its directors, supervisors, senior executives, the shareholders with holding above 5% shares and its actual controller in the report period, or lasting until the report period. □applicable √ not applicable 3.4 Estimation of accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation of reason. □applicable √ not applicable 4 3.5 Other significant events need to be explained 3.5.1 Securities investment □applicable √ not applicable 3.5.2 Reception of investigations, communications ,or interviews company held in the report period. In the report period, the company did not accept investigations, communications ,or interviews . 3.6 Derivative Investment □applicable √ not applicable 3.6.1 Particulars about derivatives investment held at the end of report period □applicable √ not applicable §4 Appendix 4.1 Balance sheet Prepared by:Guangdong Provincial Expressway Development Co.,Ltd. March 31,2012 Unit:RMB Year-end balance Year-beginning balance Items Consolidated Parent company Consolidated Parent company Current asset: Monetary fund 1,524,662,038.69 640,117,619.83 1,018,999,531.05 701,899,352.28 Settlement provision Outgoing call loan Trading financial assets Bill receivable Account receivable 42,918,016.07 17,726,118.11 Prepayments 260,584,983.03 144,982,896.65 Insurance receivable Reinsurance receivable Provisions of Reinsurance contracts receivable Interest receivable 335,866.66 316,891.66 Dividend receivable 22,658,881.05 95,942,637.72 90,658,881.05 139,574,457.39 Other account receivable 35,884,049.92 76,895,561.35 37,983,304.82 3,657,454.90 Repurchasing of financial assets Inventories Non-current asset due in 1 year Other current asset 170,000,000.00 160,000,000.00 5 Total of current assets 1,886,707,968.76 983,291,685.56 1,310,350,731.68 1,005,448,156.23 Non-current assets: Loans and payment on other’s behalf disbursed Disposable financial asset 684,000,000.00 684,000,000.00 691,200,000.00 691,200,000.00 Expired investment in possess Long-term receivable Long term share equity 2,999,324,583.08 4,994,083,152.60 2,918,288,171.88 4,763,046,741.40 investment Property investment 5,424,984.73 5,172,846.48 5,541,038.08 5,288,899.83 Fixed assets 3,975,311,693.64 5,981,940.81 4,063,417,803.17 5,837,841.17 Construction in progress 2,870,548,911.84 2,760,092,723.87 Engineering material Fixed asset disposal 65,598.13 Production physical assets Gas & petrol Intangible assets 50,974,064.89 53,166,163.90 R & D petrol Goodwill Long-germ expenses to be 355,412.69 335,238.40 370,543.34 335,238.40 amortized Differed income tax asset Other non-current asset Total of non-current assets 10,586,005,249.00 5,689,573,178.29 10,492,076,444.24 5,465,708,720.80 Total of assets 12,472,713,217.76 6,672,864,863.85 11,802,427,175.92 6,471,156,877.03 Current liabilities Short-term loans 1,051,470,000.00 531,470,000.00 891,470,000.00 481,470,000.00 Loan from Central Bank Deposit received and hold for others Call loan received Trade off financial liabilities Bill payable Account payable 120,834,219.00 135,228,709.74 Advance payment 5,263,678.04 5,392,391.20 Selling of repurchased financial assets Fees and commissions receivable Employees’ wage payable 2,846,779.97 251,195.36 2,002,220.57 88,015.62 Tax payable 26,612,190.34 -269,128.26 13,070,029.12 1,912,304.18 Interest payable 64,164,542.00 55,448,895.11 37,161,794.55 29,720,154.33 Dividend payable 37,262,731.65 12,834,812.75 29,154,211.10 12,849,018.98 6 Other account payable 327,623,803.20 107,329,254.86 319,750,258.89 109,125,634.87 Reinsurance fee payable Insurance contract provision Entrusted trading of securities Entrusted selling of securities Non-current liability due in 460,345,000.00 384,200,000.00 1 year Other current liability 152,888,846.74 65,542,566.45 Total of current liability 2,096,422,944.20 859,953,876.56 1,817,429,615.17 700,707,694.43 Non-current liabilities: Long-term loan 3,578,119,803.54 3,309,764,803.54 Bond payable 1,791,378,507.39 1,791,378,507.39 1,790,792,109.05 1,790,792,109.05 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 124,347,660.70 126,663,710.47 liability Other non-current liabilities Total of non-current 5,495,868,181.74 1,793,400,717.50 5,229,242,833.17 1,792,814,319.16 liabilities Total of liability 7,592,291,125.94 2,653,354,594.06 7,046,672,448.34 2,493,522,013.59 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 1,690,758,715.57 1,690,906,856.32 1,697,958,715.57 1,698,106,856.32 Less:Shares in stock Special Reserve Surplus reserves 191,496,386.02 191,496,386.02 191,496,386.02 191,496,386.02 Common risk provision Undistributed profit 1,028,212,364.28 879,989,279.45 968,553,255.86 830,913,873.10 Different of foreign currency translation Total of owner’s equity belong to 4,167,585,213.87 4,019,510,269.79 4,115,126,105.45 3,977,634,863.44 the parent company Minor shareholders’ equity 712,836,877.95 640,628,622.13 Total of owners’ equity 4,880,422,091.82 4,019,510,269.79 4,755,754,727.58 3,977,634,863.44 Total of liabilities and owners’ 12,472,713,217.76 6,672,864,863.85 11,802,427,175.92 6,471,156,877.03 equity 4.2 Profit statement Prepared by:Guangdong Provincial Expressway Development Co.,Ltd. January-March 2012 Unit:RMB Report period Same period of the previous year Items Consolidated Parent company Consolidated Parent company 7 I.Total operating income 268,377,836.84 2,643,608.33 248,954,619.04 879,378.75 Including:Operating income 268,377,836.84 2,643,608.33 248,954,619.04 879,378.75 Interest income Insurance gained Commission charge and commission income II.Total operating cost 262,109,520.50 58,972,793.51 205,189,011.16 29,871,484.46 Including:Operating cost 134,547,987.47 116,053.35 118,063,576.08 116,053.35 Interest expense Commission chare and commission expense Cash surrender value Net amount of expense of compensation Net amount of withdrawal of insurance contract reserve Bonus expense of guarantee slip Reinsurance expense Operating tax and extras 9,810,430.31 150,391.22 8,787,976.79 44,760.38 Sales expenses Administration expenses 38,075,321.73 19,881,476.80 31,571,144.29 16,670,075.95 Financial expenses 79,675,780.99 38,824,872.14 46,766,314.00 13,040,594.78 Losses of devaluation of assets Add :Changing income of fair value Investment income 81,036,411.20 105,404,591.53 71,630,647.29 71,630,647.29 Including:Investment income on affiliate company and joint 81,036,411.20 81,036,411.20 71,630,647.29 71,630,647.29 venture Exchange income III. Operating profit 87,304,727.54 49,075,406.35 115,396,255.17 42,638,541.58 Add :Non-operating income 519,966.33 540,108.50 Less:Non-operating expense 2,432.00 32,071,314.21 Including :Disposal loss of 31,844,018.89 non-current assets IV. Total profit 87,822,261.87 49,075,406.35 83,865,049.46 42,638,541.58 Less:Income tax 15,767,170.85 9,189,841.59 V. Net profit 72,055,091.02 49,075,406.35 74,675,207.87 42,638,541.58 Net profit attributable to owner’s 59,659,108.43 49,075,406.35 66,164,194.62 42,638,541.58 equity of parent company Minority shareholders’ gains 12,395,982.59 8,511,013.25 and losses VI. Earnings per share (i)Basic earnings per share 0.05 0.04 0.05 0.03 (ii)Diluted earnings per share 0.05 0.04 0.05 0.03 VII. Other comprehensive income -7,200,000.00 -7,200,000.00 -31,200,000.00 -31,200,000.00 VIII. Total comprehensive income 64,855,091.02 41,875,406.35 43,475,207.87 11,438,541.58 Total comprehensive income 52,459,108.43 41,875,406.35 34,964,194.62 11,438,541.58 8 attributable to the owner of the parent company Total comprehensive income 12,395,982.59 8,511,013.25 attributable minority shareholders For the enterprises under the same control consolidated in the report period, the net profit realized by the consolidate before the consolidation is RMB 0.00. 4.3 Cash flow statement Prepared by:Guangdong Provincial Expressway Development Co.,Ltd. January-March 2012 Unit:RMB Report period Same period of the previous year Items Consolidated Parent company Consolidated Parent company I.Cash flows from operating activities Cash received from sales of goods 241,545,905.78 237,195,811.55 or rending of services 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 19,725,884.39 88,872,435.18 205,574,585.28 155,448,905.01 business operation Sub-total of cash inflow 261,271,790.17 88,872,435.18 442,770,396.83 155,448,905.01 Cash paid for purchasing of 23,979,687.23 36,320,260.23 merchandise and services Net increase of client trade and advance Net increase of savings n central bank and brother company 9 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 50,633,847.85 18,409,487.58 38,522,118.69 11,202,518.27 for staffs Taxes paid 12,504,484.47 144,993.02 10,765,823.43 6,564.21 Other cash paid for 10,437,371.15 76,157,816.07 208,663,597.36 179,150,225.57 business activities Sub-total of cash outflow 97,555,390.70 94,712,296.67 294,271,799.71 190,359,308.05 from business activities Cash flow generated by 163,716,399.47 -5,839,861.49 148,498,597.12 -34,910,403.04 business operation, net II.Cash flow generated by investing Cash received from investment retrieving Cash received as investment 68,000,000.00 68,000,000.00 116,896,689.22 116,896,689.22 gains Net cash retrieved from disposal of fixed assets, intangible assets, and other long-term assets Net cash received from disposal of subsidiaries or other operational units Other investment-related 2,623,283.33 698,622.50 cash received Sub-total of cash inflow due 68,000,000.00 70,623,283.33 116,896,689.22 117,595,311.72 to investment activities Cash paid for construction of fixed assets, intangible assets 215,249,849.41 370,950.00 172,470,994.79 447,836.00 and other long-term assets Cash paid as investment 150,000,000.00 70,000,000.00 160,000,000.00 Net increase of loan against pledge Net cash received from subsidiaries and other operational units Other cash paid for 10,000,000.00 115,000,000.00 investment activities Sub-total of cash outflow 215,249,849.41 160,370,950.00 242,470,994.79 275,447,836.00 due to investment activities Net cash flow generated by -147,249,849.41 -89,747,666.67 -125,574,305.57 -157,852,524.28 investment III.Cash flow generated by 10 financing Cash received as 67,935,000.00 30,000,000.00 investment Incl: Cash received as investment from minor shareholders Cash received as loans 938,690,000.00 265,990,000.00 336,000,000.00 286,000,000.00 Cash received from bond placing Other financing –related ash received Sub-total of cash inflow 1,006,625,000.00 265,990,000.00 366,000,000.00 286,000,000.00 from financing activities Cash to repay debts 434,190,000.00 215,990,000.00 214,643,020.55 2,643,020.55 Cash paid as dividend, 77,769,008.56 10,724,170.42 53,089,829.49 profit, or interests Incl: Dividend and profit paid by subsidiaries to minor shareholders Other cash paid for financing 5,470,000.00 5,470,000.00 activities Sub-total of cash outflow 517,429,008.56 232,184,170.42 267,732,850.04 2,643,020.55 due to financing activities Net cash flow generated by 489,195,991.44 33,805,829.58 98,267,149.96 283,356,979.45 financing IV. Influence of exchange rate alternation on cash and -33.87 -33.87 -4,197.99 -4,197.99 cash equivalents V.Net increase of cash and 505,662,507.63 -61,781,732.45 121,187,243.52 90,589,854.14 cash equivalents Add: balance of cash and cash equivalents at the 1,018,999,531.05 701,899,352.28 258,881,333.75 179,597,767.35 beginning of term VI ..Balance of cash and cash 1,524,662,038.68 640,117,619.83 380,068,577.27 270,187,621.49 equivalents at the end of term 4.4 Auditor’ report Auditor’s opinions: Not audited 11